GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E
485BPOS, 1999-04-23
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                                                     Registration Nos. 33-74092
                                                                       811-8288

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM N-4

            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933        [X]
                          Pre-Effective Amendment No.
                          Post-Effective Amendment No. 8                   [X]
                                       and
         REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
                                Amendment No. 8                            [X]
    
                      CONSECO VARIABLE ANNUITY ACCOUNT E*
                           (Exact Name of Registrant)

                      CONSECO VARIABLE INSURANCE COMPANY
                               (Name of Depositor)

                          11825 N. Pennsylvania Street
                              Carmel, Indiana 46032-4572
              (Address of Depositor's Principal Executive Offices)

                                 (317) 817-3700
               (Depositor's Telephone Number, including Area Code)

                              Michael A. Colliflower
                    Great American Reserve Insurance Company
                          11825 N. Pennsylvania Street
                              Carmel, Indiana 46032-4572
                     (Name and Address of Agent for Service)

 
It is  proposed  that this filing will  become effective:
   
[ ]  immediately upon filing pursuant to paragraph (b) of Rule 485 
[X]  on May 1, 1999 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 box:

[ ]  this post-effective amendment designates a new effective date for a
     previously filed post-effective amendment

Title of Securities Registered:
     Individual and Group Deferred Annuity Contracts and Certificates
   
* Formerly, Great American Reserve Variable Annuity Account E


                       CONSECO VARIABLE ANNUITY ACCOUNT E

                                    FORM N-4

                              CROSS REFERENCE SHEET
                             Pursuant to Rule 495(a)
                        Under The Securities Act of 1933

<TABLE>
<CAPTION>
   
Form N-4
Item No.                                    PART A - Prospectus Caption
- - --------                                             ------------------
<S>    <C>                                                 <C>
 1.    Cover Page...................................       Cover Page

 2.    Definitions..................................       Definitions

 3.    Synopsis or Highlights.......................       Summary

 4.    Condensed Financial Information..............       Appendix-Condensed Financial Information

 5.    General Description of Registrant,...........       Conseco Variable, The Variable Account, and
       Depositor and Portfolio Companies                   Investment Options

 6.    Deductions and Expense.......................       Charges and Deductions

 7.    General Description of Variable..............       The Contracts
       Annuity Contracts

 8.    Annuity Period ..............................       Annuity Phase
                                                           Settlement Provisions

 9.    Death Benefit................................       Death Benefit on or
                                                           After Maturity Date

10.    Purchase and Contract Values.................       Conseco Variable, The Variable 
                                                           Account, and Investment Options;
                                                           Accumulation Provisions

11.    Redemptions..................................       The Contracts
                                                           Section B. Settlement Provisions

12.    Taxes........................................       Federal Tax Status

13.    Legal Proceedings............................       Legal Proceedings
    
14.    Table of Contents of the Statement...........       Table of Contents of the Statement
       of Additional Information                           of Additional Information
</TABLE>

<PAGE>

Form N-4
Item No.
- - --------
<TABLE>
<CAPTION>
                                                  PART B - Statement of Additional Information
                                                           -----------------------------------
<S>    <C>                                                 <C>
15.    Cover Page...................................       Statement of Additional Information
                                                           Cover Page

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

17.    General Information and History..............       General Information and History

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

19.    Purchase of Securities.......................       Not Applicable
       Being Offered

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

21.    Calculation of Performance Data..............       Calculation of Yield Quotations, Calculation of
                                                           Total Return Quotations, and Other Performance Data

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

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 of this registration statement.

                                     PART A

                       CONSECO VARIABLE ANNUITY ACCOUNT E
          (formerly, Great American Reserve Variable Annuity Account E)

             INDIVIDUAL & GROUP VARIABLE DEFERRED ANNUITY CONTRACTS
                                   offered by
                       CONSECO VARIABLE INSURANCE COMPANY
              (formerly, Great American Reserve Insurance Company)
                                
                             Administrative Office:
                          11815 N. Pennsylvania Street
                                Carmel, IN 46032
                                  (317)817-3700

This  prospectus  describes the individual and group flexible  purchase  payment
variable  deferred  annuity  contracts  (Contracts)  issued by Conseco  Variable
Insurance  Company  (Conseco  Variable).  The  Contracts are designed for use in
retirement planning.

You can invest your Purchase Payments in one of the Variable Account  Investment
Options listed below. Depending on market conditions, you can make or lose money
in any of these Variable Account Investment Options.  You can also invest in the
Fixed Account of Conseco Variable.

CONSECO SERIES TRUST
o Balanced Portfolio (formerly, Asset Allocation Portfolio)
o Equity Portfolio (formerly, Common Stock Portfolio)
o Fixed Income Portfolio (formerly, Corporate Bond Portfolio)
o Government Securities Portfolio
o Money Market Portfolio

THE ALGER AMERICAN FUND
o Alger American Growth Portfolio
o Alger American Leveraged AllCap Portfolio
o Alger American MidCap Growth Portfolio
o Alger American Small Capitalization Portfolio

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
o VP Income & Growth
o VP International
o VP Value

BERGER INSTITUTIONAL PRODUCTS TRUST
o Berger IPT - 100 Fund
o Berger IPT - Growth and Income Fund
o Berger IPT - Small Company Growth Fund
o Berger/BIAM IPT - International Fund

THE DREYFUS SOCIALLY RESPONSIBLE
GROWTH FUND, INC.

DREYFUS STOCK INDEX FUND

DREYFUS VARIABLE INVESTMENT FUND
o Disciplined Stock Portfolio
o International Value Portfolio

FEDERATED INSURANCE SERIES
o Federated High Income Bond Fund II
o Federated International Equity Fund II
o Federated Utility Fund II

INVESCO VARIABLE INVESTMENT FUNDS, INC.
o INVESCO VIF-High Yield Fund
o INVESCO VIF-Equity Income Fund (formerly, INVESCO VIF-Industrial Income 
  Portfolio)

JANUS ASPEN SERIES
o Aggressive Growth Portfolio
o Growth Portfolio
o Worldwide Growth Portfolio

LAZARD RETIREMENT SERIES, INC.
o Lazard Retirement Equity Portfolio
o Lazard Retirement Small Cap Portfolio

LORD ABBETT SERIES FUND, INC.
o Growth and Income Portfolio

MITCHELL HUTCHINS SERIES TRUST
o Growth and Income Portfolio

NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
o Limited Maturity Bond Portfolio
o Partners Portfolio

STRONG OPPORTUNITY FUND II, INC.
o Opportunity Fund II

STRONG VARIABLE INSURANCE FUNDS, INC.
o Strong Mid Cap Growth Fund II (formerly, Growth Fund II)

VAN ECK WORLDWIDE INSURANCE TRUST
o Worldwide Bond Fund
o Worldwide Emerging Markets Fund
o Worldwide Hard Assets Fund
o Worldwide Real Estate Fund

Please read this prospectus  carefully  before investing and keep it on file for
future  reference.  It contains  important  information about the individual and
group fixed and variable annuity contracts issued by Conseco Variable.

To learn more about the  Contract,  you can  obtain a copy of the  Statement  of
Additional  Information (SAI) dated May 1, 1999. The SAI has been filed with the
Securities  and  Exchange  Commission  (SEC)  and  is  legally  a part  of  this
Prospectus.  The SEC has 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 or write to us
at the address or telephone number given above.

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.

[Note to Command Printers: when printed - above paragraph must appear on page 1]

May 1, 1999

                               Table of Contents

                                                                            Page

DEFINITIONS.............................
SUMMARY.................................
FEE TABLE...............................
CONSECO VARIABLE, THE VARIABLE ACCOUNT 
 INVESTMENT OPTIONS.....................
   Conseco Variable.....................
   The Variable Account.................
   Investment Options...................
      Voting Rights.....................
THE CONTRACTS...........................
ACCUMULATION PROVISIONS.................
   Purchase Payments....................
   Allocation of Purchase Payments......
   Accumulation Units ..................
   Transfers............................
   Dollar Cost Averaging................
   Rebalancing..........................
   Sweeps...............................
   Withdrawals..........................
RESTRICTIONS UNDER OPTIONAL RETIREMENT
   PROGRAMS.............................
RESTRICTIONS UNDER SECTION 403(b).......
   Systematic Withdrawal Plan...........
   Loans................................
CHARGES AND DEDUCTIONS..................
   Withdrawal Charge....................
   Administrative Charges...............
   Mortality and Expense Risk Charge....
   Reduction or Elimination of 
    Contract Charges....................
   Premium Taxes........................
   Fund Expenses........................
   Other Charges........................
DEATH BENEFIT BEFORE MATURITY DATE......
OPTIONS WHEN YOU TERMINATE YOUR 
  PARTICIPATION IN THE PLAN (FOR GROUP 
THE ANNUITY PHASE - SETTLEMENT PROVISIONS.
   Annuity Options......................
   Proceeds Applied to an Annuity 
    Option..............................
   Transfers After Maturity Date........
   Death on or After Maturity Date......
OTHER CONTRACT PROVISIONS...............
   10 Day Right to Review...............
   Ownership............................
   Modification.........................
FEDERAL TAX STATUS...................
   Annuity Contracts in General.........
   Qualified and Non-Qualified Contracts
   Withdrawals - Non-Qualified 
    Contracts...........................
   Withdrawals - Qualified Contracts....
   Withdrawals - Tax-Sheltered
    Annuities...........................
   Diversification......................
   Investor Control.....................
GENERAL MATTERS.........................
   Performance Information..............
   Year 2000............................
   Distribution of Contracts............
   Legal Proceedings....................
TABLE OF CONTENTS OF THE SAI............
APPENDIX................................


DEFINITIONS

Accumulation  Unit: An accounting  unit of measure we use to calculate the value
of your Contract before the Maturity Date.

Annuitant: The person upon whose life the Contract is issued.

Annuity Payments: A series of income payments under an annuity option.

Contract  Owner:  The  person(s)  (including  Co-Owners)  or entity  entitled to
ownership  rights under the Contract.  The Contract Owner is also referred to as
"you" in this prospectus.

Contract Value: The total value of your Individual Account values held under the
Contract  in each  Investment  Option  of the  Variable  Account  plus the Fixed
Account.

Contract  Year: A period of 12 months  beginning with the effective date of your
Contract.

Code: Internal Revenue Code of 1986, as amended.

Fixed  Account:  The  general  account  of Conseco  Variable.  You may choose to
allocate Purchase Payments and Contract Value to the Fixed Account.  It provides
guaranteed values and periodically adjusted interest rates.

Fund:  The  underlying  mutual funds (or  portfolios of a mutual fund) which the
sub-accounts of the Variable Account invest in.

Individual  Account:  The record we establish to represent  your  interest in an
Investment Option before the Maturity Date.

Investment Options: The investment choices available to Contract Owners.

Maturity Date: The date on which annuity payments begin.

Purchase Payments: The money you invest in the Contract.

Valuation Period: The period of time from the end of one business day of the New
York Stock Exchange to the end of the next business day.

Variable Account:  The separate account we established known as Conseco Variable
Annuity Account E. Prior to May 1, 1999, it was known as Great American  Reserve
Variable Annuity Account E. The Variable Account is divided into sub-accounts.

SUMMARY

The  Contracts:  The  Contracts  described in this  prospectus  are tax deferred
individual and group flexible purchase payment variable annuity  contracts.  The
Contracts also offer you a Fixed Account Option.  The Contracts  provide for the
accumulation  of  Contract  Values  and the  payment of  annuity  benefits  on a
variable  and/or fixed basis.  In general,  this  Prospectus  describes only the
variable portion of the Contracts.

Retirement  Plans: The Contracts may be issued pursuant to either  non-qualified
retirement  plans or plans qualifying for special income tax treatment under the
Code. Examples of the plans qualifying for special tax treatment are: individual
retirement  annuities  (IRAs),  pension and profit sharing plans, tax- sheltered
annuities (TSAs), and state and local government  deferred  compensation  plans.
See "Federal Tax Status."

Purchase  Payments:  The  Contracts  permit you to make  Purchase  Payments on a
flexible  basis.  This  means  that you can make  payments  at any time you like
before the Maturity Date. For TSAs, the minimum initial Purchase Payment and the
amount of each  subsequent  Purchase  Payment  is $50 per month.  For IRAs,  the
minimum  initial  Purchase  Payment  is $2,000  and the  minimum  amount of each
additional  Purchase Payment is $50. For  non-qualified  Contracts,  the minimum
initial  Purchase  Payment is $5,000 and the minimum  amount of each  additional
Purchase  Payment is $2,000 (or $200 each month).  If your  Purchase  Payment is
more than $500,000, it requires our prior approval.

Investment Options:  You can allocate your Purchase Payment to the Fixed Account
of Conseco Variable or the following Variable Account Investment Options:

CONSECO SERIES TRUST
o Balanced Portfolio (formerly, Asset Allocation Portfolio)
o Equity Portfolio (formerly, Common Stock Portfolio)
o Fixed Income Portfolio (formerly, Corporate Bond Portfolio)
o Government Securities Portfolio
o Money Market Portfolio

THE ALGER AMERICAN FUND
o Alger American Growth Portfolio
o Alger American Leveraged AllCap Portfolio
o Alger American MidCap Growth Portfolio
o Alger American Small Capitalization Portfolio

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
o VP Income & Growth
o VP International
o VP Value

BERGER INSTITUTIONAL PRODUCTS TRUST
o Berger IPT - 100 Fund
o Berger IPT - Growth and Income Fund
o Berger IPT - Small Company Growth Fund
o Berger/BIAM IPT - International Fund

THE DREYFUS SOCIALLY RESPONSIBLE
GROWTH FUND, INC.

DREYFUS STOCK INDEX FUND

DREYFUS VARIABLE INVESTMENT FUND
o Disciplined Stock Portfolio
o International Value Portfolio

FEDERATED INSURANCE SERIES
o Federated High Income Bond Fund II
o Federated International Equity Fund II
o Federated Utility Fund II

INVESCO VARIABLE INVESTMENT FUNDS, INC.
o INVESCO VIF-High Yield Fund
o INVESCO VIF-Equity Income Fund (formerly, INVESCO VIF - Industrial 
    Income Portfolio)

JANUS ASPEN SERIES
o Aggressive Growth Portfolio
o Growth Portfolio
o Worldwide Growth Portfolio

LAZARD RETIREMENT SERIES, INC.
o Lazard Retirement Equity Portfolio
o Lazard Retirement Small Cap Portfolio

LORD ABBETT SERIES FUND, INC.
o Growth and Income Portfolio

MITCHELL HUTCHINS SERIES TRUST
o Growth and Income Portfolio

NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
o Limited Maturity Bond Portfolio
o Partners Portfolio

STRONG OPPORTUNITY FUND II, INC.
o Opportunity Fund II

STRONG VARIABLE INSURANCE FUNDS, INC.
o Strong Mid Cap Growth Fund II (formerly, Growth Fund II)

VAN ECK WORLDWIDE INSURANCE TRUST
o Worldwide Bond Fund
o Worldwide Emerging Markets Fund
o Worldwide Hard Assets Fund
o Worldwide Real Estate Fund

The portion of your Contract value allocated to the Variable Account  Investment
Options will reflect the investment performance of the Funds you select.

Transfers: Prior to the Maturity Date, you may make transfers among the Variable
Account  Investment  Options and from the Variable Account Investment Options to
the Fixed Account  without  charge.  Under certain  circumstances,  you may also
transfer  amounts  from the Fixed  Account to the  Variable  Account  Investment
Options.  You may also make transfers  under certain  programs we offer known as
the dollar cost averaging  program,  sweep program,  and rebalancing.  After the
Maturity Date,  you may not make  transfers  from a variable  annuity to a fixed
annuity or from a fixed annuity to a variable annuity.

Withdrawals:  You may make  withdrawals from your Contract before the earlier of
the  Maturity  Date or the death of the  Annuitant.  We may impose a  withdrawal
charge and an  administrative  charge when you make a  withdrawal.  You may also
make withdrawals pursuant to the systematic withdrawal plan. A withdrawal may be
subject to income taxes and tax  penalties.  In addition,  certain  restrictions
apply to withdrawals from TSA Contracts.

Loans: Under certain circumstances, you may make loans from your Contract.  

Death  Benefit:  Generally,  if the Annuitant or Contract  Owner dies before the
Maturity Date, we will pay a death benefit to your beneficiary.

Annuity Payments: We offer a variety of fixed and variable annuity options which
you can select to receive your Annuity  Payments.  Your  Annuity  Payments  will
begin on the Maturity  Date.  You can select the Maturity Date, the frequency of
the payments and the annuity option.

Ten-Day Review: If you cancel the Contract within 10 days after receiving it (or
whatever period is required in your state) we will refund your Purchase Payment.

Taxes:  Your  earnings  are not taxed until you take them out. If you take money
out before the Maturity  Date,  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. The Contract provides that if the Annuitant
dies before the Maturity  Date, we will pay a death benefit to the  beneficiary.
Such payments upon the death of the Annuitant who is not the Contract  Owner (as
in the case of certain non-qualified Contracts), do not qualify for the death of
Contract  Owner  exception to the ten percent  distribution  penalty  unless the
beneficiary is 59 1/2 or one of the other exceptions to the penalty applies.

For TSA  Contracts,  you can only make  withdrawals of amounts  attributable  to
contributions  you made pursuant to a salary reduction  agreement (as defined in
the Code) when:

     (i)  you attain age 59 1/2;

     (ii) you separate from service;

     (iii) you die;

     (iv) you become disabled;

     (v)  made in the case of hardship; or

     (vi) made  pursuant to a qualified  domestic  relations  order if otherwise
          permitted.

Withdrawals  for hardship are  restricted  to a portion of the Contract  Owner's
Contract  Value which  represents  contributions  made by the Contract Owner and
does not include any investment results.

Payments after the Maturity Date are considered partly a return of your original
investment. That part of each payment is not taxable as income. If your Contract
was purchased under a tax-qualified plan, your payments may be fully taxable.

Charges and Deductions:

*    Each year Conseco  Variable  deducts a $30 Annual  Administrative  Fee from
your Contract (this charge is waived if your Individual Account value is $25,000
or more).

*    Conseco  Variable  deducts a Mortality and Expense Risk Fee which is equal,
on an annual  basis,  to 1.25% of the average  daily net assets of the  Variable
Account.  Conseco Variable also deducts an Administrative Charge which is equal,
on an annual  basis,  to .15% of the  average  daily net assets of the  Variable
Account.

*    If you take  money  out of the  Contract,  Conseco  Variable  may  assess a
deferred  sales  load which  ranges  from 0% to 9%,  depending  on how long your
Contract has been outstanding.

*    You may be  assessed  a premium  tax charge  which  generally  ranges  from
0%-3.5%, depending on the state.

*    As with other professionally managed investments, there are also investment
charges which  currently  range from .26% to 1.50%, on an annual  basis,  of the
average  daily  value of the  portfolio,  depending  upon the  Variable  Account
Investment Option you select.

                  CONSECO VARIABLE ANNUITY ACCOUNT E FEE TABLE

CONTRACT OWNER TRANSACTION EXPENSES(a)
  Sales Charge Imposed on Purchases...........................   None
  Exchange Fee................................................   None
  Surrender Fee...............................................   None
  Deferred Sales Load (as a percentage of purchase payments)(b)
    First and Second Year.....................................    9%
    Third Year................................................    8%
    Fourth Year...............................................    7%
    Fifth Year................................................    5%
    Sixth Year................................................    3%
    Seventh Year or More......................................    0%

Annual Administrative Fee(b).....................    $30

VARIABLE ACCOUNT ANNUAL EXPENSES
 (as a percentage of average account value)
  Mortality and Expense Risk Charge........................... 1.25%
  Administrative Charge....................................... 0.15%
                                                               -----
Total Annual Expenses of the Variable Account(b).............. 1.40%
====================================================================

(a)  Premium  taxes are not shown.  We will  deduct for any premium tax due when
     you make a  Purchase  Payment  or from  Individual  Account  values  at the
     Maturity  Date or at such  other  time  based on our sole  discretion.  The
     current  range  of  premium  taxes  in  jurisdictions  in which we make the
     Contracts available is from 0% to 3.5%.

(b)  Conseco  Variable may reduce or  eliminate  the sales,  administrative,  or
     other  expenses  with  certain  Contracts in cases when it expects to incur
     lower sales and  administrative  expenses or perform  fewer  services  (see
     "Reduction or Elimination of Contract  Charges").  We will waive the Annual
     Administrative Fee if your Individual Account value is $25,000 or greater.

<TABLE>
<CAPTION>
Annual Fund Expenses
(as a percentage of the average daily net assets of a portfolio)


                                                                                                             TOTAL ANNUAL
                                                                                            OTHER EXPENSES    PORTFOLIO
                                                                                            (AFTER EXPENSE     EXPENSES
                                                                                            REIMBURSEMENT   (AFTER EXPENSE
                                                                    MANAGEMENT       12b-1   FOR CERTAIN   REIMBURSEMENT FOR
                                                                       FEES          FEES     PORTFOLIOS)  CERTAIN PORTFOLIOS)
- ------------------------------------------------------------------------------------------------------------------------------
<S>                                                                    <C>          <C>          <C>            <C>
CONSECO SERIES TRUST (1)
Balanced Portfolio (2)...............................................  0.75%           --        0.00%          0.75%
Equity Portfolio (2).................................................  0.80%           --        0.00%          0.80%
Fixed Income Portfolio...............................................  0.70%           --        0.00%          0.70%
Government Securities Portfolio......................................  0.70%           --        0.00%          0.70%
Money Market Portfolio (2)...........................................  0.45%           --        0.00%          0.45%

THE ALGER AMERICAN FUND
Alger American Growth Portfolio......................................  0.75%           --        0.04%          0.79%
Alger American Leveraged AllCap Portfolio (3)........................  0.85%           --        0.11%          0.96%
Alger American MidCap Growth Portfolio...............................  0.80%           --        0.04%          0.84%
Alger American Small Capitalization Portfolio........................  0.85%           --        0.04%          0.89%

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
VP Income & Growth...................................................  0.70%           --        0.00%          0.70%
VP International.....................................................  1.50%           --        0.00%          1.50%
VP Value.............................................................  1.00%           --        0.00%          1.00%

BERGER INSTITUTIONAL PRODUCTS TRUST
Berger IPT--100 Fund (4).............................................  0.00%           --        1.00%          1.00%
Berger IPT--Growth and Income Fund (4)...............................  0.00%           --        1.00%          1.00%
Berger IPT--Small Company Growth Fund (4)............................  0.00%           --        1.15%          1.15%
Berger/BIAM IPT--International Fund (4)..............................  0.00%           --        1.20%          1.20%

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC....................  0.75%           --        0.05%          0.80%

DREYFUS STOCK INDEX FUND.............................................  0.25%           --        0.01%          0.26%

DREYFUS VARIABLE INVESTMENT FUND
Disciplined Stock Portfolio..........................................  0.75%           --        0.13%          0.88%
International Value Portfolio........................................  1.00%           --        0.29%          1.29%

FEDERATED INSURANCE SERIES
Federated High Income Bond Fund II ..................................  0.60%           --        0.18%          0.78%
Federated International Equity Fund II (5)...........................  0.53%           --        0.72%          1.25%
Federated Utility Fund II (5)........................................  0.68%           --        0.25%          0.93%

INVESCO VARIABLE INVESTMENT FUNDS, INC.
INVESCO VIF - High Yield Fund (6)....................................  0.60%           --        0.47%          1.07%
INVESCO VIF - Equity Income Fund (6)(7)..............................  0.75%           --        0.18%          0.93%

JANUS ASPEN SERIES
Aggressive Growth Portfolio .........................................  0.72%           --        0.03%          0.75%
Growth Portfolio (8).................................................  0.65%           --        0.03%          0.68%
Worldwide Growth Portfolio (8).......................................  0.65%           --        0.07%          0.72%

LAZARD RETIREMENT SERIES, INC.
Lazard Retirement Equity Portfolio (9)...............................  0.75%        0.25%        0.25%          1.25%
Lazard Retirement Small Cap Portfolio (9)............................  0.75%        0.25%        0.25%          1.25%

LORD ABBETT SERIES FUND, INC.
Growth and Income Portfolio .........................................  0.50%           --        0.26%          0.76%

MITCHELL HUTCHINS SERIES TRUST
Growth and Income Portfolio..........................................  0.70%           --        0.34%          1.04%

NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST (10)
Limited Maturity Bond Portfolio......................................  0.65%           --        0.11%          0.76%
Partners Portfolio...................................................  0.78%           --        0.06%          0.84%

STRONG OPPORTUNITY FUND II, INC.
Opportunity Fund II..................................................  1.00%           --        0.16%          1.16%

STRONG VARIABLE INSURANCE FUNDS, INC
Strong Mid Cap Growth Fund II (11)...................................  1.00%           --        0.20%          1.20%

VAN ECK WORLDWIDE INSURANCE TRUST (12)
Worldwide Bond Fund..................................................  1.00%           --        0.15%          1.15%
Worldwide Emerging Markets Fund......................................  1.00%           --        0.50%          1.50%
Worldwide Hard Assets Fund...........................................  1.00%           --        0.16%          1.16%
Worldwide Real Estate Fund...........................................  0.89%           --        0.00%          0.89%
</TABLE>

     (1) The  expense  information  in the table has been  restated  to  reflect
current fees.  Pursuant to a  contractual  arrangement  with the Trust,  Conseco
Capital Management, Inc., the adviser, has agreed to waive fees and/or reimburse
portfolio  expenses  through 4/30/00,  so that the annual operating  expenses of
each  portfolio  are limited to the Total Annual  Expenses  for each  respective
portfolio, as set forth above. This arrangement does not cover interest,  taxes,
brokerage commissions,  and extraordinary expenses. The total percentages in the
above table are after  reimbursement.  In the absence of expense  reimbursement,
the total estimated fees and expenses for 1999 would total:  0.83% for the Money
Market Portfolio;  0.97% for the Government Securities Portfolio;  0.89% for the
Fixed  Income  Portfolio;  1.01% for the  Balanced  Portfolio  and 0.95% for the
Equity Portfolio.

     (2) Conseco Capital Management, Inc., since January 1, 1993, has waived its
management  fees in excess of the annual rates set forth above.  Absent such fee
waivers, the management fees would be: .85% for the Balanced Portfolio; .85% for
the Equity Portfolio; and .70% for the Money Market Portfolio.

     (3) The  Alger  American  Leveraged  AllCap  Portfolio's  "Other  Expenses"
includes .03% of interest expense.

     (4) The Funds' investment  advisers have agreed to waive their advisory fee
and  reimburse  the Funds for  additional  expenses  to the extent  that  normal
operating expenses in any fiscal year, including the investment advisory fee but
excluding brokerage commissions,  interest, taxes and extraordinary expenses, of
each of the Berger  IPT--100  Fund and the Berger  IPT--Growth  and Income  Fund
exceed  1.00%,  the normal  operating  expenses in any fiscal year of the Berger
IPT--Small  Company Growth Fund exceed 1.15%, and the normal operating  expenses
of the Berger/BIAM IPT--International Fund exceed 1.20% of the respective Fund's
average daily net assets.  Absent the waiver and  reimbursement,  the Management
Fee for the Berger IPT--100 Fund, Berger IPT--Growth and Income Fund, the Berger
IPT--Small Company Growth Fund and the Berger/BIAM IPT--International Fund would
have been .75%,  .75%,  .90%,  and .90%  respectively,  and their  Total  Annual
Portfolio Expenses would have been 2.88%, 1.99%, 2.19% and 2.85%, respectively.

     (5) In the absence of a voluntary waiver by Federated Investment Management
Company,  the Funds'  investment  adviser,  the  Management Fee and Total Annual
Portfolio  Expenses would have been 0.75% and 1.00%,  respectively,  for Utility
Fund II.  Absent a  voluntary  waiver of the  management  fee and the  voluntary
reimbursement  of certain  other  operating  expenses  by  Federated  Investment
Management  Company,  the Management Fee and Total Annual Portfolio Expenses for
International Equity Fund II would have been 1.00% and 1.72%, respectively.

     (6) The Fund's actual Total Annual Fund Operating  Expenses were lower than
the figures shown because its transfer agent and/or  custodian fees were reduced
under expense offset  arrangements.  Because of an SEC requirement,  the figures
shown do not reflect these reductions.

     (7) Certain expenses of the Fund are being absorbed  voluntarily by INVESCO
Funds Group,  Inc.  pursuant to a commitment to the Fund. In the absence of such
absorption, Other Expenses and Total Annual Fund Operating Expenses for the year
ended December 31, 1998 were 0.42% and 1.17%, respectively.  This commitment may
be changed at any time following consultation with the board of directors.


     (8) The expense  figures shown are net of certain fee waivers or reductions
from Janus  Capital  Corporation,  the  investment  adviser  of the Janus  Aspen
Series. Without such waivers or reductions,  the total fees and expenses in 1998
would have totaled: 0.75% for Growth and 0.74% for Worldwide Growth.

     (9) Lazard Asset Management, the Fund's investment adviser, has voluntarily
agreed to reimburse all expenses  through  December 31, 1999 to the extent total
annual  portfolio  expenses  exceed in any fiscal year 1.25% of the  Portfolio's
average daily net assets.  Absent such an agreement with the adviser,  the total
annual  portfolio  expenses for the year ended December 31, 1998 would have been
21.32%  for the Lazard  Retirement  Equity  Portfolio  and 16.20% for the Lazard
Retirement Small Cap Portfolio.

     (10) Neuberger Berman Advisers  Management Trust is divided into portfolios
("Portfolios"),  each of which  invests  all of its net  investable  assets in a
corresponding series ("Series") of Advisers Managers Trust. The figures reported
under "Management Fees" include the aggregate of the administration fees paid by
the  Portfolio  and  the  management  fees  paid  by its  corresponding  Series.
Similarly, "Other Expenses" includes all other expenses of the Portfolio and its
corresponding Series.

     (11) Strong Capital Management,  Inc., the investment adviser of the Strong
Mid Cap Growth Fund II, has voluntarily agreed to cap the Fund's total operating
expenses at 1.20%.  In the absence of the expense cap,  total  annual  portfolio
expenses  for the year ended  December  31, 1998 were 1.55%.  The Adviser has no
current intention to, but may in the future, discontinue or modify any waiver of
fees or absorption of expenses at its discretion with  appropriate  notification
to its shareholders.

     (12) Van Eck  Associates  Corporation  (the  "Adviser")  agreed  to  assume
expenses  exceeding 1.50% of the Worldwide Emerging Markets Fund's average daily
net assets.  Absent this expense  reimbursement,  Other Expenses would have been
0.61% and Total  Portfolio  Expenses  would have been 1.61%.  The Worldwide Hard
Assets  Fund's  Other  Expenses was reduced by a fee  arrangement  based on cash
balances left on deposit with the custodian and a directed brokerage arrangement
where the Fund directs certain  portfolio trades to a broker that, in turn, pays
a portion of the Fund's expenses. Absent these arrangements,  the Other Expenses
would have been 0.20% and Total  Portfolio  Expenses would have been 1.20%.  For
the Worldwide Real Estate Fund the Adviser  agreed to waive its management  fees
and assume certain expenses for the period January 1, 1998 to February 28, 1998.
The Adviser also agreed to assume expenses exceeding 1.00% of the Worldwide Real
Estate Fund's  average daily net assets for the period March 1, 1998 to December
31, 1998.  The  Worldwide  Real Estate Fund  expenses were also reduced by a fee
arrangement  based on cash  balances  left on deposit with the  custodian  and a
directed  brokerage  arrangement where the Fund directs certain portfolio trades
to a broker that, in turn, pays a portion of the Fund's  expenses.  Absent these
arrangements, the management fee would have been 1.00%, the Other Expenses would
have been  4.32% and Total  Portfolio  Expenses  would  have been  5.32% for the
Worldwide Real Estate Fund.


EXAMPLES:

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


<TABLE>
<CAPTION>
Example 1 - If you surrender the Contract at the end of the time periods:

                                    1 YEAR      3 YEARS      5 YEARS        10 YEARS
- --------------------------------------------------------------------------------------
<S>                                  <C>          <C>          <C>            <C> 
CONSECO SERIES TRUST
      Balanced Portfolio            $108         $143         $166           $261
      Equity Portfolio               109          144          169            266
      Fixed Income Portfolio         108          141          164            256
      Government Securities 
         Portfolio                   108          141          164            256
      Money Market Portfolio         105          133          151            230

THE ALGER AMERICAN FUND
      Alger American Growth 
         Portfolio                   109          144          168            265
      Alger American Leveraged 
         AllCap Portfolio            110          149          177            282
      Alger American MidCap 
         Growth Portfolio            109          145          171            270
      Alger American Small 
         Capitalization Portfolio    110          147          173            275

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
      VP Income and Growth           108          141          164            256
      VP International               116          165          204            334
      VP Value                       111          150          179            286

BERGER INSTITUTIONAL PRODUCTS TRUST
      Berger IPT - 100 Fund          111          150          179            286
      Berger IPT - Growth and 
         Income Fund                 111          150          179            286
      Berger IPT - Small Company 
         Growth Fund                 112          155          186            301
      Berger/BIAM IPT - 
         International Fund          113          156          189            306

THE DREYFUS SOCIALLY RESPONSIBLE 
   GROWTH FUND, INC                  109          144          169            266

DREYFUS STOCK INDEX FUND             103          128          141            210

DREYFUS VARIABLE INVESTMENT FUND, INC.
      Disciplined Stock Portfolio    109          146          173            274
      International Value Portfolio  114          159          193            314

FEDERATED INSURANCE SERIES
      Federated High Income 
         Bond Fund II                108          143          168            264
      Federated International 
         Equity Fund II              113          158          191            310
      Federated Utility Fund II      110          148          175            279

INVESCO VARIABLE INVESTMENT FUNDS, INC.
      INVESCO VIF - High Yield 
         Fund                        111          152          182            293
      INVESCO VIF - Equity     
         Income Fund                 110          148          175            279

JANUS ASPEN SERIES
      Aggressive Growth Portfolio    108          143          166            261
      Growth Portfolio               107          140          163            254
      Worldwide Growth Portfolio     108          142          165            258

LAZARD RETIREMENT SERIES, INC.
      Lazard Retirement Equity 
         Portfolio                   113          158          191            310
      Lazard Retirement Small 
         Cap Portfolio               113          158          191            310

LORD ABBETT SERIES FUND, INC.
      Growth and Income Portfolio    108          143          167            262

MITCHELL HUTCHINS SERIES TRUST
      Growth and Income Portfolio    111          151          181            290

NEUBERGER BERMAN ADVISERS 
  MANAGEMENT TRUST
      Limited Maturity Bond 
         Portfolio                   108          143          167            262
      Partners Portfolio             109          145          171            270

STRONG OPPORTUNITY FUND II, INC.
      Opportunity Fund II            112          155          187            302

STRONG VARIABLE INSURANCE 
  FUNDS, INC.
      Strong Mid Cap Growth Fund II  113          156          189            306

VAN ECK WORLDWIDE INSURANCE TRUST
      Worldwide Bond Fund            112          155          186            301
      Worldwide Emerging 
         Markets Fund                116          165          204            334
      Worldwide Hard Assets Fund     112          155          187            302
      Worldwide Real Estate Fund     110          147          173            275
</TABLE>

EXAMPLE 2-If you elect to annuitize your Contract:

<TABLE>
<CAPTION>

                                  1 YEAR      3 YEARS      5 YEARS        10 YEARS
- ------------------------------------------------------------------------------------

<S>                                 <C>          <C>          <C>            <C> 
CONSECO SERIES TRUST
      Balanced Portfolio           $108         $143         $122           $265
      Equity Portfolio              109          144          124            266
      Fixed Income Portfolio        108          141          119            256
      Government Securities 
         Portfolio                  108          141          119            256
      Money Market Portfolio        105          133          107            230

THE ALGER AMERICAN FUND
      Alger American Growth 
         Portfolio                  109          144          124            265
      Alger American Leveraged 
         AllCap Portfolio           110          149          132            282
      Alger American MidCap  
         Growth Portfolio           109          145          126            270
      Alger American Small 
         Capitalization Portfolio   110          147          129            275

AMERICAN CENTURY VARIABLE 
  PORTFOLIOS, INC.
      VP Income and Growth          108          141          119            256
      VP International              116          165          159            334

      VP Value                      111          150          134            286

BERGER INSTITUTIONAL PRODUCTS
  TRUST
      Berger IPT - 100 Fund         111          150          134            286
      Berger IPT - Growth and 
         Income Fund                111          150          134            286
      Berger IPT - Small Company 
         Growth Fund                112          155          142            301
      Berger/BIAM IPT - 
         International Fund         113          156          144            306

THE DREYFUS SOCIALLY RESPONSIBLE 
   GROWTH FUND, INC                 109          144          124            266

DREYFUS STOCK INDEX FUND            103          128           97            210

DREYFUS VARIABLE INVESTMENT 
  FUND, INC.
      Disciplined Stock Portfolio   109          146          128            274
      International Value 
         Portfolio                  114          159          149            314

FEDERATED INSURANCE SERIES
      Federated High Income 
         Bond Fund II               108          143          123            264
      Federated International 
         Equity Fund II             113          158          147            310
      Federated Utility Fund II     110          148          131            279

INVESCO VARIABLE INVESTMENT FUNDS, INC.
      INVESCO VIF - High Yield 
         Fund                       111          152          138            293
      INVESCO VIF - Equity     
         Income Fund                110          148          131            279

JANUS ASPEN SERIES
      Aggressive Growth Portfolio   108          143          122            261
      Growth Portfolio              107          140          118            254
      Worldwide Growth Portfolio    108          142          120            258 

LAZARD RETIREMENT SERIES, INC.
      Lazard Retirement Equity 
         Portfolio                  113          158          147            310
      Lazard Retirement Small 
         Cap Portfolio              113          158          147            310

LORD ABBETT SERIES FUND, INC.
      Growth and Income Portfolio   108          143          122            262

MITCHELL HUTCHINS SERIES TRUST
      Growth and Income Portfolio   111          151          136            290

NEUBERGER BERMAN ADVISERS 
  MANAGEMENT TRUST
      Limited Maturity Bond 
         Portfolio                  108          143          122            262
      Partners Portfolio            109          145          126            270

STRONG OPPORTUNITY FUND II, INC.
      Opportunity Fund II           112          155          142            302

STRONG VARIABLE INSURANCE FUNDS,
  INC.
      Strong Mid Cap Growth 
        Fund II                     113          156          144            306

VAN ECK WORLDWIDE INSURANCE TRUST
      Worldwide Bond Fund           112          155          142            301
      Worldwide Emerging 
         Markets Fund               116          165          159            334
      Worldwide Hard Assets Fund    112          155          142            302
      Worldwide Real Estate Fund    110          147          129            275
</TABLE>

EXAMPLE 3-If you do not surrender your Contract at the end of each time
period:

<TABLE>
<CAPTION>

                                 1 YEAR      3 YEARS      5 YEARS        10 YEARS
- ---------------------------------------------------------------------------------------
<S>                                   <C>          <C>          <C>            <C> 
CONSECO SERIES TRUST
      Balanced Portfolio             $ 23         $ 71         $122           $261 
      Equity Portfolio                 24           73          124            266
      Fixed Income Portfolio           23           70          119            256
      Government Securities 
         Portfolio                     23           70          119            256
      Money Market Portfolio           20           62          107            230
THE ALGER AMERICAN FUND
      Alger American Growth 
         Portfolio                     24           72          124            265
      Alger American Leveraged
         AllCap Portfolio              25           77          132            282
      Alger American MidCap 
         Growth Portfolio              24           74          126            270
      Alger American Small 
         Capitalization Portfolio      25           75          129            275
AMERICAN CENTURY VARIABLE PORTFOLIOS,
  INC.
      VP Income and Growth             23           70          119            256
      VP International                 31           94          159            334
      VP Value                         26           79          134            286
BERGER INSTITUTIONAL PRODUCTS TRUST
      Berger IPT - 100 Fund            26           79          134            286
      Berger IPT - Growth and 
         Income Fund                   26           79          134            286 
      Berger IPT - Small Company 
         Growth Fund                   27           83          142            301
      Berger/BIAM IPT - 
         International Fund            28           85          144            306
THE DREYFUS SOCIALLY RESPONSIBLE 
   GROWTH FUND, INC                    24           73          124            266
DREYFUS STOCK INDEX FUND               18           56           97            210
DREYFUS VARIABLE INVESTMENT FUND, INC.
      Disciplined Stock Portfolio      24           75          128            274
      International Value Portfolio    29           87          149            314
FEDERATED INSURANCE SERIES
      Federated High Income Bond 
         Fund II                       23           72          123            264
      Federated International 
         Equity Fund II                28           86          147            310
      Federated Utility Fund II        25           77          131            279
INVESCO VARIABLE INVESTMENT 
  FUNDS, INC.
      INVESCO VIF - High Yield 
         Fund                          26           81          138            293
      INVESCO VIF - Equity     
         Income Fund                   25           77          131            279

JANUS ASPEN SERIES
      Aggressive Growth Portfolio      23           71          122            261
      Growth Portfolio                 22           69          118            254
      Worldwide Growth Portfolio       23           70          120            258
LAZARD RETIREMENT SERIES, INC.
      Lazard Retirement Equity 
         Portfolio                     28           86          147            310
      Lazard Retirement Small 
         Cap Portfolio                 28           86          147            310
LORD ABBETT SERIES FUND, INC.
      Growth and Income Portfolio      23           71          122            262
MITCHELL HUTCHINS SERIES TRUST
      Growth and Income Portfolio      26           80          136            290
NEUBERGER BERMAN ADVISERS
  MANAGEMENT TRUST
      Limited Maturity Bond Portfolio  23           71          122            262
      Partners Portfolio               24           74          126            270
STRONG OPPORTUNITY FUND II, INC.
      Opportunity Fund II              27           83          142            302
STRONG VARIABLE INSURANCE FUNDS, INC.
      Strong Mid Cap Growth Fund II    28           85          144            306
VAN ECK WORLDWIDE INSURANCE TRUST
      Worldwide Bond Fund              27           83          142            301
      Worldwide Emerging Markets Fund  31           94          159            334
      Worldwide Hard Assets Fund       27           83          142            302
      Worldwide Real Estate Fund       25           75          129            275
</TABLE>

*    Please  remember  that  the  examples  above  should  not be  considered  a
     representation  of past or future expenses.  Actual expenses may be greater
     or less than those shown. Similarly, the 5% annual rate of return is not an
     estimate or a guarantee of future investment performance.

*    This Contract is designed for retirement planning.  Surrenders prior to the
     Maturity  Date  are not  consistent  with  the  long-term  purposes  of the
     Contract and the applicable tax laws.

*    The above table reflects  estimates of expenses of the Variable Account and
     the Funds.  The table and examples assume the highest  deductions  possible
     under a Contract,  whether or not such  deductions  actually  would be made
     under such a Contract.

*    Annual  maintenance  charges have been  approximated as a .16% annual asset
     charge.

THERE IS AN ACCUMULATION UNIT VALUE HISTORY  (CONDENSED  FINANCIAL  INFORMATION)
CONTAINED IN THE APPENDIX.


CONSECO VARIABLE, THE VARIABLE ACCOUNT AND INVESTMENT OPTIONS

CONSECO VARIABLE

Conseco  Variable  Insurance  Company  (Conseco  Variable  or the  Company)  was
originally organized in 1937. Prior to October 7, 1998, the Company was known as
Great American Reserve Insurance Company.  In certain states, we may continue to
use the name Great American Reserve  Insurance  Company until our name change is
approved in that state. The Company is principally engaged in the life insurance
business in 49 states and the District of Columbia.  Conseco Variable is a stock
company  organized  under  the laws of the  state of  Texas  and is an  indirect
wholly-owned  subsidiary  of Conseco,  Inc.  Conseco,  Inc. is a publicly  owned
financial services organization  headquartered in Carmel,  Indiana.  Through its
subsidiaries,  Conseco,  Inc.  is one  of  the  nation's  leading  providers  of
supplemental   health  insurance,   retirement   annuities  and  universal  life
insurance.

Contract Owner Inquiries

You should direct any inquiries you have regarding your Individual Account,  the
Contracts, or any related matter to the Company's Variable Annuity Department at
the address and telephone number shown under  "Administrative  Office" on page 1
of this Prospectus.

Financial Statements

The  financial  statements  of Conseco  Variable  and the  Variable  Account are
contained in the Statement of Additional  Information.  You should  consider the
financial  statements  of Conseco  Variable  only as bearing upon the ability of
Conseco Variable to meet its obligations under the Contracts. Neither the assets
of Conseco  Variable nor those of any company in the Conseco  group of companies
other than Conseco Variable support these obligations.

THE VARIABLE ACCOUNT

Conseco  Variable  has  established  Conseco  Variable  Annuity  Account  E (the
Variable  Account) to hold the assets that underlie the Contracts.  Prior to May
1, 1999,  the  Variable  Account was known as Great  American  Reserve  Variable
Annuity  Account  E. The  Board of  Directors  of  Conseco  Variable  adopted  a
resolution  to  establish  the Variable  Account  under Texas  Insurance  law on
November 12, 1993.  The Variable  Account is registered  with the Securities and
Exchange  Commission  (SEC) as a unit  investment  trust  under  the  Investment
Company  Act of 1940 (the 1940  Act).  Registration  under the 1940 Act does not
involve the  supervision by the SEC of the management or investment  policies or
practices of the  Variable  Account.  The  Variable  Account is regulated by the
Insurance  Department  of Texas.  Regulation  by the  state,  however,  does not
involve any supervision of the Variable Account,  except to determine compliance
with broad statutory criteria.

The assets of the Variable Account are held in Conseco Variable's name on behalf
of the Variable Account and legally belong to Conseco Variable.  However,  those
assets  that  underlie  the  Contracts,  are  not  available  to be  used to pay
liabilities arising out of any other business Conseco Variable 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 Conseco Variable may issue.

The Variable Account is divided into sub-accounts.  Each sub-account  invests in
shares of one of the  Funds.  We reserve  the right to add other sub-  accounts,
eliminate existing sub-accounts,  combine sub-accounts or transfer assets in one
sub-account  to  another  sub-account  established  by  us  or  by  one  of  our
affiliates.   We  will  not  eliminate  any  existing  sub-accounts  or  combine
sub-accounts without any required prior approval of the SEC.

INVESTMENT OPTIONS

The Contract  offers 40 Variable  Account  Investment  Options  which are listed
below.  You bear the  investment  risk for amounts you  allocate to the Variable
Account Investment Options. We may make additional  Investment Options available
in the future.

Shares of the Funds are also 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 Conseco  Variable.  Certain
Funds are also sold directly to qualified plans. The Funds believe that offering
their shares in this manner will not be disadvantageous to you.

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

YOU SHOULD READ THE  PROSPECTUSES  FOR THESE FUNDS CAREFULLY  BEFORE  INVESTING.
COPIES OF THESE PROSPECTUSES ARE ATTACHED TO THIS PROSPECTUS. CERTAIN PORTFOLIOS
CONTAINED IN THE FUND PROSPECTUSES MAY NOT BE AVAILABLE WITH YOUR CONTRACT.

   CONSECO SERIES TRUST

Conseco Series Trust is a mutual fund with multiple  portfolios.  Conseco Series
Trust is managed by Conseco Capital  Management,  Inc. The following  portfolios
are available under the Contract:

   Balanced Portfolio (formerly, Asset Allocation Portfolio)
   Equity Portfolio (formerly, Common Stock Portfolio)
   Fixed Income Portfolio (formerly, Corporate Bond Portfolio)
   Government Securities Portfolio
   Money Market Portfolio

   THE ALGER AMERICAN FUND

The Alger  American Fund is a mutual fund with multiple  portfolios.  Fred Alger
Management,  Inc.  serves  as  the  Fund's  investment  adviser.  The  following
portfolios are available under the Contract:

   Alger American Growth Portfolio
   Alger American Leveraged AllCap Portfolio
   Alger American MidCap Growth Portfolio
   Alger American Small Capitalization Portfolio

   AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.

American  Century  Variable  Portfolios,  Inc.  is a series of funds  managed by
American  Century  Investment  Management,  Inc. The  following  portfolios  are
available under the Contract:

   VP Income & Growth
   VP International
   VP Value (long-term capital growth with income as a secondary objective)

   BERGER INSTITUTIONAL PRODUCTS TRUST

Berger  Institutional  Products Trust is a mutual fund with multiple portfolios.
Berger  Associates,  Inc. is the investment adviser to all portfolios except the
Berger/BIAM  IPT--International  Fund. BBOI Worldwide, LLC is the adviser to the
Berger/BIAM  IPT--International  Fund.  The following  portfolios  are available
under the Contract:

   Berger IPT--100 Fund (long-term capital appreciation)
   Berger IPT--Growth and Income Fund
   Berger IPT--Small Company Growth Fund
   Berger/BIAM IPT--International Fund

   THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.

The Dreyfus  Socially  Responsible  Growth Fund,  Inc. is managed by The Dreyfus
Corporation.  Dreyfus has hired NCM Capital  Management  Group, Inc. to serve as
sub-investment  adviser  and to  provide  day-to-day  management  of the  Fund's
investments.

   DREYFUS STOCK INDEX FUND

The  Dreyfus  Corporation  serves as the Fund's  manager.  Dreyfus has hired its
affiliate,  Mellon Equity Associates,  to serve as the Fund's index fund manager
and to provide day-to-day management of the Fund's investments.

   DREYFUS VARIABLE INVESTMENT FUND

The Dreyfus Variable Investment Fund is a mutual fund with multiple  portfolios.
The  Dreyfus  Corporation  serves  as  the  investment  adviser.  The  following
portfolios are available under the Contract:

   Disciplined Stock Portfolio (seeks to outperform the total return
         performance of the Standard & Poor's 500 Composite Stock Price Index)
   International Value Portfolio

   FEDERATED INSURANCE SERIES

Federated Insurance Series is a mutual fund with multiple portfolios.  Federated
Investment Management Company is the investment adviser. The adviser changed its
name from Federated Advisers to Federated  Investment Mangement Company on March
31, 1999. Federated Global Investment Management Corp. is the sub-adviser of the
Federated  International  Equity Fund II. The following portfolios are available
under the Contract:

   Federated High Income Bond Fund II
   Federated International Equity Fund II
   Federated Utility Fund II

   INVESCO VARIABLE INVESTMENT FUNDS, INC.

INVESCO  Variable  Investment  Funds,  Inc.  is  a  mutual  fund  with  multiple
portfolios.  INVESCO Funds Group, Inc. is the investment adviser.  The following
portfolios are available under the Contract:

   INVESCO VIF - High Yield Fund (seeks high level of current income)
   INVESCO VIF - Equity Income Fund (seeks high current income with growth of
                 capital as a secondary goal) (formerly, INVESCO VIF - 
                 Industrial Income Portfolio)

   JANUS ASPEN SERIES

The Janus  Aspen  Series is a mutual  fund with  multiple  portfolios  which are
advised by Janus Capital  Corporation.  The following  portfolios  are available
under the Contract:

   Aggressive Growth Portfolio
   Growth Portfolio
   Worldwide Growth Portfolio

   LAZARD RETIREMENT SERIES, INC.

Lazard Retirement Series, Inc. is a mutual fund with multiple portfolios. Lazard
Asset  Management,  a division of Lazard  Freres & Co.  LLC,  is the  investment
manager for each  portfolio.  The following  portfolios are available  under the
Contract:

   Lazard Retirement Equity Portfolio
   Lazard Retirement Small Cap Portfolio

   LORD ABBETT SERIES FUND, INC.

Lord Abbett Series Fund, Inc. is a mutual fund managed by Lord, Abbett & Co. The
following portfolio is available under the Contract:

   Growth and Income Portfolio

   MITCHELL HUTCHINS SERIES TRUST

Mitchell  Hutchins  Series  Trust is a mutual  fund  with  multiple  portfolios.
Mitchell  Hutchins Asset Management Inc.  provides  advisory and  administrative
services to the Fund. The following portfolio is available under the Contract:

   Growth and Income Portfolio

   NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST

Each  portfolio of  Neuberger  Berman  Advisers  Management  Trust  invests in a
corresponding series of Advisers Managers Trust. All series of Advisers Managers
Trust are  managed  by  Neuberger  Berman  Management  Inc.  The  following  are
available under the Contract:

   Limited Maturity Bond Portfolio
   Partners Portfolio (capital growth)

   STRONG OPPORTUNITY FUND II, INC.

Strong  Opportunity  Fund  II  is  a  mutual  fund  managed  by  Strong  Capital
Management, Inc. The following portfolio is available under the Contract:

   Opportunity Fund II (capital growth)

   STRONG VARIABLE INSURANCE FUNDS, INC.

Strong Variable  Insurance  Funds,  Inc. is a mutual fund with multiple  series.
Strong Capital Management,  Inc. serves as the investment adviser. The following
series is available under the Contract:

   Strong Mid Cap Growth Fund II (formerly, Growth Fund II)

   VAN ECK WORLDWIDE INSURANCE TRUST

Van Eck  Worldwide  Insurance  Trust is a mutual fund with  multiple  portfolios
which are managed by Van Eck Associates  Corporation.  The following  portfolios
are available under the Contract:

   Worldwide Bond Fund
   Worldwide Emerging Markets Fund
   Worldwide Hard Assets Fund
   Worldwide Real Estate Fund

VOTING RIGHTS

Conseco  Variable  is the  legal  owner of the  Fund  shares.  However,  Conseco
Variable  believes that when a Fund solicits  proxies in conjunction with a vote
of shareholders, it is required to obtain from you and other 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.  If we determine
that we are no longer required to comply with the above, we will vote the shares
as we choose without obtaining instructions from you. We have provided a further
discussion of voting rights in the Statement of Additional Information.

Fixed Account

The Fixed Account is not  registered  with the SEC because of certain  exemptive
and exclusionary provisions. Conseco Variable has been advised that the staff of
the SEC has not reviewed the disclosure in this Prospectus relating to the Fixed
Account. The disclosure may, however, be subject to certain generally applicable
provisions  of  the  federal  securities  laws  relating  to  the  accuracy  and
completeness of statements made in prospectuses.

Purchase  Payments and transfers to the Fixed Account become part of the general
account of Conseco Variable.  You can transfer Contract Values between the Fixed
and Variable Accounts, but the transfers are subject to the following:

     1. You may transfer  Contract Values from the Variable Account to the Fixed
Account once in any 30-day period;

     2. You may transfer  Contract Values from the Fixed Account to the Variable
Account  once in any  six-month  period  subject  to a limit of 20% of the Fixed
Account value;

     3. You may not make transfers from the Fixed Account once Annuity  Payments
begin.

The Administrative Charge and the Mortality and Expense Risk Charge do not apply
to values allocated to the Fixed Account.

If you buy the Contract as a TSA or under certain  other  qualified  plans,  the
Contract  may  contain a provision  that  allows you to take a loan  against the
Contract  Value you have  allocated to the Fixed  Account.  Loan  provisions are
described in detail in your Contract.

THE CONTRACTS

The  Contract,  like  all  deferred  annuity  contracts,  has  two  phases:  the
accumulation  phase and the annuity phase. When you are making Purchase Payments
to the Contract,  it is called the accumulation  phase.  During the accumulation
phase,  earnings accumulate on a tax deferred basis and are taxed as income when
you make a withdrawal.  On the Maturity Date, you will begin  receiving  Annuity
Payments from your Contract.  When you are receiving  Annuity  Payments from the
Contract, it is called the annuity phase.

ACCUMULATION PROVISIONS

Purchase Payments

You can make Purchase Payments to Conseco Variable at its Administrative Office.
You can make  Purchase  Payments at any time before the Maturity  Date.  Conseco
Variable reserves the right to refuse any Purchase Payment. The Purchase Payment
requirements are as follows:

*    For TSAs, the minimum  initial and subsequent  Purchase  Payment is $50 per
month.

*    For IRAs the minimum initial investment is $2,000 and the minimum amount of
each additional payment is $50.

*    For non-qualified  Contracts,  the minimum initial investment is $5,000 and
the minimum  amount of each  additional  lump sum payment is $2,000 (or $200 per
month).

*    If your Purchase Payment would exceed  $500,000,  the Purchase Payment will
only be accepted with our prior approval.

Conseco Variable must approve each  application.  When Conseco  Variable accepts
your  application,  it will  issue you a Contract  and  allocate  your  Purchase
Payment as described below.

We may, at our option and with prior notice,  cancel certain  Contracts in which
no Purchase Payments have been made, or if the Contract Value is less than $500.
When the Contract is canceled,  we will pay you the Contract Value determined as
of the  Valuation  Period  during  which the  Contract  was  canceled,  less any
outstanding loans, any Withdrawal Charge, and the $30 Annual Administrative Fee.
If your  Contract  is  canceled,  there may be  adverse  tax  consequences  (see
"Federal Tax Status").

Allocation of Purchase Payments

You may elect to have Purchase Payments accumulate:

(a)  on a fully  variable  basis,  which  means  they are  invested  in the sub-
     accounts of the Variable Account (Variable Account Investment Options);

(b)  on a fully  fixed  basis,  which  means they are  invested  in our  general
     account and receive a  periodically  adjusted  interest rate  guaranteed by
     Conseco Variable (Fixed Account); or

(c)  a combination of both.

You may request to change your  allocation of future  Purchase  Payments 30 days
after either we establish  your  Individual  Account,  or 30 days after you have
made a prior change in allocation.

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 provide us all of the  information  needed,  we will contact
you. 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.

Accumulation Units

We  credit  Purchase  Payments  that  you  allocate  to  the  sub-accounts  with
Accumulation  Units.  We do  this  at the end of the  Valuation  Period  when we
receive your Purchase  Payment at our  Administrative  Office.  We determine the
number of Accumulation  Units credited to your Contract by dividing the Purchase
Payment amount by the value of an Accumulation Unit at the end of that Valuation
Period. We value Accumulation Units for each sub-account separately.

Accumulation Unit Values

Every day we determine  the value of an  Accumulation  Unit for each of the sub-
accounts by multiplying the Accumulation  Unit value for the previous  Valuation
Period by a factor for the current  Valuation  Period.  The factor is determined
by:

     1.  dividing the value of a Fund share at the end of the current  Valuation
Period (and any charges for taxes) by the value of a Fund share for the previous
Valuation Period; and

     2.  subtracting  the daily amount of the  Mortality and Expense Risk Charge
and Administrative Charges.

The value of an  Accumulation  Unit may go up or down from  Valuation  Period to
Valuation  Period.  There  is no  guarantee  that the  value of your  Individual
Account will equal or exceed the Purchase Payments you have made.

We will tell you at least once each year the number of Accumulation  Units which
we credited to your Individual Account, the current Accumulation Unit values and
the value of your Individual Account.

Transfers

Before the Maturity Date, you may make transfers from one sub-account to another
sub-account and/or to the Fixed Account. The Contract allows Conseco Variable to
limit the number of transfers that can be made in a specified  time period.  You
should be aware that transfer limitations may prevent you from making a transfer
on the date you desire,  with the result that your future  Contract Value may be
lower than it would have been had the transfer been made on the desired date.

Conseco  Variable's  interest in applying  these  limitations  is to protect the
interests of both Contract  Owners who are not engaging in significant  transfer
activity and Contract Owners who are engaging in such activity. Conseco Variable
has  determined  that the actions of  Contract  Owners  engaging in  significant
transfer  activity  among  sub-accounts  may  cause  an  adverse  effect  on the
performance of the underlying Fund for the sub-account involved. The movement of
sub-account  values from one  sub-account  to another may prevent an  underlying
Fund from taking advantage of investment  opportunities because it must maintain
a liquid position in order to handle withdrawals. Such movement may also cause a
substantial increase in Fund transaction costs which must be indirectly borne by
Contract Owners.

How You Can Make Transfers:

Conseco Variable is not charging a transfer fee. However,  we limit transfers to
one every 30 days and to a maximum  of 20% of the  Fixed  Account  value per any
six-month period from the Fixed Account.  All transfers requested for a Contract
on the same day will be treated as a single transfer in that period.

You can make transfers by written  authorization.  Written transfer requests may
be made by a person acting for or on your behalf as an attorney-in-fact  under a
power-of-attorney  if permitted by state law. By authorizing Conseco Variable to
accept telephone transfer instructions,  you agree to accept and be bound by the
conditions and procedures  established by Conseco Variable from time to time. We
have  instituted   reasonable   procedures  to  confirm  that  any  instructions
communicated  by telephone are genuine.  We will record all telephone  calls and
will ask the caller to produce your  personalized  data prior to our  initiating
any transfer requests by telephone.  Additionally,  as with other  transactions,
you  will  receive  a  written  confirmation  of your  transfer.  If  reasonable
procedures are employed, neither Conseco Variable nor Conseco Equity Sales, Inc.
will be liable for following telephone instructions which it reasonably believes
to be genuine.

Transfer  requests  received by Conseco  Variable before the close of trading on
the New York Stock Exchange (currently 4:00 p.m. Eastern time) will be initiated
at the close of  business  that day.  If we  receive a request  later it will be
initiated at the close of the next business day.

Dollar Cost Averaging

Conseco  Variable offers a Dollar Cost Averaging (DCA) program which enables you
to transfer values from the Fixed Account or Money Market sub-account to another
Investment  Option on a  predetermined  and  systematic  basis.  The DCA program
allows you to make investments in equal  installments  over time in an effort to
potentially reduce the risk of market  fluctuations.  There is no guarantee that
this will  happen.  The  transfers  under this  program do not count  toward the
number of transfers  you can make in a year.  Currently,  there is no charge for
participating in this program.

Rebalancing

Rebalancing  is a  program,  which  if  elected,  permits  you to  pre-authorize
periodic  automatic  transfers prior to the Maturity Date among the sub-accounts
pursuant to your written instructions. The transfers under this program are made
to  maintain a  particular  percentage  allocation  among the  sub-accounts  you
select.  Any  amount  you have in the  Fixed  Account  will  not be  transferred
pursuant  to the  rebalancing  program.  You must  have at least  $5,000 to have
transfers made pursuant to this program.  Transfers must be in whole percentages
in one (1%) percent  allocation  increments.  The maximum number of sub-accounts
you can use for  rebalancing  is 15.  You can  request  that  rebalancing  occur
quarterly,  semi-annually or annually on a date you select.  There is no fee for
participating in the program.  Conseco Variable reserves the right to terminate,
modify or suspend the rebalancing program at any time.  The transfers under this
program do not count toward the number of transfers you can make in a year.

Sweeps

Sweeps is a program which  provides for the  automatic  transfer of the earnings
from the  Fixed  Account  into the sub-accounts on a  periodic  and
systematic basis.  The transfers under this program do not count toward the
number of transfers you can make in a year.  Currently, there is no charge for
participating in this program.

Withdrawals

Prior to the earlier of the Maturity Date or the death of the Annuitant, you may
withdraw all or a portion of the Contract Value upon written  request.  You must
complete  all  the  necessary  information  and  send it to  Conseco  Variable's
Administrative  Office. For certain qualified Contracts,  your withdrawal rights
may be restricted  and may require the consent of your spouse as required  under
the Code.

Total Withdrawals:

If you make a total withdrawal, we will pay the Contract Value as of the date we
receive your request at our Administrative Office, less:

*    the $30 Annual Administrative Fee,

*    any outstanding loans (plus the pro rata interest accrued), and

*    any applicable Withdrawal Charge.

If you make a total withdrawal, we will cancel the Contract. 

Partial Withdrawals:

If you make a partial  withdrawal,  we will pay the amount  requested and cancel
that number of  Accumulation  Units  credited to each  Investment  Option of the
Individual  Account  necessary  to equal  the  amount  you  withdraw  from  each
Investment  Option plus any  applicable  Withdrawal  Charge  deducted  from such
Investment Option. You can make certain  withdrawals free of Withdrawal Charges,
see "Charges and Deductions."

When you make a partial withdrawal, you must specify the Investment Options from
which the  withdrawal  is to be made.  You may not  request  an  amount  from an
Investment  Option  that  exceeds the value of that  Investment  Option less any
applicable  Withdrawal Charge. If you do not specify the Investment Options from
which a partial  withdrawal is to be taken, we will take the partial  withdrawal
from the Fixed Account until it is exhausted and then from the sub- accounts. If
the  partial  withdrawal  is less than the total value in the  Variable  Account
Investment Options,  the withdrawal will be taken pro rata from all the Variable
Account Investment Options.  Any partial withdrawal must be at least $250 or, if
less, the entire balance in the Investment  Option. If a partial withdrawal plus
any  applicable  withdrawal  charge would reduce the Contract Value to less than
$500, we reserve the right to treat the partial withdrawal as a total withdrawal
of the Contract Value.

Withdrawals  may  be  subject  to  income  taxes,   penalty  taxes  and  certain
restrictions.

Suspension of Payments:

We will pay the amount of any withdrawal from the Variable Account promptly, and
in any event  within  seven  days of receipt of the  request.  Conseco  Variable
reserves the right to defer the right of withdrawal or postpone payments 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 securities held in the
     Variable  Account is not  reasonably  practicable  or it is not  reasonably
     practical to determine the value of the Variable Account's net assets; or

(4)  the SEC, by order,  so permits  for the  protection  of  security  holders,
     provided that applicable rules and regulations of the SEC will govern as to
     whether the conditions described in (2) and (3) exist.

RESTRICTIONS UNDER OPTIONAL RETIREMENT PROGRAMS

If you  participate  in certain  Optional  Retirement  Programs  (ORP),  you can
withdraw your interest in a Contract only upon:

(1)  termination of employment in all public institutions of higher education as
     defined by applicable law,

(2)  retirement, or

(3)  death.

Accordingly,  you  (as a  participant  in  ORP)  may be  required  to  obtain  a
certificate  of  termination  from your  employer  before you can withdraw  your
interest. Certain plans may have additional restrictions on distributions.

RESTRICTIONS UNDER SECTION 403(b) PLANS

If you own the Contract under a TSA-403(b)  plan, you can only make  withdrawals
of amounts attributable to contributions you made pursuant to a salary reduction
agreement  (as defined in Section  403(b)(11)  of the Code) under the  following
circumstances:

(1)  when you attain age 59 1/2,

(2)  when you separate from service,

(3)  when you die,

(4)  when you become  disabled  (within the  meaning of Section  72(m)(7) of the
     Code),

(5)  in the case of hardship, or

(6)  made  pursuant  to a  qualified  domestic  relations  order,  if  otherwise
     permitted.

Withdrawals  for hardship are  restricted to the portion of your Contract  Value
which  represents  contributions  you made 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;

   *    income attributable to such contributions; and

   *    income attributable to amounts held as of December 31, 1988.

The  limitations  on withdrawals  do not affect  rollovers or transfers  between
certain qualified plans. Tax penalties may also apply.

Systematic Withdrawal Plan 

Conseco Variable offers a Systematic  Withdrawal Plan (SWP) which enables you to
pre-authorize  periodic  withdrawals.  You can  participate  in this  program by
sending a written request to our Administrative Office. You can instruct Conseco
Variable to withdraw a level dollar amount from specified  Investment Options on
a periodic basis. All systematic withdrawals will be withdrawn from the Variable
Account  Investment  Option and the Fixed Account on a pro-rata basis. The total
SWP withdrawals in a Contract Year which you are permitted to make is limited to
amounts that can be withdrawn without a withdrawal charge. This will ensure that
no  withdrawal  charge will ever apply to a SWP  withdrawal  (see  "Charges  and
Deductions - Withdrawal  Charge").  If you are participating in this program and
you make a withdrawal  subject to the withdrawal  charge, the SWP will terminate
automatically  and may be  reinstated  only on or after  we  receive  a  written
request.

SWP is not available if you participate in the dollar cost averaging  program or
if you have Purchase  Payments  automatically  deducted from a bank account on a
periodic basis.

SWP  withdrawals  may be  subject to income  taxes,  penalty  taxes and  certain
restrictions.

Loans

Your Contract may contain a loan  provision  issued in  connection  with certain
qualified plans. If you own a Contract which contains a loan provision,  you may
obtain  loans using the Contract as the only  security  for the loan.  Loans are
subject to provisions of the Code and to applicable  retirement  program  rules.
You should consult a tax adviser and retirement plan fiduciary before exercising
loan privileges. Loan provisions are described in detail in your Contract.

The amount of any loan will be  deducted  from the  minimum  death  benefit.  In
addition,  a loan,  whether or not repaid,  will have a permanent  effect on the
Contract  Value  because the  investment  performance  of the  Variable  Account
Investment  Options  will apply only to the  unborrowed  portion of the Contract
Value.  The longer the loan is outstanding,  the greater the effect is likely to
be. The effect could be favorable or unfavorable.  If the investment performance
results are  greater  than the rate being  credited on amounts  held in the loan
account while the loan is  outstanding,  the Contract Value will not increase as
rapidly  as it  would  have  if no  loan  were  outstanding.  If the  investment
performance  results are below that rate, the Contract Value will be higher than
it would have been if no loan had been outstanding.

CHARGES AND DEDUCTIONS

Withdrawal Charge

Conseco  Variable does not make a deduction when you make a Purchase Payment for
sales expenses. However, Conseco Variable may assess a Withdrawal Charge against
the Purchase  Payments  when you  withdraw  them.  The amount of the  Withdrawal
Charge, if applicable, will affect the amount we will pay to you.

If you  make a  withdrawal  from  the  Contract  before  the  Maturity  Date,  a
Withdrawal  Charge (a  deferred  sales load) may be  assessed  against  Purchase
Payments that have been in the Contract less than six complete  Contract  Years.
We never  assess a charge for Purchase  Payments  that have been in the Contract
for more  than six  complete  Contract  Years.  The  length of time from when we
receive your Purchase  Payment to the time you make a withdrawal  will determine
the Withdrawal Charge.  Certain other  withdrawals  described below under "Free
Withdrawal Amount" are not subject to a withdrawal charge.

The charge is a percentage of the amount you withdraw (not to exceed 8.5% of the
aggregate amount of the Purchase Payments made) and equals:

YEARS SINCE PAYMENT                               CHARGE PERCENTAGE
- ---------------------------------------------------------------------
1 ..............................................        9%
2 ..............................................        9%
3 ..............................................        8%
4 ..............................................        7%
5 ..............................................        5%
6 ..............................................        3%
7 and thereafter................................        0%

     In addition, the following circumstances further limit or reduce Withdrawal
Charges:

     *    if you are age 52 or younger when we issue your Contract,  we will not
          assess a  Withdrawal  Charge for  withdrawals  you make after the 15th
          Contract Year and later;

     *    if you are 53 to 56 when we issue your Contract,  we will not assess a
          Withdrawal  Charge for withdrawals you make after you reach age 67 and
          later;

     *    if you are age 57 or older when we issue your Contract, the Withdrawal
          Charge we assess  for  withdrawals  you make will be  multiplied  by a
          factor  ranging  from .9 to 0 for  Contract  Years  1 - 10 and  later,
          respectively.

Free Withdrawal  Amount: You may make a withdrawal without the Withdrawal Charge
described above (a "free withdrawal") in an amount up to the greater of:

     (i) 10% of the Contract  Value (as  determined  on the date we receive your
request to make a withdrawal), or

     (ii) the Contract Value divided by the Annuitant's life expectancy based on
the Code, or 

     (iii) the amount of any Purchase  Payments that have been in the Contract
more than six complete Contract Years.

If you make additional  withdrawals in excess of the free  withdrawal  amount in
any Contract  Year during the period when the  Withdrawal  Charge  applies,  the
withdrawals will be subject to the appropriate  charge as set forth above.  From
time to time, we may permit you to pre-authorize  partial withdrawals subject to
certain limitations then in effect.

On or after the Maturity Date, we may assess Withdrawal  Charges for withdrawals
made under the Fourth and Fifth Annuity Options.  We will not assess  withdrawal
charges which would otherwise apply:

     (i)  if the Annuitant dies,

     (ii) if you die, or 

     (iii)if we make payments  under an annuity option that begins at least four
          years after the  effective  date of the Contract and is paid under any
          life annuity option,  or any option with payments for a minimum period
          of five years.

If you make a  complete  withdrawal  of the  entire  amount  in your  Individual
Account with a certain dollar amount,  we will deduct the Withdrawal Charge from
the portion of your Individual Account you withdraw and pay the balance to you.

          Example:  You request a total  withdrawal of $2,000 and the applicable
     Withdrawal Charge is 5%. Your Individual  Account will be reduced by $2,000
     and you will receive $1,880 (i.e., the $2,000 total  withdrawal  reduced by
     the 10%  free  withdrawal  less the 5%  Withdrawal  Charge  and $30  Annual
     Administrative Fee).

If you make a partial  withdrawal  in which you  request to receive a  specified
amount,  the Withdrawal  Charge will be calculated on the total amount that must
be  withdrawn  from your  Individual  Account in order to  provide  you with the
amount you requested.

          Example:  You request to receive $1,000 with a free withdrawal  amount
     of $200 and the applicable Withdrawal Charge is 5%. Your Individual Account
     will be reduced by $1,042.11.  In order to make a withdrawal of $1,000, the
     amount  you  withdraw  must be greater  than the amount you  request by the
     amount of the Withdrawal  Charge.  The amount you withdraw is calculated by
     dividing  (a) the amount you  requested  ($1,000  less the free  withdrawal
     amount of $200) by (b) 1.00, minus the applicable  deduction rate of 5% (or
     .95),  which  produces  $1,042.11  ($842.11  plus the $200 free  withdrawal
     amount).  The  value of the  Individual  Account  will be  reduced  by this
     amount.

Administrative Charges

Prior to the Maturity  Date,  we deduct an Annual  Administrative  Fee of $30 on
each Contract  anniversary from the Individual  Account value. We will waive the
Annual  Administrative  Fee if your  Individual  Account  value  is  $25,000  or
greater.  If you make a complete  withdrawal  of your  Individual  Account value
prior  to  the  Maturity   Date,   Conseco   Variable  will  deduct  the  Annual
Administrative Fee from the proceeds it pays.

We deduct the Annual  Administrative  Fee first from amounts  accumulated in the
Fixed Account;  if no or an insufficient value exists in the Fixed Account,  any
balance will then be deducted from the sub-accounts of the Variable Account.

We make a deduction for a daily charge in an amount equal to 0.15%, on an annual
basis,  of the value of each  sub-account of the Variable  Account.  This charge
reimburses Conseco Variable for administrative expenses. We will not deduct this
charge from any amount you have allocated to the Fixed Account.  The charge will
be deducted pro rata from  Contract  Value of each  sub-account  of the Variable
Account.

Conseco Variable has set this administrative fee at a level that will recover no
more than the actual costs it incurs which are associated with administering the
Contracts.  Conseco  Variable does not expect to recover any amount in excess of
its   accumulated   administrative   expenses   from  such  fees.   Even  though
administrative  expenses may  increase,  Conseco  Variable will not increase the
amount of the administrative fees.

Mortality and Expense Risk Charge

Conseco  Variable  assumes two risks under the Contract:  the mortality risk and
the expense risk. Conseco Variable makes daily deductions from the sub- accounts
of the Variable Account equal, on an annual basis, to 1.25% of the value of your
assets of the Variable Account for the mortality and expense risks it assumes.

The mortality  risk is Conseco  Variable's  promise to continue  making  annuity
payments,  determined in accordance with the annuity tables and other provisions
contained  in the  Contract,  regardless  of how long the  Annuitant  lives  and
regardless of how long all Annuitants as a group live. This promise assures that
neither the  longevity of an Annuitant  nor an  improvement  in life  expectancy
generally will have any adverse effect on the monthly Annuity Payments, and that
Annuitants will not outlive the amounts accumulated to provide such payment.

Conseco  Variable  also  assumes  the risk that the  Withdrawal  Charges and the
administrative fees may be insufficient to cover actual sales and administrative
expenses.  If so, the shortfall will be made up from Conseco  Variable's general
assets, which may include profits from other sub-account deductions. Conversely,
if the sales  deductions  and  administrative  fees exceed the actual  sales and
administrative  expenses,  Conseco Variable may realize a gain. We do not assess
the Mortality and Expense Risk Charge against the Fixed Account.

Reduction or Elimination of Contract Charges

In  some  cases,   Conseco   Variable  may  expect  to  incur  lower  sales  and
administrative  expenses  or  perform  fewer  services  due to the  size  of the
Contract,  the  average  Purchase  Payment  and  the  use  of  group  enrollment
procedures.  Then,  Conseco  Variable  may be able to  reduce or  eliminate  the
contract charges for administrative charges and Withdrawal Charges.

Premium Taxes

We may make a deduction for any premium taxes due from Purchase Payments,  other
values on the Maturity Date, or at such other time as we determine.  The current
range of premium taxes in jurisdictions where we make the Contracts available is
0% - 3.5%.

Fund Expenses

There are  deductions  from and  expenses  paid out of the  assets of the Funds,
which are described in the attached Fund prospectuses.

Other Charges

Currently,  Conseco Variable does not make a charge against the Variable Account
for its federal  income taxes,  or provisions  for such taxes,  that may be as a
result of the Variable Account.  Conseco Variable may charge each sub-account of
the  Variable  Account  for  its  portion  of  any  income  tax  charged  to the
sub-account or its assets.  Under present laws, Conseco Variable may incur state
and local taxes (in addition to premium  taxes) in several  states.  At present,
these taxes are not significant. If they increase, however, Conseco Variable may
decide to make charges for such taxes or  provisions  for such taxes against the
Variable  Account.  Any  such  charges  against  the  Variable  Account  or  its
sub-accounts  could have an adverse effect on the investment  performance of the
sub-accounts.

DEATH BENEFIT BEFORE MATURITY DATE

If a Contract Owner,  Co-Owner or the Annuitant dies prior to the Maturity Date,
Conseco Variable will pay the minimum death benefit to the beneficiary.  Conseco
Variable  will pay the minimum  death  benefit  either as a lump sum or under an
annuity option as explained below.

Generally,  the  distribution  of the minimum  death benefit must be made within
five years after the Contract Owner's or Co-Owner's death. If the beneficiary is
an individual,  in lieu of distribution  within five years of the Owner's death,
distribution may generally be made as an annuity which begins within one year of
the  Owner's  death and is payable  over the life of the  beneficiary  or over a
period not in excess of the life expectancy of the  beneficiary.  If the Owner's
spouse is the beneficiary, that spouse may elect to continue the Contract as the
new Contract Owner in lieu of receiving the distribution.  In such a case,  the
distribution  rules which apply when a Contract  Owner dies will apply when that
spouse, as the Contract Owner, dies.

In the case of a Contract  involving more than one Contract Owner,  the death of
any  Contract  Owner  shall cause this  section to apply and if the  Contract is
owned by a  non-individual  the death of the  Annuitant  shall be treated as the
death of the  Contract  Owner.  Additional  requirements  may apply to qualified
contracts.

The minimum death benefit during the first seven contract years will be equal to
the greater of:

     (a) the  Contract  Value  on the  date  Conseco  Variable  receives  at its
Administrative Office due proof of death, or

     (b) the sum of all Purchase Payments made, less any partial withdrawals.

During any subsequent seven-Contract-Year period, the minimum death benefit will
be the greater of:

     (a) the Contract Value on the date Conseco  Variable  receives due proof of
death at its Administrative Office; or

     (b) the Contract Value on the last day of the previous  seven-Contract-Year
period  plus  any  Purchase  Payments  made  and  less  any  subsequent  partial
withdrawals; or

     (c) the sum of all Purchase Payments paid, less any partial withdrawals. If
the  Annuitant  or Contract  Owner dies after  reaching the age of 80, the death
benefit will be the Contract  Value on the date  Conseco  Variable  receives due
proof of death at its  Administrative  Office. The minimum death benefit will be
reduced by any outstanding loans.

Death  benefits  generally  will be paid within  seven days of the date  Conseco
Variable receives due proof of death at its  Administrative  Office,  subject to
postponement  under the same  circumstances  that payment or withdrawals  may be
postponed (see "Withdrawals").

OPTIONS WHEN YOU TERMINATE YOUR  PARTICIPATION  IN THE PLAN (FOR GROUP CONTRACTS
ONLY).

If you terminate your participation in a Plan before the Maturity Date, you will
have the following options:

     (a) leave the  Individual  Account  in force  under the  Contract,  and the
sub-account  will  continue  to  participate  in the  investment  results of the
Investment Option(s) you select. On the Maturity Date, you will begin to receive
Annuity Payments. During the interim, you may elect any of the options described
below. This option will automatically  apply, unless you file a written election
of another option.

     (b) apply the Individual  Account to provide  Annuity  Payments which begin
immediately.

     (c)  convert  the  Individual  Account to an  individual  variable  annuity
contract of the type we are then offering.

     (d) terminate the  Individual  Account and receive the Contract  Value less
any applicable charges and outstanding loans.

THE ANNUITY PHASE - SETTLEMENT PROVISIONS

You select a Maturity  Date and an annuity  option.  You may select the Maturity
Date at any time, subject to state requirements.

The annuity  option may be on a fixed basis (which means that payments come from
the Fixed  Account) or a variable basis (which means that payments come from the
sub-accounts of the Variable Account), or a combination  of both.  If you do not
select an Annuity  Option,  we will make payments under a lifetime  annuity with
120 monthly payments guaranteed.  Payments will be made based on the allocations
to the Fixed Account and Variable Account on the Maturity Date.

You may  elect to  change  the  annuity  option  or basis of  payment  (fixed or
variable)  with written  notice to Conseco  Variable at least 30 days before the
Maturity Date. Once Annuity Payments begin, you may not make any changes (except
you may make transfers under certain circumstances).

You cannot  elect an annuity  option  which  would  result in the first  monthly
annuity payment of less than $50 if payments are to be on a fully fixed basis or
variable  basis,  or less than $50 on each basis if a  combination  of fixed and
variable annuity payments are elected.  If, at any time, Annuity Payments are or
become less than $50 per month,  Conseco  Variable  reserves the right to change
the frequency of payments to an interval  which will result in Annuity  Payments
of at least $50 each (except that we will make payments at least annually).

Prior to the  Maturity  Date,  you may  terminate  your  Individual  Account and
receive  its value in a lump  sum.  Once  Annuity  Payments  begin,  you and the
Annuitant cannot terminate the annuity benefit and receive a lump sum settlement
instead.

Annuity Options

You may select one of the following annuity options:

     FIRST  OPTION - LIFE  ANNUITY.  Under  this  option,  we will make  monthly
payments during the lifetime of the Annuitant.  The payments will cease with the
last monthly  payment due prior to the death of the Annuitant.  Of the first two
options, this option offers the maximum level of monthly payments since there is
no minimum  number of payments  guaranteed  (nor a provision for a death benefit
payable to a  beneficiary).  It would be  possible  under this option to receive
only one  Annuity  Payment  if the  Annuitant  died prior to the due date of the
second Annuity Payment.

     SECOND  OPTION  - LIFE  ANNUITY  WITH  120,  180 or  240  MONTHLY  PAYMENTS
GUARANTEED. Under this option, we will make monthly payments during the lifetime
of the Annuitant with the guarantee  that if, at the death of the Annuitant,  we
have made  payments  for less than 120, 180 or 240 months,  as elected,  we will
continue to make Annuity  Payments  during the  remainder of such period to your
beneficiary.  If  no  beneficiary  is  designated,  Conseco  Variable  will,  in
accordance with the Contract  provisions,  pay the Annuitant's estate a lump sum
equal to the present value, as of the date of death, of the number of guaranteed
annuity payments remaining after that date, computed on the basis of the assumed
net investment rate used in determining the first monthly payment.  Because this
option  provides a specified  minimum  number of Annuity  Payments,  this option
results in somewhat lower payments per month than the First Option.

     THIRD OPTION - INSTALLMENT REFUND LIFE ANNUITY.  Under this option, we will
make  monthly  payments  for the  installment  refund  period.  This is the time
required for the sum of the payments to equal the amount applied, and thereafter
for the life of the payee.

     FOURTH  OPTION - PAYMENTS FOR A FIXED  PERIOD.  Under this option,  we will
make monthly payments for the number of years selected. The period may be from 3
through  20. If you elect to receive  payments  under this  option on a variable
basis,  payments will vary monthly in accordance with the net investment rate of
the sub-accounts of the Variable  Account.  If the Annuitant dies before we have
made  the  specified  number  of  monthly  payments,  the  present  value of the
remaining  payments  will be paid to the  designated  beneficiary  in a lump sum
payment.

     To the extent that you select this option on a variable  basis, at any time
during the payment period you may elect that the remaining value:

     (1)  be paid in one sum, or

     (2)  be applied to effect a lifetime annuity under one of the first two
          options described above, provided that the value is at least $5,000.

Since you may elect a lifetime annuity at any time, the annuity rate and expense
risks continue after the Maturity  Date.  Accordingly,  we will continue to make
deductions for these risks from the Individual Account values.


     FIFTH OPTION - PAYMENTS OF A FIXED AMOUNT.  Under this option, we will make
payments of a designated dollar amount on a monthly, quarterly,  semi-annual, or
annual basis until the  Individual  Account value you applied under this option,
adjusted each Valuation Period to reflect  investment  experience,  is exhausted
within a minimum of three years and a maximum of 20 years. If the Annuitant dies
before  the  value  is  exhausted,  we  will  pay  the  remaining  value  to the
beneficiary  in a  lump  sum  payment.  In  lieu  of a  lump  sum  payment,  the
beneficiary  may elect an  annuity  option  for  distribution  of any  amount on
deposit at the date of the  Annuitant's  death  which  will  result in a rate of
payment  at  least  as  rapid  as the  rate of  payment  during  the life of the
Annuitant.

If you elect the Fourth or Fifth Option on a variable  basis, at any time during
the  payment  period you may elect the  remaining  value be applied to provide a
lifetime annuity under one of the first two options  described above, as long as
the  distribution  will be made at least as  rapidly  as during  the life of the
Annuitant.  Since you may elect a lifetime annuity at any time, the annuity rate
and expense  risks  continue  during the payment  period.  Accordingly,  we will
continue to make deductions for these risks from the Individual Account values.

PROCEEDS APPLIED TO AN ANNUITY OPTION. You may apply all or part of the Contract
Value to an annuity  option.  The  proceeds  that will be applied to the annuity
option will be as follows:

(a) the Contract Value less any outstanding loans, if the annuity option elected
begins at least four years after the effective date of your Contract and is paid
under any life annuity option,  or any option with payments for a minimum period
of five years, with no rights of early withdrawal; or

(b) the death  benefit if proceeds  are payable  under death of  Annuitant or an
Owner (as applicable); or

(c) the Contract Value less any  outstanding  loans,  Withdrawal  Charge and any
administrative fee.

The SAI  contains a further  discussion  of  Annuity  Provisions  including  how
annuity unit values are calculated.

TRANSFERS AFTER MATURITY DATE

You can make  transfers  after the Maturity Date by giving us written  notice at
least 30 days  before the due date of the first  Annuity  Payment  for which the
change will apply.  We will make  transfers by converting  the number of annuity
units being  transferred  to the number of annuity units of the  sub-account  to
which the transfer is made.  The next Annuity  Payment,  if it were made at that
time,  would be the same  amount that it would have been  without the  transfer.
After  that,  Annuity  Payments  will  reflect  changes  in the value of the new
annuity units.

Conseco Variable reserves the right to limit, upon notice, the maximum number of
transfers you can make to one in any six-month period once Annuity Payments have
begun.  In addition,  on or after the Maturity  Date, you may not make transfers
from a fixed  annuity  option to a  variable  annuity  option or from a variable
annuity option to a fixed annuity option.

Conseco Variable reserves the right to defer the transfer  privilege at any time
that it is unable to purchase or redeem  shares of the Funds.  Conseco  Variable
also  reserves  the right to modify or terminate  the transfer  privilege at any
time in accordance with applicable law.

DEATH ON OR AFTER MATURITY DATE

If you selected Annuity  Payments based on an annuity option providing  payments
for a  guaranteed  period,  and the  Annuitant  or an Owner dies on or after the
Maturity Date, Conseco Variable will make the remaining  guaranteed  payments to
the  beneficiary.  Such  payments  will be made at least as rapidly as under the
method of distribution being used as of the date of the Annuitant's death. If no
beneficiary  is living,  Conseco  Variable  will  commute any unpaid  guaranteed
payments to a single sum (on the basis of the interest rate used in  determining
the payments) and pay that single sum to the Annuitant's estate.

OTHER CONTRACT PROVISIONS

TEN-DAY  RIGHT TO REVIEW.  The  Contract  provides a "10-day free look" (in some
states,  the period may be longer).  This  allows you to revoke the  Contract by
returning  it  to  either  a  Conseco  Variable  representative  or  to  Conseco
Variable's  Administrative Office within 10 days (or the period required in your
state) of delivery of the Contract. Conseco Variable deems this period as ending
15 days after it mails a Contract from our Administrative  Office. If you return
the Contract under the terms of the free look provision,  Conseco  Variable will
refund the Purchase Payments you have made.

OWNERSHIP.  You, as the Contract Owner,  are the person entitled to exercise all
rights under the Contract.  Co-Owners may be named in  non-qualified  Contracts.
Prior to the Maturity Date,  the Contract Owner is the person  designated in the
application  or as  subsequently  named.  On and after the  Maturity  Date,  the
Annuitant  is the  Contract  Owner and after  the  death of the  Annuitant,  the
beneficiary is the Contract Owner.

The Contract is either a group contract or an individual contract,  depending on
the state where we issued it. The individual  contract is issued directly to the
Contract Owner. A group contract is identical to the individual  Contract except
that it is issued to a contract  holder,  for the benefit of the participants in
the group.  You are a  participant  in the group and will receive a  certificate
evidencing your ownership.  You, as the owner of a certificate,  are entitled to
all the rights and privileges of ownership. As used in this Prospectus, the term
Contract refers to your certificate.

Change of Ownership
Non-Qualified Contracts:

In the case of non-qualified Contracts, you may change ownership of the Contract
or you may  collaterally  assign  it at any  time  during  the  lifetime  of the
Annuitant  prior to the Maturity Date,  subject to the rights of any irrevocable
beneficiary.  Assigning a Contract,  or changing the ownership of a Contract may
be a taxable  event.  Any  change of  ownership  or  assignment  must be made in
writing.  Conseco  Variable must approve any change of ownership or  assignment.
Any assignment and any change, if approved,  will be effective as of the date on
which it is written.

Conseco  Variable assumes no liability for any payments made or actions it takes
before a change is approved or an assignment is accepted, or responsibility for
the validity of any assignment.

Qualified Contracts:

In the case of qualified  Contracts,  you generally may not change  ownership of
the  Contract  nor may you  transfer  it,  except  by the  trustee  of an exempt
employee's  trust which is part of a retirement plan qualified under Section 401
of the Code. Except as noted, if you own a qualified Contract, you may not sell,
assign,  transfer,  discount, or pledge (as collateral for a loan or as security
for the performance of an obligation or for any other purpose) the Contract.

MODIFICATION. Conseco Variable may modify the Contract with your approval unless
provided  otherwise  by the  Contract.  After  the  Contract  has been in force,
Conseco  Variable  may modify it except  that the  Mortality  and  Expense  Risk
Charge, the withdrawal charges and the administrative fees cannot be increased.

A group  Contract will be suspended  automatically  on the effective date of any
modification   initiated  by  Conseco   Variable  if  you  fail  to  accept  the
modification.  Effective with suspension, no new participants may enter the Plan
but further  Purchase  Payments  may be made on your behalf and on the behalf of
other participants then covered by the Contract.

No modification  may affect  Annuitants in any manner unless deemed necessary to
achieve the  requirements of federal or state statutes or any rule or regulation
of the United States Treasury Department.

FEDERAL TAX STATUS

NOTE:  Conseco  Variable 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.  Conseco Variable 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 Contract 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.

WITHDRAWALS--NON-QUALIFIED CONTRACTS

If you make a withdrawal  from your Contract,  the Code generally  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 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 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 are  allocable  to  purchase  payments  made prior to August 14,
          1982.

The Contract provides that upon the death of the Annuitant prior to the Maturity
Date,  Conseco  Variable will pay the death  proceeds to the  beneficiary.  Such
payments made when the  Annuitant,  who is not the Contract  Owner,  dies do not
qualify for the death of the Contract Owner  exception  (described in (2) above)
and will be subject to the 10% distribution penalty unless the beneficiary is 59
1/2 years old or one of the other exceptions to the penalty applies.

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
the  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.  This penalty will be
increased to 25% for withdrawals from SIMPLE IRA's within the first two years of
your Contract.  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 Code);

     (4)  paid to you after leaving your employment in a series of substantially
          equal  payments  made annually (or more  frequently)  under a lifetime
          annuity;

     (5)  paid to you after you have attained age 55 and 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 from an IRA for medical insurance (as defined in the Code);

     (9)  paid from an IRA for qualified higher education expenses; or

     (10) 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
by owners under a salary reduction agreement.  Withdrawals can only be made when
a Contract Owner:

     (1)  reaches age 59 1/2;

     (2)  leaves his or her job;

     (3)  dies;

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

     (5)  in the case of hardship; or

     (6)  pursuant  to  a  qualified  domestic  relations  order,  if  otherwise
          permitted.

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.  Conseco  Variable  believes that the Funds are being managed
so as to comply with the requirements.

INVESTOR CONTROL

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  Conseco
Variable would be considered the owner of the shares of the  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 under
federal tax law owners are  permitted to select  portfolios,  to make  transfers
among the portfolios or the number and type of 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 portfolios.

Due to the  uncertainty  in this area,  Conseco  Variable  reserves the right to
modify the Contract as  reasonably  deemed  necessary to maintain  favorable tax
treatment.

GENERAL MATTERS

PERFORMANCE INFORMATION.  Conseco Variable may advertise performance information
for the Variable Account Investment Options  (sub-accounts) from time to time in
advertisements or sales literature.  Performance  information  reflects only the
performance  of a  hypothetical  investment in the Variable  Account  Investment
Options during the particular time period on which the  calculations  are based.
Performance  information  may  consist of yield,  effective  yield,  and average
annual total  return  quotations  reflecting  the  deduction  of all  applicable
charges for recent one-year and, when applicable, five- and 10-year periods and,
where less than 10 years, for the period subsequent to the date each sub-account
first became  available  for  investment.  We may show  additional  total return
quotations  that do not  reflect  a  Withdrawal  Charge  deduction.  We may show
performance  information by means of schedules,  charts or graphs. The Statement
of  Additional  Information  contains  a  description  of the  methods we use to
determine yield and total return information for the sub-accounts.

YEAR 2000

Many existing  computer programs had been designed and developed to use only two
digits to identify a year in the date field.  If not  corrected,  these computer
programs  could cause system  failures in the year 2000,  with possible  adverse
effects on Conseco Variable's  operations.  In 1996,  Conseco,  Inc. initiated a
comprehensive  corporate-wide  program  designed  to  ensure  that its  computer
programs (including those relating to Conseco Variable) function properly in the
year 2000. A number of Conseco,  Inc.'s employees  (including several officers),
as well as external consultants and contract programmers, are working on various
year-2000 projects.

Conseco,  Inc.  also has been working with vendors and other  external  business
relations to help avoid year-2000  problems  related to the software or services
they  provide to us.  Under the  program,  our  application  systems,  operating
systems,  hardware,  networks,  electronic  data  interfaces and  infrastructure
devices (such as facsimile machines and telephone systems) are being analyzed.

Our  year-2000  projects are currently on schedule.  The year-2000  projects are
being conducted in three phases:

     (i)  an audit and assessment phase, designed to identify year-2000 issues;

     (ii) a modification phase, designed to correct year-2000 issues; and

     (iii)a testing phase,  designed to test the  modifications  after they have
          been installed.

We have  completed the audit and assessment  phase for all critical  systems and
the second phase of our program is substantially  complete. The testing phase of
our program will be conducted  throughout 1999. We have provided for significant
contingency  time in order  to  complete  any  additional  modifications  before
December 31, 1999.

The year-2000  issues are being addressed in three ways. For some, work is being
done to complete the previously planned conversions of older systems to the more
modern, year-2000 compliant systems already used in other areas. In other cases,
new,  more  modern  systems  are  being  purchased.   In  the  remaining  cases,
modifications are being made to existing systems. We currently estimate that the
total expense of our year-2000  projects are not material to Conseco  Variable's
financial position.

The impact of year-2000 issues will depend,  not only on the corrective  actions
we  take,  but  also on the way in  which  year-2000  issues  are  addressed  by
governmental agencies, business and other third parties

     (i)  that provide services, utilities or data to Conseco Variable;

     (ii) that receive services or data from Conseco Variable; or

     (iii)whose  financial  condition  or operating  capability  is important to
          Conseco Variable.

We are in the process of  identifying  risks and assessing  potential  year-2000
risks associated with our external business relationships,  including those with
agents,  financial  institutions  and the mutual funds  underlying  the variable
annuity contracts we issue. These procedures are necessarily  limited to matters
over which we are able to reasonably  exercise control. We have been informed by
our key  financial  institutions  and  utilities  that  they  will be  year-2000
compliant in early 1999.

We are also  assessing  what  contingency  plans  will be  needed  if any of our
critical systems or those of external  business  relationships are not year-2000
compliant at year-end 1999. We do not currently anticipate such a situation, but
our   consideration  of  contingency  plans  will  continue  to  evolve  as  new
information becomes available.

The  failure  to  correct  a  material  year-2000  problem  could  result  in an
interruption  in,  or  failure  of, a number of normal  business  activities  or
operations.   Such  failures  could  materially  and  adversely  affect  Conseco
Variable's results of operations,  liquidity and financial condition. Due to the
general uncertainty inherent in the year-2000 problem, including the uncertainty
of the preparedness of our external business  relationships,  we are not able to
currently  determine whether the consequences of year-2000  failures will have a
material  impact on Conseco  Variable's  results of  operations,  liquidity  and
financial  condition.  However, we believe our year-2000 compliance efforts will
reduce the likelihood of a material adverse impact.

DISTRIBUTION OF CONTRACTS.  Conseco Equity Sales,  Inc.  (Conseco Equity Sales),
11815 N.  Pennsylvania  Street,  Carmel,  IN  46032,  an  affiliate  of  Conseco
Variable, is the principal underwriter of the Contracts. Conseco Equity Sales is
a broker-dealer  registered  under the Securities and Exchange Act of 1934 and a
member of the National  Association  of Securities  Dealers,  Inc.  Sales of the
Contracts will be made by registered representatives of Conseco Equity Sales and
broker-dealers authorized to sell the Contracts. The registered  representatives
will also be licensed  insurance  representatives  of Conseco Variable.  See the
Statement of Additional Information for more information.

Commissions  will be paid to  broker-dealers  who  sell the  Contracts.  Broker-
dealers may be paid commissions up to 8.50% of Purchase Payments and may include
reimbursement of promotional or distribution  expenses associated with marketing
the Contracts.  The commission rate paid to the  broker-dealer  will depend upon
the nature and level of services provided by the broker-dealer.

LEGAL PROCEEDINGS.  There are no legal proceedings to which the Variable Account
is a party or to which the assets of the Variable  Account are subject.  Neither
Conseco  Variable nor Conseco Equity Sales is involved in any litigation that is
of material  importance in relation to their total assets or that relates to the
Variable Account.

TABLE OF CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION
- --------------------------------------------------------------------

General Information and History
Independent Accountants
Distribution
Calculation of Yield Quotations
Calculation of Total Return Quotations
Other Performance Data
Federal Tax Status
Annuity Provisions
Financial Statements

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

If you would like a free copy of the  Statement of  Additional  Information  for
this Prospectus, please complete this form, detach, and mail to:

                       Conseco Variable Insurance Company
                              Administrative Office
                          11815 N. Pennsylvania Street
                              Carmel, Indiana 46032

Gentlemen:

Please  send me a free  copy of the  Statement  of  Additional  Information  for
Conseco Variable Annuity Account E at the following address:

              Name: _______________________________________________

              Mailing Address: ____________________________________

              _____________________________________________________
                                   Sincerely,

              _____________________________________________________
                                   (Signature)

APPENDIX                                                                  
==============================================================================
CONDENSED FINANCIAL INFORMATION

     The table below provides per unit information  about the financial  history
of the sub-accounts for the periods indicated.

<TABLE>
<CAPTION>

                                                    1998            1997         1996         1995          1994
 -----------------------------------------------------------------------------------------------------------
<S>                                                  <C>            <C>          <C>          <C>           <C>  
CONSECO SERIES TRUST
BALANCED (A)
Accumulation unit value at beginning of period     $1.973          $1.698       $1.342       $1.035        $1.000
Accumulation unit value at end of period           $2.148          $1.973       $1.698       $1.342        $1.035
Percentage change in accumulation unit value        8.84%          16.21%       26.50%       29.67%         3.52%
Number of accumulation units outstanding at 
end of period                                   10,615,723       5,740,115    2,475,992     461,876        21,037
EQUITY (A)      
Accumulation unit value at beginning of period     $2.424          $2.071       $1.449       $1.078        $1.000
Accumulation unit value at end of period           $2.764          $2.424       $2.071       $1.449        $1.078
Percentage change in accumulation unit value       14.01%          17.04%       42.96%       34.42%         7.79%
Number of accumulation units outstanding at 
end of period                                   11,148,308       7,962,515    3,374,110    1,009,305       41,601
FIXED INCOME (A)
Accumulation unit value at beginning of period     $1.308          $1.207       $1.166       $1.000        $1.000
Accumulation unit value at end of period           $1.369          $1.308       $1.207       $1.166        $1.000
Percentage change in accumulation unit value        4.70%           8.39%        3.50%       16.61%       (0.03)%
Number of accumulation units outstanding at end of 
period                                           4,326,193       4,066,812    1,540,494     350,623        12,553
GOVERNMENT SECURITIES (A)
Accumulation unit value at beginning of period     $1.248          $1.169       $1.154       $0.997        $1.000
Accumulation unit value at end of period           $1.318          $1.248       $1.169       $1.154        $0.997
Percentage change in accumulation unit value        5.58%           6.76%        1.31%       15.72%       (0.26)%
Number of accumulation units outstanding at 
end of period                                    1,543,011        354,897      135,680       30,614             0
MONEY MARKET (A)
Accumulation unit value at beginning of period     $1.136          $1.095       $1.056       $1.014        $1.000
Accumulation unit value at end of period           $1.179          $1.136       $1.095       $1.056        $1.014
Percentage change in accumulation unit value        3.76%           3.80%        3.67%       $4.14%         1.38%
Number of accumulation units outstanding at 
end of period                                    5,969,565       3,116,005    1,144,951     641,747             0



THE ALGER AMERICAN FUND
ALGER AMERICAN GROWTH (C)
Accumulation unit value at beginning of period     $1.294          $1.044       $1.000        N/A           N/A
Accumulation unit value at end of period           $1.889          $1.294       $1.044        N/A           N/A
Percentage change in accumulation unit value       46.02%          24.00%        4.35%        N/A           N/A
Number of accumulation units outstanding at 
end of period                                    2,650,328        742,233       73,227        N/A           N/A
ALGER AMERICAN LEVERAGED ALLCAP (B)
Accumulation unit value at beginning of period     $1.836          $1.555       $1.408     $1.000           N/A
Accumulation unit value at end of period           $2.857          $1.836       $1.555     $1.408           N/A
Percentage change in accumulation unit value       55.64%          18.02%       10.47%     40.79%           N/A
Number of accumulation units outstanding at 
end of period                                    1,757,689       1,279,296      832,794    207,147           N/A
ALGER AMERICAN MIDCAP GROWTH (C)
Accumulation unit value at beginning of period     $1.119          $0.987       $1.000        N/A           N/A
Accumulation unit value at end of period           $1.438          $1.119       $0.987        N/A           N/A
Percentage change in accumulation unit value       28.49%          13.41%      (1.33)%        N/A           N/A
Number of accumulation units outstanding at 
end of period                                    1,718,378        679,330       42,736        N/A           N/A
ALGER AMERICAN SMALL CAPITALIZATION (B)
Accumulation unit value at beginning of period     $1.375          $1.252       $1.21      $1.000           N/A
Accumulation unit value at end of period           $1.567          $1.375       $1.252     $1.219           N/A
Percentage change in accumulation unit value       13.92%           9.84%       2.72%      21.89%           N/A
Number of accumulation units outstanding at 
end of period                                    3,775,577       3,988,448   1,946,993     517,903           N/A

BERGER INSTITUTIONAL PRODUCTS TRUST
BERGER IPT - 100 (C)
Accumulation unit value at beginning of period     $1.155          $1.029      $1.000         N/A           N/A
Accumulation unit value at end of period           $1.324          $1.155      $1.029         N/A           N/A
Percentage change in accumulation unit value       14.68%          12.18%       2.93%         N/A           N/A
Number of accumulation units outstanding at 
end of period                                    1,458,645        627,056      69,521         N/A           N/A
</TABLE>

<TABLE>
<CAPTION>

CONDENSED FINANCIAL INFORMATION - Continued

                                                                   1998           1997         1996          1995           1994
 --------------------------------------------------------------------------------------------------------------------------------
<S>                                                                 <C>           <C>          <C>           <C>            <C>
BERGER INSTITUTIONAL PRODUCTS TRUST - CONTINUED
BERGER IPT - GROWTH AND INCOME (C)
Accumulation unit value at beginning of period                     $1.360         $1.104       $1.000           N/A          N/A
Accumulation unit value at end of period                           $1.677         $1.360       $1.104           N/A          N/A
Percentage change in accumulation unit value                       23.29%         23.26%       10.36%           N/A          N/A
Number of accumulation units outstanding at end of period        3,900,875       802,420       59,956           N/A          N/A
BERGER IPT - SMALL COMPANY GROWTH (C)
Accumulation unit value at beginning of period                     $1.178         $0.985       $1.000           N/A          N/A
Accumulation unit value at end of period                           $1.183         $1.178       $0.985           N/A          N/A
Percentage change in accumulation unit value                        0.45%         19.64%      (1.53)%           N/A          N/A
Number of accumulation units outstanding at end of period         892,905        187,471       42,982           N/A          N/A
BERGER/BIAM IPT - INTERNATIONAL (C)
Accumulation unit value at beginning of period                     $0.970         $1.000          N/A           N/A          N/A
Accumulation unit value at end of period                           $1.111         $0.970          N/A           N/A          N/A
Percentage change in accumulation unit value                       14.52%         -3.01%          N/A           N/A          N/A
Number of accumulation units outstanding at end of period       2,075,531      2,029,230          N/A           N/A          N/A
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC. (B)
Accumulation unit value at beginning of period                     $1.778         $1.404       $1.175        $1.000          N/A
Accumulation unit value at end of period                           $2.268         $1.778       $1.404        $1.175          N/A
Percentage change in accumulation unit value                       27.58%         26.60%       19.53%        17.49%          N/A
Number of accumulation units outstanding at end of period       2,868,834      1,195,614      221,018        21,878          N/A
DREYFUS STOCK INDEX FUND (B)
Accumulation unit value at beginning of period                     $1.834         $1.393       $1.158        $1.000          N/A
Accumulation unit value at end of period                           $2.318         $1.834       $1.393        $1.158          N/A
Percentage change in accumulation unit value                       26.43%         31.67%       20.31%        15.76%          N/A
Number of accumulation units outstanding at end of period      13,802,783      8,884,649    1,862,980        91,752          N/A

FEDERATED INSURANCE SERIES
FEDERATED HIGH INCOME BOND II (B)
Accumulation unit value at beginning of period                     $1.349         $1.202       $1.067        $1.000          N/A
Accumulation unit value at end of period                           $1.367         $1.349       $1.202        $1.067          N/A
Percentage change in accumulation unit value                        1.27%         12.25%       12.71%         6.66%          N/A
Number of accumulation units outstanding at end of period       4,956,911      2,184,739      508,205        26,380          N/A
FEDERATED INTERNATIONAL EQUITY II (B)
Accumulation unit value at beginning of period                     $1.188         $1.095       $1.025        $1.000          N/A
Accumulation unit value at end of period                           $1.472         $1.888       $1.095        $1.025          N/A
Percentage change in accumulation unit value                       23.83%          8.55%        6.80%         2.51%          N/A
Number of accumulation units outstanding at end of period       1,216,876        329,971       93,215        36,798          N/A
FEDERATED UTILITY II (B)
Accumulation unit value at beginning of period                     $1.541         $1.234       $1.122        $1.000          N/A
Accumulation unit value at end of period                           $1.732         $1.541       $1.234        $1.122          N/A
Percentage change in accumulation unit value                       12.37%         24.88%       10.00%        12.21%          N/A
Number of accumulation units outstanding at end of period       1,955,544        675,836      294,882        11,711          N/A

JANUS ASPEN SERIES
AGGRESSIVE GROWTH (B)
Accumulation unit value at beginning of period                     $1.498         $1.348       $1.266        $1.000          N/A
Accumulation unit value at end of period                           $1.983         $1.498       $1.348        $1.266          N/A
Percentage change in accumulation unit value                       32.39%         11.10%        6.44%        26.64%          N/A
Number of accumulation units outstanding at end of period       2,503,351      1,867,131    1,041,050       122,278          N/A
GROWTH (B)
Accumulation unit value at beginning of period                     $1.650         $1.364       $1.167        $1.000          N/A
Accumulation unit value at end of period                           $2.208         $1.650       $1.364        $1.167          N/A
Percentage change in accumulation unit value                       33.77%         21.00%       16.79%        16.75%          N/A
Number of accumulation units outstanding at end of period       5,285,448      5,160,718    1,466,042       138,532          N/A
WORLDWIDE GROWTH (B)
Accumulation unit value at beginning of period                     $1.856         $1.541       $1.211        $1.000          N/A
Accumulation unit value at end of period                           $2.360         $1.856       $1.541        $1.211          N/A
Percentage change in accumulation unit value                       27.13%         20.46%       27.23%        21.12%          N/A
Number of accumulation units outstanding at end of period      11,703,338      8,234,605    2,173,781       155,653          N/A
</TABLE>

<TABLE>
<CAPTION>

==============================================================================================================================
CONDENSED FINANCIAL INFORMATION - Continued

                                                                    1998          1997         1996          1995         1994
- -------------------------------------------------------------------------------------------------------------------------------

<S>                                                                  <C>          <C>          <C>          <C>            <C> 
THE VAN ECK WORLDWIDE INSURANCE TRUST
WORLDWIDE BOND (B)
Accumulation unit value at beginning of period                     $1.039         $1.029       $1.018       $1.000           N/A
Accumulation unit value at end of period                           $1.155         $1.039       $1.029       $1.018           N/A
Percentage change in accumulation unit value                       11.19%          0.96%        1.09%        1.82%           N/A
Number of accumulation units outstanding at end of period       2,826,107      3,332,067    1,790,259      130,071           N/A
WORLDWIDE EMERGING MARKETS (C)
Accumulation unit value at beginning of period                     $0.990         $1.136       $1.000          N/A           N/A
Accumulation unit value at end of period.                          $0.643         $0.990       $1.136          N/A           N/A
Percentage change in accumulation unit value                      -35.06%        -12.83%       13.59%          N/A           N/A
Number of accumulation units outstanding at end of period       1,728,988      1,935,325      132,953          N/A           N/A
WORLDWIDE HARD ASSETS (B)
Accumulation unit value at beginning of period                     $1.216         $1.254       $1.077       $1.000           N/A
Accumulation unit value at end of period                           $0.828         $1.216       $1.254       $1.077           N/A
Percentage change in accumulation unit value                      -31.89%         -3.05%       16.41%        7.72%           N/A
Number of accumulation units outstanding at end of period       1,485,880      3,728,758      651,603       68,730           N/A
WORLDWIDE REAL ESTATE (E)
Accumulation unit value at beginning of period                     $1.000          N/A           N/A           N/A           N/A
Accumulation unit value at end of period                           $0.851
Percentage change in accumulation unit value                      -14.90%
Number of accumulation units outstanding at end of period          41,417    

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
INTERNATIONAL (D)
Accumulation unit value at beginning of period                     $1.093         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.280         $1.093          N/A          N/A           N/A
Percentage change in accumulation unit value                       17.11%          9.30%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period       1,104,956        163,370          N/A          N/A           N/A
VALUE (D)
Accumulation unit value at beginning of period                     $1.226         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.267         $1.226          N/A          N/A           N/A
Percentage change in accumulation unit value                        3.35%         22.60%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period       2,689,736        415,891          N/A          N/A           N/A
INCOME & GROWTH (E)
Accumulation unit value at beginning of period                     $1.000           N/A           N/A          N/A           N/A
Accumulation unit value at end of period                           $1.082
Percentage change in accumulation unit value                        8.20%
Number of accumulation units outstanding at end of period         214,243

NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
LIMITED MATURITY BOND (D)
Accumulation unit value at beginning of period                     $1.043         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.074         $1.043          N/A          N/A           N/A
Percentage change in accumulation unit value                        2.94%          4.31%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period       1,076,377         25,089          N/A          N/A           N/A
PARTNERS (D)
Accumulation unit value at beginning of period                     $1.240         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.274         $1.240          N/A          N/A           N/A
Percentage change in accumulation unit value                        2.76%         23.99%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period       6,369,007      1,000,600          N/A          N/A           N/A

STRONG OPPORTUNITY FUND II, INC.
OPPORTUNITY FUND II (D)
Accumulation unit value at beginning of period                     $1.230         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.377         $1.230          N/A          N/A           N/A
Percentage change in accumulation unit value                       11.96%         22.99%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period       1,264,364        248,615          N/A          N/A           N/A

STRONG VARIABLE INSURANCE FUNDS, INC.
STRONG MID CAP GROWTH II (D)
Accumulation unit value at beginning of period                     $1.270         $1.000          N/A          N/A           N/A
Accumulation unit value at end of period                           $1.612         $1.270          N/A          N/A           N/A
Percentage change in accumulation unit value                       26.89%         27.01%          N/A          N/A           N/A
Number of accumulation units outstanding at end of period         559,106         79,815          N/A          N/A           N/A

DREYFUS VARIABLE INVESTMENT FUND
DISCIPLINED STOCK (E)
Accumulation unit value at beginning of period                     $1.000          N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $1.072          N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                        7.19%          N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         273,971          N/A            N/A          N/A           N/A

INTERNATIONAL VALUE (E)
Accumulation unit value at beginning of period                     $1.000          N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $0.942          N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                       -5.83%          N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period          47,625          N/A            N/A          N/A           N/A

INVESCO VARIABLE INVESTMENT FUNDS, INC.
INVESCO VIF-HIGH YIELD (E)
Accumulation unit value at beginning of period                     $1.000          N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $0.951          N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                       -4.94%          N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         149,344          N/A            N/A          N/A           N/A
INVESCO VIF-EQUITY INCOME (E)
Accumulation unit value at beginning of period                     $1.000          N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $1.029          N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                        2.93%          N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         141,540          N/A            N/A          N/A           N/A

LAZARD RETIREMENT SERIES, INC.
LAZARD RETIREMENT EQUITY (E)
Accumulation unit value at beginning of period                     $1.000          N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $1.055          N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                        5.53%          N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period       1,126,898         N/A            N/A          N/A           N/A

LAZARD RETIREMENT SMALL CAP (E)
Accumulation unit value at beginning of period                     $1.000         N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $0.855         N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                      -14.46%         N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         174,151         N/A            N/A          N/A           N/A

LORD ABBETT SERIES FUND, INC.
GROWTH AND INCOME (E)
Accumulation unit value at beginning of period                     $1.000         N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $1.005         N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                        0.46%         N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         312,997         N/A            N/A          N/A           N/A

MITCHELL HUTCHINGS SERIES TRUST
GROWTH & INCOME (E)
Accumulation unit value at beginning of period                     $1.000         N/A            N/A          N/A           N/A
Accumulation unit value at end of period                           $0.990         N/A            N/A          N/A           N/A
Percentage change in accumulation unit value                       -1.02%         N/A            N/A          N/A           N/A
Number of accumulation units outstanding at end of period         197,925         N/A            N/A          N/A           N/A
================================================================================================================================
</TABLE>

(A) Inception date was July 25, 1994.
(B) Inception date was June 1, 1995.
(C) Inception date was May 1, 1996.
(D) Inception date was May 1, 1997.
(E) Inception date was May 1, 1998.



                                     PART B

                       STATEMENT OF ADDITIONAL INFORMATION

             INDIVIDUAL & GROUP VARIABLE DEFERRED ANNUITY CONTRACTS

                                    issued by

                       CONSECO VARIABLE INSURANCE COMPANY
               (formerly Great American Reserve Insurance Company)
                                       and
                       CONSECO VARIABLE ANNUITY ACCOUNT E
          (formerly Great American Reserve Variable Annuity Account E)

                   11815 N. PENNSYLVANIA ST., CARMEL, IN 46032
                                 (317) 817-3700

                                   MAY 1, 1999

THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS.  IT SHOULD BE READ
IN  CONJUNCTION  WITH THE  PROSPECTUS  DATED  MAY 1, 1999 FOR  CONSECO  VARIABLE
ANNUITY ACCOUNT E (FORMERLY,  GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E)
- -- INDIVIDUAL AND GROUP VARIABLE  DEFERRED ANNUITY  CONTRACTS.  YOU CAN OBTAIN A
COPY OF THE PROSPECTUS BY CONTACTING  CONSECO VARIABLE  INSURANCE COMPANY AT THE
ADDRESS TELEPHONE NUMBER GIVEN ABOVE.



                             TABLE OF CONTENTS
                                                                  PAGE

GENERAL INFORMATION AND HISTORY......................................

INDEPENDENT ACCOUNTANTS..............................................

DISTRIBUTION..........................................................

VOTING RIGHTS........................................................

CALCULATION OF YIELD QUOTATIONS.......................................

CALCULATION OF TOTAL RETURN QUOTATIONS................................

OTHER PERFORMANCE DATA................................................

FEDERAL TAX STATUS ...................................................

ANNUITY PROVISIONS ...................................................

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


GENERAL INFORMATION AND HISTORY

Conseco Variable  Insurance  Company (the "Company") is an indirect wholly owned
subsidiary of Conseco, Inc. On or about October 7, 1998, the Company changed its
name from Great  American  Reserve  Insurance  Company to its present  name.  In
certain states,  the Company may continue to use the name Great American Reserve
Insurance Company until the name change is approved in that state. Conseco, Inc.
is a publicly owned financial services holding company, the principal operations
of which are in the  development,  marketing and  administration  of specialized
annuity and life insurance  products.  The Company has its principal  offices at
11815 N. Pennsylvania  Street,  Carmel,  Indiana 46032. The Variable Account was
established by the Company.

INDEPENDENT ACCOUNTANTS

The  financial  statements  of Conseco  Variable  Annuity  Account E and Conseco
Variable  Insurance  Company  included in the  Prospectus  and the  Statement of
Additional  Information  have  been  examined  by  PricewaterhouseCoopers   LLP,
independent accountants, for the periods indicated in their reports as stated in
their opinion and have been so included in reliance upon such opinion given upon
the authority of that firm as experts in accounting and auditing.

DISTRIBUTION

The Company  continuously offers the Contracts through associated persons of the
principal  underwriter  for the Variable  Account,  Conseco  Equity Sales,  Inc.
("CES").  CES  is  a  registered   broker-dealer  and  member  of  the  National
Association of Securities Dealers,  Inc. CES is located at 11815 N. Pennsylvania
Street, Carmel, Indiana 46032, and is an affiliate of the Company. For the years
ended December 31, 1998, 1997 and 1996, the Company paid CES total  underwriting
commissions  of  $7,577,873,  $449,417  and  $2,195,600.  In  addition,  certain
Contracts  may be sold by life  insurance/registered  representatives  of  other
registered broker-dealers.

CES  performs  the sales  functions  relating to the  Contracts  and the Company
provides  all  administrative   services.   To  cover  the  sales  expenses  and
administrative  expenses  (including  such  items as  salaries,  rent,  postage,
telephone,  travel, legal, actuarial, audit, office equipment and printing), the
Company makes sales and administrative deductions,  varying by type of Contract.
See "Charges and Deductions" in the Prospectus.

VOTING RIGHTS

Contract  Owners  may  instruct  the  Company  as to the  voting of Fund  shares
attributable  to their  respective  interests under the Contracts at meetings of
shareholders  of the Funds.  Contract Owners entitled to vote will receive proxy
material and a form on which voting  instructions may be given. The Company will
vote the shares of each sub-account held by the Variable Account attributable to
the Contracts in accordance  with  instructions  received from Contract  Owners.
Shares held in each  sub-account  for which  timely  instructions  have not been
received  from  Contract  Owners will be voted by the Company for or against any
proposition  or the Company will  abstain,  in the same  proportion as shares in
that sub-account for which instructions are received.  The Company will vote, or
abstain from voting,  any shares that are not attributable to Contract Owners in
the same  proportion  as all  Contract  Owners in the  Variable  Account vote or
abstain.  However,  if the Company  determines that it is permitted to vote such
shares of the Funds in its own  right,  it may  elect to do so,  subject  to the
then-current interpretation of the 1940 Act and the rules thereunder.

Under certain  Contracts,  not  including  contracts  issued in connection  with
governmental employers' deferred compensation plans described in the Prospectus,
participants  and annuitants  have the right to instruct the Contract Owner with
respect to the number of votes attributable to their Individual Accounts.  Votes
attributable  to  participants  and  annuitants who do not instruct the Contract
Owner will be cast by the  Contract  Owner for or against  each  proposal  to be
voted upon,  in the same  proportion as votes for which  instructions  have been
received.  Participants and annuitants entitled to instruct the casting of votes
will receive a notice of each meeting of Contract Owners, and proxy solicitation
materials,  and a  statement  of the  number  of  votes  attributable  to  their
participation under the Contract.

The number of shares held in a  sub-account  deemed  attributable  to a Contract
Owner's  interest  under a Contract will be determined on the basis of the value
of the  Accumulation  Units credited to the Contract  Owner's  account as of the
record date. On or after the Maturity  Date, the number of  attributable  shares
will be based on the amount of assets held to meet  annuity  obligations  to the
payee under the Contract as of the record date.  On or after the Maturity  Date,
the number of votes  attributable  to a Contract will  generally  decrease since
funds set aside for annuitants will decrease as payments are made.

CALCULATION OF YIELD QUOTATIONS

MONEY MARKET SUB-ACCOUNT

The Money Market  Sub-account's  standard  yield  quotations may appear in sales
material and  advertising  as  calculated by the standard  method  prescribed by
rules of the Securities and Exchange  Commission.  Under this method,  the yield
quotation  is based on a seven-day  period and  computed  as follows:  The Money
Market Sub-account's daily net investment factor, minus one (1.00) is multiplied
by 365 to produce an annualized  yield.  The  annualized  yield of the seven-day
period  are then  averaged  and  carried  to the  nearest  one-hundredth  of one
percent.  This yield reflects  investment results less deductions for investment
advisory fees,  mortality and expense risk fees and the  administrative  charge,
but does not include a deduction of any applicable annual  administrative  fees.
Because of these deductions,  the yield for the Money Market Sub-account will be
lower than the yield for the corresponding Fund of the Conseco Series Trust.

The Money Market Sub-account's  effective yield may appear in sales material and
advertising for the same seven-day  period,  determined on a compound basis. The
effective yield is calculated by compounding the unannualized base period return
by adding one to the base period return, raising the sum to a power equal to 365
divided by 7, and subtracting one from the result.

The yield on the Money Market  Sub-account  will generally  fluctuate on a daily
basis.  Therefore,  the yield for any given past period is not an  indication or
representation of future yields or rates of return. The actual yield is affected
by changes in interest  rates on money market  securities,  average  Sub-account
maturity,   the  types  and  quality  of  Portfolio   securities   held  by  the
corresponding Fund of the Conseco Series Trust and its operating expenses.

OTHER SUB-ACCOUNTS

The  Portfolios  of the  eligible  Funds may  advertise  investment  performance
figures,  including yield. Each Sub-account's  yield will be based upon a stated
30-day  period and will be computed by dividing  the net  investment  income per
accumulation  unit earned  during the period by the maximum  offering  price per
accumulation  unit on the last day of the  period,  according  to the  following
formula:

                        YIELD = 2 ((A - B/CD) + 1)6 - 1)



   Where:

     A = the net investment income earned during the period by the Portfolio.

     B = the expenses accrued for the period (net of reimbursements, if any).

     C = the average daily number of accumulation  units outstanding  during the
     period.

     D = the maximum offering price per accumulation unit on the last day of the
     period.

CALCULATION OF TOTAL RETURN QUOTATIONS

The Company may include  certain total return  quotations for one or more of the
Portfolios of the eligible Funds in advertising,  sales literature or reports to
Contract Owners or prospective purchasers.  Such total return quotations will be
expressed as the average annual rate of total return over one-, five-and 10-year
periods ended as of the end of the immediately  preceding calendar quarter,  and
as the dollar amount of annual total return on a year-to-year,  rolling 12-month
basis ended as of the end of the immediately preceding calendar quarter.

Average annual total return  quotations are computed  according to the following
formula:

                                         n
                                 P (1+T)   = ERV

   Where:

     P = beginning purchase payment of $1,000

     T = average annual total return

     n = number of years in period

     ERV = ending  redeemable  value of a hypothetical  $1,000 purchase  payment
     made at the beginning of the one-, five-or 10-year period at the end of the
     one-, five- or 10-year period (or fractional portion thereof).

AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED 12/31/98:

                                                        Since
Variable Account Sub-Accounts                1 Year    Inception
- - -------------------------------------       ------    ---------
CONSECO SERIES TRUST
Balanced Portfolio                            (.54)%     17.44%(2)
Equity Portfolio                               4.20%     24.33%(2)
Fixed Income Portfolio                       (4.32)%      6.07%(2)
Government Securities Portfolio              (3.50)%      5.16%(2)

==============================================================================

THE ALGER AMERICAN FUND
Alger American Growth Portfolio ......       33.55%      23.20%(4)
Alger American Leveraged
   AllCap Portfolio ..................       42.32%      31.42%(3)
Alger American MidCap Growth Portfolio       17.49%      11.21%(4)
Alger American Small Capitalization
   Portfolio .........................        4.14%      11.11%(3)
AMERICAN CENTURY VARIABLE
   PORTFOLIOS, INC.
VP International .....................        7.08%       9.90%(5)
VP Value .............................       (5.56)%      9.24%(5)
VP Income and Growth .................         N/A       (1.25)%(1)
BERGER INSTITUTIONAL PRODUCTS TRUST
Berger IPT
Berger IPT - 100 Fund ................        4.83%       7.82%(4)
Berger IPT - Growth and Income Fund ..       12.71%      17.82%(4)
Berger IPT - Small Company Growth Fund       (8.24)%      3.38%(4)
Berger/BIAM IPT - International Fund .        4.71%       1.08%(5)
NEUBERGER BERMAN ADVISERS
   MANAGEMENT TRUST
Limited Maturity Bond Portfolio ......       (5.66)%      (.95)%(5)
Partners Portfolio ...................       (5.83)%      9.75%(5)
STRONG OPPORTUNITY FUND II, INC.
Opportunity Fund II ..................        2.63%      14.99%(5)
STRONG VARIABLE INSURANCE
   FUNDS, INC. .......................
Strong Mid Cap Growth Fund II ........       16.34%      26.36%(5)
THE DREYFUS SOCIALLY RESPONSIBLE
   GROWTH FUND, INC ..................       16.65%      23.20%(3)
DREYFUS STOCK INDEX FUND .............       15.59%      23.95%(3)
FEDERATED INSURANCE SERIES
Federated High Income Bond Fund II ...       (7.46)%      6.92%(3)
Federated International Equity Fund II       13.24%       9.16%(3)
Federated Utility Fund II ............        2.68%      10.58%(3)
JANUS ASPEN SERIES
Aggressive Growth Portfolio ..........       21.06%      18.66%(3)
Growth Portfolio .....................       22.33%      22.28%(3)
Worldwide Growth Portfolio ...........       16.25%      24.57%(3)
VAN ECK WORLDWIDE INSURANCE
   TRUST
Worldwide Bond Fund ..................        1.48%       1.95%(3)
Worldwide Emerging Markets Fund ......      (40.81)%    (17.76)%(4)
Worldwide Hard Assets Fund ...........      (37.96)%     (7.11)%(3)
Worldwide Real Estate Fund ...........        N/A       (31.07)%(1)
DREYFUS VARIABLE INVESTMENT FUND
   Disciplined Stock Portfolio .......        N/A        (2.61)%(1)
   International Value Portfolio .....        N/A       (19.75)%(1)
INVESCO VARIABLE INVESTMENT FUNDS, INC.
   INVESCO VIF - High Yield
     Fund.............................        N/A       (18.61)%(1)
   INVESCO VIF - Equity Income     
     Fund.............................        N/A        (8.34)%(1)
LAZARD RETIREMENT SERIES, INC.
   Lazard Retirement Equity
     Portfolio .......................        N/A        (4.86)%(1)
   Lazard Retirement Small Cap
     Portfolio .......................        N/A       (30.49)%(1)
LORD ABBETT SERIES FUND, INC.
   Growth and Income Portfolio ......         N/A       (11.61)%(1)
MITCHELL HUTCHINS SERIES TRUST
   Growth & Income Portfolio .......          N/A       (13.54)%(1)
- ------------
(1) Since inception (May 1, 1998).
(2) Since inception (July 25, 1994).
(3) Since inception (June 1, 1995).
(4) Since inception (May 1, 1996).
(5) Since inception (May 1, 1997).


OTHER PERFORMANCE DATA

The Company may from time to time also  illustrate  average annual total returns
in a  non-standard  format,  as appears in the following  "Gross  Average Annual
Total Returns" table, in conjunction  with the standard format  described above.
The non-standard format will be identical to the standard format except that the
withdrawal charge percentage will be assumed to be zero.

All  non-standard  performance  data will  only be  advertised  if the  standard
performance data for the same period,  as well as for the required  periods,  is
also illustrated.

Performance data for the Variable Account  investment options may be compared in
advertisements,  sales  literature  and  reports to  contract  owners,  with the
investment  returns on various  mutual funds,  stocks,  bonds,  certificates  of
deposit,  tax free bonds, or common stock and bond indices,  and other groups of
variable  annuity  separate  accounts or other  investment  products  tracked by
Morningstar,  Inc., a widely used  independent  research firm which ranks mutual
funds  and  other  investment  companies  by  overall  performance,   investment
objectives, and assets, or tracked by other services,  companies,  publications,
or persons who rank such  investment  companies on overall  performance or other
criteria.

Reports and promotional literature may also contain other information, including
the effect of  tax-deferred  compounding on an investment  option's  performance
returns,  or returns in general,  which may be illustrated by graphs,  charts or
otherwise, and which may include a comparison, at various points in time, of the
return  from  an  investment  in  a  Contract  (or  returns  in  general)  on  a
tax-deferred basis (assuming one or more tax rates) with the return on a taxable
basis.

Reports and promotional  literature may also contain the ratings the Company has
received  from  independent  rating  agencies.  However,  the  Company  does not
guarantee the investment performance of the Variable Account investment options.

GROSS AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED 12/31/98:

                                                                Since
Variable Account Sub-Accounts                     1 Year      Inception
- - -------------------------------------           ------      ----------
CONSECO SERIES TRUST
Balanced Portfolio............................     8.84%      18.81%(2)
Equity Portfolio..............................    14.01%      25.76%(2)
Fixed Income Portfolio........................     4.70%       7.34%(2)
Government Securities Portfolio ..............     5.59%       6.42%(2)
THE ALGER AMERICAN FUND
Alger American Growth Portfolio ..............    46.02%      26.90%(4)
Alger American Leveraged AllCap Portfolio ....    55.64%      34.01%(3)
Alger American MidCap Growth Portfolio .......    28.49%      14.56%(4)
Alger American Small Capitalization
   Portfolio .................................    13.92%      13.34%(3)
AMERICAN CENTURY VARIABLE
   PORTFOLIOS, INC.
VP International .............................    17.11%      15.92%(5)
VP Value .....................................     3.36%      15.22%(5)
VP Income and Growth .........................     N/A        12.45%(1)
BERGER INSTITUTIONAL PRODUCTS TRUST
BERGER IPT
Berger IPT - 100 Fund ........................    14.68%      11.08%(4)
Berger IPT - Growth and Income Fund ..........    23.29%      21.36%(4)
Berger IPT - Small Company Growth Fund .......      .45%       6.51%(4)
Berger/BIAM IPT - International Fund .........    14.52%       6.48%(5)
NEUBERGER BERMAN ADVISERS
   MANAGEMENT TRUST
Limited Maturity Bond Portfolio ..............     2.94%       4.35%(5)
Partners Portfolio ...........................     2.76%      15.60%(5)
STRONG OPPORTUNITY FUND II, INC.
Opportunity Fund II ..........................    11.97%      21.10%(5)
STRONG VARIABLE INSURANCE
   FUNDS, INC.
Strong Mid Cap Growth Fund II.................    26.89%      33.06%(5)
THE DREYFUS SOCIALLY RESPONSIBLE
   GROWTH FUND, INC ..........................    27.58%      25.66%(3)
DREYFUS STOCK INDEX FUND .....................    26.43%      26.43%(3)
FEDERATED INSURANCE SERIES
Federated High Income Bond Fund II ...........     1.27%       9.10%(3)
Federated International Equity Fund II .......    23.83%      11.38%(3)
Federated Utility Fund II ....................    12.37%      12.82%(3)
JANUS ASPEN SERIES
Aggressive Growth Portfolio ..................    32.39%      21.03%(3)
Growth Portfolio .............................    33.77%      24.72%(3)
Worldwide Growth Portfolio ...................    27.13%      27.05%(3)
VAN ECK WORLDWIDE INSURANCE TRUST
WORLDWIDE BOND FUND ..........................    11.19%       4.11%(3)
Worldwide Emerging Markets Fund ..............   (35.06)%    (15.24)%(4)
Worldwide Hard Assets Fund ...................   (31.89)%     (5.13)%(3)
Worldwide Real Estate Fund ...................     N/A       (21.31)%(1)
DREYFUS VARIABLE INVESTMENT FUND
   Disciplined Stock Portfolio ...............     N/A        10.91%(1)
   International Value Portfolio .............     N/A        (8.56)%(1)
INVESCO VARIABLE INVESTMENT FUNDS, INC.
   INVESCO VIF - High Yield
     Fund.....................................     N/A        (7.27)%(1)
   INVESCO VIF - Equity Income    
     Fund.....................................     N/A         4.40%(1)
LAZARD RETIREMENT SERIES, INC.
   Lazard Retirement Equity
     Portfolio ...............................     N/A         8.35%(1)
   Lazard Retirement Small Cap
     Portfolio ...............................     N/A       (20.77)%(1)
LORD ABBETT SERIES FUND, INC.
   Growth and Income Portfolio ...............     N/A          .68%(1)
MITCHELL HUTCHINS SERIES TRUST
   Growth & Income Portfolio .................     N/A        (1.51)%(1)
- ------------
(1) Since inception (May 1, 1998).
(2) Since inception (July 25, 1994).
(3) Since inception (June 1, 1995). 
(4) Since inception (May 1, 1996).
(5) Since inception (May 1,1997).


FEDERAL TAX STATUS

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.

GENERAL

Section 72 of the Internal  Revenue Code of 1986,  as amended  ("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  Variable  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.

Regulations issued by the Treasury  Department (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  variable  Investment  Options  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  Variable  Account will cause the Owner to be treated as the
owner of the assets of the Variable  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  Variable
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 Variable Account.

Due to the uncertainty in this area, we reserve 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.

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

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

If the Contract is issued pursuant to a retirement plan which receives favorable
treatment under the provision of Sections 401,  403(b),  408 or 457 of the Code,
it may not be assigned, pledged or otherwise transferred except as allowed under
applicable law.

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 many 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 you reach age 59 1/2;  (b) after  your  death;  (c) if you
become  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 your life (or life expectancy) or for
the joint  lives  (or  joint  life  expectancies)  of you and your  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 Contract provides that upon the death of the Annuitant prior to the Maturity
Date,  the death  proceeds will be paid to the  beneficiary.  Such payments made
upon the  death of the  Annuitant  who is not the Owner of the  Contract  do not
qualify for the death of Owner exception described above, and will be subject to
the ten (10%) percent  distribution  penalty  unless the  beneficiary  is 59 1/2
years old or one of the other exceptions to the penalty applies.

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  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.   Owners,   participants  and
beneficiaries are responsible for determining that contributions,  distributions
and other transactions with respect to the Contracts comply with applicable law.
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.) Any employee should obtain competent tax advice
as to the tax treatment and suitability of such an investment.

b. INDIVIDUAL RETIREMENT ANNUITIES

The Contracts  offered by the  prospectus are designed to be suitable for use as
an Individual Retirement Annuity (IRA). Generally, individuals who purchase IRAs
are not taxed on increases to the value of the contributions  until distribution
occurs.  Following is a general  description of IRAs with which the Contract may
be used. The  description  is not  exhaustive  and is for general  informational
purposes only.

Section  408(b) of the Code permits  eligible  individuals  to  contribute to an
individual  retirement  program known as an 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.

   SIMPLE IRAs

Section 408(p) of the Code permits certain employers  (generally those with less
than 100  employees)  to  establish a  retirement  program for  employees  using
Savings  Incentive Match Plan Retirement  Annuities  ("SIMPLE IRA").  SIMPLE IRA
programs  can only be  established  with the  approval  of and  adoption  by the
employer of the Contract Owner of the SIMPLE IRA.  Contributions  to SIMPLE IRAs
will be made  pursuant to a salary  reduction  agreement in which an Owner would
authorize  his/her  employer  to deduct a certain  amount  from  his/her pay and
contribute  it directly to the SIMPLE IRA. The Owner's  employer  will also make
contributions  to the SIMPLE IRA in amounts based upon certain  elections of the
employer.  The only  contributions  that can be made to a SIMPLE  IRA are salary
reduction  contributions  and employer  contributions  as described  above,  and
rollover  contributions  from other SIMPLE IRAs.  Purchasers  of Contracts to be
qualified  as SIMPLE  IRAs  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 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 a Roth IRA for at
least five taxable years and, in addition,  that the  distribution  is made: (i)
after the  individual  reaches  age 59 1/2,  (ii) on the  individual's  death or
disability,  or (iii) 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  and  conversions 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,  ("conversion  deposits")  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. In addition,  distribution of amounts
attributable to conversion deposits held for less than 5 taxable years will also
be subject to the penalty tax.

Purchasers  of Contracts  intended 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 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. Special considerations apply to plans
covering self-employed  individuals,  including limitations on contributions and
benefits  for  key  employees  or 5  percent  owners.  (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.

d. GOVERNMENT AND TAX-EXEMPT ORGANIZATION'S DEFERRED COMPENSATION PLAN

Under Code provisions, employees and independent contractors performing services
for  state  and  local  governments  and  other  tax-exempt   organizations  may
participate in Deferred Compensation Plans. While participants in such Plans may
be permitted to specify the form of investment in which their Plan accounts will
participate,  all such investments are owned by the sponsoring  employer and are
subject to the claims of its creditors  until December 31, 1998, or such earlier
date as may be established by Plan amendment.  However, amounts deferred under a
Plan created on or after August 20, 1996 and amounts deferred under any 457 Plan
after  December  31,  1998 must be held in trust,  custodial  account or annuity
contract for the exclusive benefit of Plan participants and their beneficiaries.
The amounts deferred under a Plan which meets the requirements of Section 457 of
the Code are not taxable as income to the  participant  until paid or  otherwise
made available to the participant or beneficiary. As a general rule, the maximum
amount  which can be  deferred  in any one year is the lesser of $7,500  ($8,000
beginning  in  1998,  as  indexed  for  inflation)  or 33  1/3  percent  of  the
participant's includable compensation.  However, in limited circumstances, up to
$15,000 may be deferred in each of the last three years before normal retirement
age.  Furthermore,  the Code provides  additional  requirements and restrictions
regarding eligibility and distributions.

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).  This  penalty is increased to 25% instead of 10% for SIMPLE IRAs if
distribution   occurs   within  the  first  two  years  after  the  Owner  first
participated  in the SIMPLE IRA. 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) made on or after the date on which the Owner
or Annuitant  (as  applicable)  reaches age 59 1/2; (b)  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) to an Owner or Annuitant (as applicable) who has
separated  from  service  after he has attained age 55; (e) 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)
made to an alternate payee pursuant to a qualified domestic relations  order;(g)
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);  (h)  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 (i)  distributions  up to  $10,000  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.

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); (5) in the case of hardship; or (6) made pursuant
to a qualified domestic relations order.  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 rollovers and
transfers between certain  Qualified Plans.  Owners should consult their own tax
counsel or other tax adviser regarding any distributions.

MANDATORY DISTRIBUTIONS - QUALIFIED PLANS

Generally,  distributions  from a qualified  plan must begin 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.

ANNUITY PROVISIONS

DETERMINATION OF AMOUNT OF THE FIRST MONTHLY  VARIABLE  ANNUITY  PAYMENT.  On or
after the Maturity Date when annuity payments  commence,  we determine the value
of the Individual Account as the total of the product(s) of:

(a) the value of an Accumulation  Unit for each Investment  Option at the end of
the Valuation Period  immediately before the Valuation Period in which the first
annuity payment is due and

(b) the number of  Accumulation  Units credited to the  Individual  Account with
respect to each Investment Option as of the date the annuity is to commence.  We
will deduct any applicable premium taxes from the Individual Account value.

We then calculate the amount of the first monthly  variable  annuity  payment by
multiplying  the  Individual  Account  Value  less  any  outstanding  loans  and
applicable charges,  which is to be applied to provide variable payments, by the
amount of first monthly payment in accordance  with annuity tables  contained in
the Contract.  The amount of the first monthly  payment varies  according to the
form of annuity you select,  the age of the annuitant (for certain  options) and
the assumed net investment rate you select. The standard assumed investment rate
(AIR) is 3%. However,  you may select a 5% AIR or such other rate as the Company
may offer prior to the Maturity Date.

The AIR  built  into the  annuity  tables  affect  both the  amount of the first
monthly variable annuity payment and the amount by which subsequent payments may
increase or decrease. If you select a 5% rate, rather than the standard 3% rate,
it would produce a higher first payment,  but subsequent payments would increase
more slowly in periods when  Annuity  Unit values are rising and  decrease  more
rapidly in periods when Annuity Unit values are  declining.  With either assumed
rate, if the actual net investment rate during any two or more successive months
was equal to the assumed rate,  the annuity  payments would be level during that
period.

If a greater first monthly payment would result,  Conseco will compute the first
monthly  payment on the same mortality  basis as used in  determining  the first
payment under  immediate  annuity  contracts being issued for a similar class of
annuitants at the date the first monthly payment is due under the Contract.

VALUE OF AN ANNUITY  UNIT.  On the Maturity  Date, a number of Annuity  Units is
established for the Contract Owner for each Investment  Option on which variable
annuity payments are to be based. For each Sub-account of the Variable  Account,
the number of Annuity Units established is calculated by dividing (i) the amount
of the first monthly  variable annuity payment on that basis by (ii) the Annuity
Unit value for that  basis for the  current  Valuation  Period.  That  number of
Annuity Units remains  constant and is the basis for  calculating  the amount of
the second and subsequent annuity payments.

The  Annuity  Unit  value is  determined  for each  Valuation  Period,  for each
Investment  Option,  and is equal to the  Annuity  Unit value for the  preceding
Valuation Period  multiplied by the product of (i) the net investment factor for
the appropriate  sub-account for the immediately  preceding Valuation Period and
(ii) a factor to  neutralize  the  assumed  net  investment  rate built into the
annuity  tables,  for it is replaced by the actual net  investment  rate in step
(i). The daily factor for a 3 percent  assumed net investment rate is .99991902;
for a 5 percent rate, the daily factor is .99986634.

AMOUNTS  OF  SUBSEQUENT  MONTHLY  VARIABLE  ANNUITY  PAYMENTS.  The  amounts  of
subsequent  monthly  variable annuity payments are determined by multiplying (i)
the number of Annuity Units  established  for the  annuitant for the  applicable
sub-account by (ii) the Annuity Unit value for the sub-account. If Annuity units
are  established  for  more  than  one  sub-account,  the  calculation  is  made
separately  and the results  combined to determine  the total  monthly  variable
annuity payment.

    1.  EXAMPLE  OF  CALCULATION  OF  MONTHLY  VARIABLE  ANNUITY  PAYMENTS.  The
determination  of the amount of the variable annuity payments can be illustrated
by the  following  hypothetical  example.  The example  assumes that the monthly
payments are based on the investment  experience of only one Investment  Option.
If payments were based on the investment  experience of more than one Investment
Option,  the same  procedure  would be followed to determine  the portion of the
monthly payment attributed to each Investment Option.

    2. FIRST MONTHLY PAYMENT.  Assume that at the Maturity Date there are 40,000
Accumulation  Units credited under a particular  Individual Account and that the
value of an  Accumulation  Unit for the  second  Valuation  Period  prior to the
Maturity Date was  $1.40000000;  this produces a total value for the  Individual
sub-account of $56,000.  Assume also that no premium tax is payable and that the
annuity tables in the Contract provide,  for the option elected, a first monthly
variable annuity payment of $5.22 per $1,000 of value applied; the first monthly
payment to the annuitant would thus be 56 multiplied by $5.22, or $292.32.

Assume that the Annuity Unit value for the  Valuation  Period in which the first
monthly payment was due was $1.30000000.  This is divided into the amount of the
first  monthly  payment  to  establish  the  number  of  Annuity  Units  for the
participant:  $292.32  $1.30000000  produces 224.862 Annuity Units. The value of
this number of Annuity Units will be paid in each subsequent month.

    3.  SECOND  MONTHLY  PAYMENT.  The  current  Annuity  Unit  value  is  first
calculated.  Assume  a net  investment  factor  of  1.01000000  for  the  second
Valuation Period  preceding the due date of the second monthly payment.  This is
multiplied  by  .99753980 to  neutralize  the assumed net  investment  rate of 3
percent per annum built into the number of Annuity Units determined above (if an
assumed net investment  rate of 5 percent had been elected,  the  neutralization
factor  would be  .99594241),  producing  a result of  1.00751520.  This is then
multiplied by the Annuity Unit value for the Valuation  Period preceding the due
date of the second  monthly  payment  (assume this value to be  $1.30000000)  to
produce the current Annuity Unit value, $1.30976976.

The second monthly payment is then calculated by multiplying the constant number
of Annuity Units by the current  Annuity Unit value:  224.862 times  $1.30976976
produces a payment of $294.52.

FINANCIAL STATEMENTS

Audited  financial  statements of Conseco Variable Annuity Account E and Conseco
Variable Insurance Company as of December 31, 1998 are included herein.



Table of Contents

December 31, 1998

================================================================================

Great American Reserve Variable Annuity Account E                           Page

Statement of Assets and Liabilities as of December 31, 1998 ................   2
Statements of Operations for the Years Ended December 31,
  1998 and 1997 ............................................................   4
Statements of Changes in Net Assets for the Years Ended
  December 31, 1998 and 1997 ...............................................   4
Notes to Financial Statements ..............................................   5
Report of Independent Accountants ..........................................   7


<PAGE>


GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E

Statement of Assets and Liabilities

December 31, 1998



<TABLE>
<CAPTION>
====================================================================================================================================
                                                                                             SHARES          COST           VALUE
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                       <C>             <C>            <C>
Assets:
   Investments in portfolio shares, at net asset value (Note 2):
     The Alger American Fund:
       Growth Portfolio................................................................      94,197.9   $  4,307,257   $  5,013,213
       Leveraged AllCap Portfolio......................................................     144,045.4      3,706,701      5,027,186
       MidCap Growth Portfolio.........................................................      85,673.7      2,160,402      2,473,401
       Small Capitalization Portfolio..................................................     134,702.2      5,731,138      5,922,856
     American Century Variable Portfolios, Inc.:
       International Fund..............................................................     185,819.9      1,372,236      1,415,948

       Value Fund......................................................................     507,034.7      3,461,317      3,412,344
       Income and Growth Fund..........................................................      34,226.9        205,328        232,059
     Berger Institutional Products Trust:
       100 Fund........................................................................     150,018.5      1,835,260      1,933,738
       Growth and Income Fund..........................................................     393,863.3      5,792,302      6,549,946
       Small Company Growth Fund.......................................................      86,150.9      1,092,217      1,057,933
       BIAM International Fund.........................................................     205,876.7      2,065,215      2,307,878
     Conseco Series Trust:
       Asset Allocation Portfolio......................................................   1,670,205.7     23,112,722     22,828,352
       Common Stock Portfolio..........................................................   1,429,174.4     30,509,525     30,849,762
       Corporate Bond Portfolio........................................................     590,377.5      5,990,334      5,930,358
       Government Securities Portfolio.................................................     167,645.2      2,030,678      2,036,226
       Money Market Portfolio..........................................................   7,044,817.8      7,044,818      7,044,818
     Dreyfus Stock Index Fund..........................................................     985,198.5     26,149,533     32,038,656
     The Dreyfus Socially Responsible Growth Fund, Inc.................................     209,628.6      5,749,997      6,515,256
     Dreyfus Variable Investment Fund:
       Disciplined Stock Portfolio.....................................................      12,824.9        256,054        294,331
       International Value Portfolio...................................................       3,337.7         48,421         44,892
     Federated Insurance Series:
       High Income Bond Fund II........................................................     621,059.8      6,746,156      6,781,973
       International Equity Fund II....................................................     116,501.8      1,860,309      1,792,962
       Utility Fund II.................................................................     222,058.9      3,101,469      3,390,839
     Invesco Variable Investment Funds, Inc.:
       High Yield Portfolio............................................................      12,555.4        154,071        142,128
       Industrial Income Portfolio.....................................................       7,837.5        141,445        145,855
     Janus Aspen Series:
       Aggressive Growth Portfolio.....................................................     180,096.3      3,633,774      4,968,857
       Growth Portfolio................................................................     496,319.9      9,670,117     11,683,369
       Worldwide Growth Portfolio......................................................     950,521.0     23,257,295     27,650,656
     Lazard Retirement Series, Inc.:
       Equity Portfolio................................................................     107,745.9      1,105,896      1,190,592
       Small Cap Portfolio.............................................................      15,664.9        144,345        149,130
     Lord Abbett Series Fund, Inc.
       Growth and Income Portfolio.....................................................      15,243.8        307,640        314,769
     Mitchell Hutchins Series Trust:
       Growth and Income Portfolio.....................................................      13,261.5        183,877        196,402
     Neuberger & Berman Advisers Management Trust:
       Limited Maturity Bond Portfolio.................................................      83,729.8      1,140,552      1,157,146
       Partners Portfolio..............................................................     429,199.7      8,430,818      8,124,750
     Strong Variable Insurance Funds, Inc.:
       Growth Fund II..................................................................      56,314.8        773,582        902,163
     Strong Opportunity Fund II, Inc...................................................      80,253.0      1,730,447      1,743,095
     Van Eck Worldwide Insurance Trust:
       Worldwide Hard Assets Fund (formerly Gold and Natural Resources Fund) (Note 1)..     133,894.7      1,795,112      1,231,831
       Worldwide Bond Fund.............................................................     266,219.5      2,901,273      3,269,176
       Worldwide Emerging Markets Fund.................................................     156,317.1      1,512,723      1,112,978
       Worldwide Real Estate Fund......................................................       3,700.7         35,650         35,305
- ------------------------------------------------------------------------------------------------------------------------------------
         Total assets...............................................................................................    218,913,129

Liabilities:
   Amounts due to Conseco Variable Insurance Company................................................................        258,497
- ------------------------------------------------------------------------------------------------------------------------------------
         Net assets (Note 6)........................................................................................   $218,654,632
====================================================================================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

2
<PAGE>


GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E

Statement of Assets and Liabilities - Continued

December 31, 1998


<TABLE>
<CAPTION>
====================================================================================================================================
                                                                                            UNITS        UNIT VALUE   REPORTED VALUE
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                       <C>           <C>            <C>
Net assets attributable to:
  Contract owners' deferred annuity reserves:
     The Alger American Fund:
       Growth Portfolio................................................................   2,650,327.7   $   1.889410   $  5,007,557
       Leveraged AllCap Portfolio......................................................   1,757,689.1       2.856798      5,021,363
       MidCap Growth Portfolio.........................................................   1,718,378.4       1.437775      2,470,641
       Small Capitalization Portfolio..................................................   3,775,576.6       1.566862      5,915,809
     American Century Variable Portfolios, Inc.:
       International Fund..............................................................   1,104,956.1       1.279955      1,414,294
       Value Fund......................................................................   2,689,736.3       1.267116      3,408,208
       Income and Growth Fund..........................................................     214,243.0       1.081920        231,794
     Berger Institutional Products Trust:
       100 Fund........................................................................   1,458,644.8       1.324112      1,931,410
       Growth and Income Fund..........................................................   3,900,875.4       1.677071      6,542,045
       Small Company Growth Fund.......................................................     892,904.9       1.183412      1,056,675
       BIAM International Fund.........................................................   2,075,530.7       1.110669      2,305,228
     Conseco Series Trust:
       Asset Allocation Portfolio......................................................  10,615,722.9       2.147855     22,801,038
       Common Stock Portfolio..........................................................  11,148,307.8       2.763812     30,811,824
       Corporate Bond Portfolio........................................................   4,326,193.1       1.369208      5,923,457
       Government Securities Portfolio.................................................   1,543,010.8       1.318099      2,033,841
       Money Market Portfolio..........................................................   5,969,565.3       1.178748      7,036,615
     Dreyfus Stock Index Fund..........................................................  13,802,783.1       2.318443     32,000,971
     The Dreyfus Socially Responsible Growth Fund, Inc.................................   2,868,834.2       2.268331      6,507,465
     Dreyfus Variable Investment Fund:
       Disciplined Stock Portfolio.....................................................     273,971.4       1.071933        293,679
       International Value Portfolio...................................................      47,624.5       0.941707         44,848
     Federated Insurance Series:
       High Income Bond Fund II........................................................   4,956,911.2       1.366573      6,773,980
       International Equity Fund II....................................................   1,216,875.7       1.471681      1,790,852
       Utility Fund II.................................................................   1,955,544.4       1.731943      3,386,891
     Invesco Variable Investment Funds, Inc.:
       High Yield Portfolio............................................................     149,344.3       0.950601        141,967
       Industrial Income Portfolio.....................................................     141,539.9       1.029287        145,685
     Janus Aspen Series:
       Aggressive Growth Portfolio.....................................................   2,503,350.5       1.982620      4,963,194
       Growth Portfolio................................................................   5,285,447.5       2.207852     11,669,487
       Worldwide Growth Portfolio......................................................  11,703,337.6       2.359887     27,618,549
     Lazard Retirement Series, Inc.:
       Equity Portfolio................................................................   1,126,898.4       1.055270      1,189,182
       Small Cap Portfolio.............................................................     174,150.7       0.855373        148,964
     Lord Abbett Series Fund, Inc.:
       Growth and Income Portfolio.....................................................     312,997.0       1.004593        314,434
     Mitchell Hutchins Series Trust:
       Growth and Income Portfolio.....................................................     197,924.6       0.989814        195,909
     Neuberger & Berman Advisers Management Trust:
       Limited Maturity Bond Portfolio.................................................   1,076,377.0       1.073805      1,155,819
       Partners Portfolio..............................................................   6,369,007.3       1.274108      8,114,802
     Strong Variable Insurance Funds, Inc.:
       Growth Fund II..................................................................     559,106.3       1.611675        901,098
     Strong Opportunity Fund II, Inc...................................................   1,264,364.4       1.377011      1,741,043
     Van Eck Worldwide Insurance Trust:
       Worldwide Hard Assets Fund (formerly Gold and Natural Resources Fund) (Note 1)..   1,485,879.8       0.828049      1,230,382
       Worldwide Bond Fund.............................................................   2,826,107.0       1.155392      3,265,261
       Worldwide Emerging Markets Fund.................................................   1,728,987.9       0.642969      1,111,686
       Worldwide Hard Assets Fund (Note 1).............................................       1,015.7       1.397707          1,420
       Worldwide Real Estate Fund......................................................      41,417.3       0.851446         35,265
- ------------------------------------------------------------------------------------------------------------------------------------
         Net assets.................................................................................................   $218,654,632
====================================================================================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

3
<PAGE>


GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E

Statements of Operations

For the Years Ended December 31, 1998 and 1997


<TABLE>
<CAPTION>
====================================================================================================================================
                                                                                                             1998           1997
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                     <C>            <C>
Investment income:
   Dividends from investments in portfolio shares....................................................   $  8,749,779   $  7,456,439
- ------------------------------------------------------------------------------------------------------------------------------------

Expenses:
   Mortality and expense risk fees...................................................................      2,119,799        848,167
   Administrative fees...............................................................................        254,376        101,780
- ------------------------------------------------------------------------------------------------------------------------------------
     Total expenses..................................................................................      2,374,175        949,947
- ------------------------------------------------------------------------------------------------------------------------------------
       Net investment income.........................................................................      6,375,604      6,506,492
- ------------------------------------------------------------------------------------------------------------------------------------
Net realized gains (losses) and unrealized appreciation (depreciation) on investments:
   Net realized gains on sales of investments in portfolio shares....................................      2,964,511        284,803
   Net change in unrealized appreciation of investments in portfolio shares..........................     14,847,690      1,446,801
- ------------------------------------------------------------------------------------------------------------------------------------
     Net gain on investments in portfolio shares.....................................................     17,812,201      1,731,604
- ------------------------------------------------------------------------------------------------------------------------------------
       Net increase in net assets from operations....................................................   $ 24,187,805   $  8,238,096
====================================================================================================================================
</TABLE>




Statements of Changes in Net Assets

For the Years Ended December 31, 1998 and 1997



<TABLE>
<CAPTION>
====================================================================================================================================
                                                                                                             1998           1997
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                     <C>            <C>
Changes from operations:
   Net investment income.............................................................................   $  6,375,604   $  6,506,492
   Net realized gains on sales of investments in portfolio shares....................................      2,964,511        284,803
   Net change in unrealized appreciation of investments in portfolio shares..........................     14,847,690      1,446,801
- ------------------------------------------------------------------------------------------------------------------------------------
     Net increase in net assets from operations......................................................     24,187,805      8,238,096
- ------------------------------------------------------------------------------------------------------------------------------------
Changes from contract owners' transactions:
   Net contract purchase payments....................................................................     85,403,562     75,117,717
   Contract redemptions..............................................................................     (6,164,480)   (2,305,982)
   Net transfers from fixed account..................................................................         63,987        146,732
- ------------------------------------------------------------------------------------------------------------------------------------
     Net increase in net assets from contract owners' transactions...................................     79,303,069     72,958,467
- ------------------------------------------------------------------------------------------------------------------------------------
       Net increase in net assets....................................................................    103,490,874     81,196,563
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, beginning of year........................................................................    115,163,758     33,967,195
- ------------------------------------------------------------------------------------------------------------------------------------
       Net assets, end of year (Note 6)..............................................................   $218,654,632   $115,163,758
====================================================================================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.


4
<PAGE>


GREAT AMERICAN RESERVE VARIABLE ANNUITY ACCOUNT E

Notes to Financial Statements

December 31, 1998

================================================================================

(1)  General

     Conseco  Variable   Insurance  Company  (formerly  Great  American  Reserve
Insurance  Company  prior to its name change in October 1998)  Variable  Annuity
Account E ("Account E") is registered under the Investment  Company Act of 1940,
as amended, as a unit investment trust. It is anticipated that on May 1, 1999, a
filing will be made with the  Securities  and Exchange  Commission to change the
name of Great American Reserve Variable Account E to Conseco Variable Account E.
Account E was established on November 12, 1993, and commenced operations on July
25, 1994, as a segregated  investment  account for individual and group variable
annuity  contracts  which are  registered  under the Securities Act of 1933. The
operations  of Account E are  included  in the  operations  of Conseco  Variable
Insurance  Company  (the  "Company")  pursuant  to the  provisions  of the Texas
Insurance Code. The Company is an indirect  wholly owned  subsidiary of Conseco,
Inc., a publicly-held  specialized  financial services holding company listed on
the New York Stock Exchange.

     Prior  to  June 1,  1995,  Account  E  invested  solely  in  shares  of the
portfolios of the Conseco  Series  Trust.  Currently,  the following  investment
options are available (effective date in parenthesis):

THE ALGER AMERICAN FUND
     Growth Portfolio (June 1, 1996)
     Leveraged AllCap Portfolio (June 1, 1995)
     MidCap Growth Portfolio (June 1, 1996)
     Small Capitalization Portfolio (June 1, 1995)

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
     Income and Growth Fund (May 1, 1998)
     International Fund (May 1, 1997)
     Value Fund (May 1, 1997)

BERGER INSTITUTIONAL PRODUCTS TRUST
     100 Fund (June 1, 1996)
     Growth and Income Fund (June 1, 1996)
     Small Company Growth Fund (June 1, 1996)
     BIAM International Fund (May 1, 1997)

CONSECO SERIES TRUST
     Asset Allocation Portfolio
     Common Stock Portfolio
     Corporate Bond Portfolio
     Government Securities Portfolio
     Money Market Portfolio

THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC. (JUNE 1, 1995)

DREYFUS STOCK INDEX FUND (JUNE 1, 1995)

DREYFUS VARIABLE INVESTMENT FUND (MAY 1, 1998)
     International Value Portfolio
     Disciplined Stock Portfolio

FEDERATED INSURANCE SERIES (JUNE 1, 1995)
     High Income Bond Fund II
     International Equity Fund II
     Utility Fund II

INVESCO VARIABLE INVESTMENT FUNDS, INC. (MAY 1, 1998)
     High Yield Portfolio
     Industrial Income Portfolio

JANUS ASPEN SERIES (JUNE 1, 1995)
     Aggressive Growth Portfolio
     Growth Portfolio
     Worldwide Growth Portfolio

LAZARD RETIREMENT SERIES, INC. (MAY 1, 1998)
     Equity Portfolio
     Small Cap Portfolio

LORD ABBETT SERIES FUND, INC. (MAY 1, 1998)
     Growth and Income Portfolio

MITCHELL HUTCHINS SERIES TRUST (MAY 1, 1998)
     Growth and Income Portfolio

NEUBERGER & BERMAN ADVISERS MANAGEMENT TRUST
     (MAY 1, 1997)
     Limited Maturity Bond Portfolio
     Partners Portfolio

STRONG VARIABLE INSURANCE FUNDS, INC.
     Growth Fund II (May 1, 1997)

STRONG OPPORTUNITY FUND II, Inc. (MAY 1, 1997)

VAN ECK WORLDWIDE INSURANCE TRUST

     Worldwide Hard Assets Fund (formerly Gold and Natural
       Resources Fund) (June 1, 1995)
     Worldwide Bond Fund (June 1, 1995)
     Worldwide Emerging Markets Fund (June 1, 1996)
     Worldwide Real Estate Fund (May 1, 1998)

     Van Eck Worldwide Insurance Trust terminated the Worldwide Hard Assets Fund
on May 1,  1997,  and the Gold  and  Natural  Resources  Fund  was  renamed  the
Worldwide Hard Assets Fund. The remaining units in the terminated fund relate to
a contract owner who has not transferred out.

     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  increases  and  decreases  in  net  assets  from
operations during the reporting  period.  Actual results could differ from those
estimates.

(2)  Summary of Significant Accounting Policies

INVESTMENT VALUATION, TRANSACTIONS AND INCOME

     Investments in portfolio shares are valued using the net asset value of the
respective  portfolios at the end of each New York Stock Exchange  business day.
Investment share  transactions are accounted for on a trade date basis (the date
the order to purchase  or redeem  shares is  executed)  and  dividend  income is
recorded on the  ex-dividend  date. The cost of investments in portfolio  shares
sold is determined on a first-in  first-out  basis.  Account E does not hold any
investments which are restricted as to resale.

     Net  investment  income and net  realized  gains  (losses)  and  unrealized
appreciation  (depreciation)  on  investments  are allocated to the contracts on
each  valuation  date based on each  contract's  pro rata share of the assets of
Account E as of the beginning of the valuation date.

FEDERAL INCOME TAXES

     No provision  for federal  income  taxes has been made in the  accompanying
financial  statements  because the  operations  of Account E are included in the
total  operations of the Company,  which is treated as a life insurance  company
for federal income tax purposes under the Internal  Revenue Code. Net investment
income and realized gains (losses) are retained in Account E and are not taxable
until  received  by the  contract  owner or  beneficiary  in the form of annuity
payments or other distributions.


                                                                               5
<PAGE>


(2)  Summary of Significant Accounting Policies (Continued)

ANNUITY RESERVES

     Deferred annuity contract  reserves are comprised of net contract  purchase
payments less  redemptions  and benefits.  These reserves are adjusted daily for
the net  investment  income  and net  realized  gains  (losses)  and  unrealized
appreciation (depreciation) on investments.

(3)  Purchases and Sales of Investments in Portfolio Shares

     The aggregate  cost of purchases of  investments  in portfolio  shares were
$137,408,045  and  $90,025,395  for the years ended  December 31, 1998 and 1997,
respectively.  The  aggregate  proceeds from sales of  investments  in portfolio
shares were  $51,611,210  and  $10,491,816 for the years ended December 31, 1998
and 1997, respectively.

(4)  Deductions and Expenses

     Although periodic  retirement payments to contract owners vary according to
the investment performance of the portfolios,  such payments are not affected by
mortality or expense  experience  because the Company  assumes the mortality and
expense risks under the  contracts.

     The  mortality  risk  assumed by the Company  results from the life annuity
payment  option in the  contracts  in which the Company  agrees to make  annuity
payments regardless of how long a particular annuitant or other payee lives. The
annuity  payments  are  determined  in  accordance  with annuity  purchase  rate
provisions  established  at the  time the  contracts  are  issued.  Based on the
actuarial  determination of expected mortality,  the Company is required to fund
any deficiency in the annuity payment reserves from its general account assets.

     The expense risk assumed by the Company is the risk that the deductions for
sales and  administrative  expenses may prove  insufficient  to cover the actual
sales and  administrative  expenses.  The Company deducts daily from Account E a
fee, which is equal on an annual basis to 1.25 percent of the daily value of the
total  investments  of Account E, for assuming the mortality and expense  risks.
These fees were  $2,119,799  and $848,167 for the years ended  December 31, 1998
and 1997, respectively.

     Pursuant to an agreement  between  Account E and the Company  (which may be
terminated  by  the  Company  at any  time),  the  Company  provides  sales  and
administrative  services to Account E, as well as a minimum  death benefit prior
to retirement for the contracts.  The Company may deduct a percentage of amounts
surrendered to cover sales  expenses.  The percentage  varies up to 9.00 percent
based upon the number of years the  contract  has been held.  In  addition,  the
Company deducts units from individual contracts annually and upon full surrender
to cover an  administrative  fee of $30  unless  the  value of the  contract  is
$25,000 or greater.  This fee is recorded as a  redemption  in the  accompanying
Statement  of Changes  of Net  Assets.  Sales and  administrative  charges  were
$489,585  and  $120,852  for  the  years  ended  December  31,  1998  and  1997,
respectively.  The Company  also deducts  daily from  Account E a fee,  which is
equal on an  annual  basis  to 0.15  percent  of the  daily  value of the  total
investments  of Account E, for  administrative  expenses.  These  expenses  were
$254,376  and  $101,780  for  the  years  ended  December  31,  1998  and  1997,
respectively.


(5)  Other Transactions With Affiliates

     Conseco Equity Sales,  Inc., an affiliate of the Company,  is the principal
underwriter  and performs all variable  annuity sales functions on behalf of the
Company  through  various  retail  broker/dealers  including  Conseco  Financial
Services, Inc., an affiliate of the Company.

(6)  Net Assets

   Net assets consisted of the following at December 31, 1998:

================================================================================

Proceeds from the sales of units since organization,
   less cost of units redeemed ................................     $182,802,095
Undistributed net investment income ...........................       14,775,680
Undistributed net realized gains on sales of investments ......        3,411,734
Net unrealized appreciation of investments ....................       17,665,123
- --------------------------------------------------------------------------------
     Net assets ...............................................     $218,654,632
================================================================================


6
<PAGE>


REPORT OF INDEPENDENT ACCOUNTANTS

================================================================================

To The Board of Directors  of Conseco Variable
Insurance  Company and Contract Owners of
Great American Reserve Variable Annuity
Account E

     In our opinion,  the  accompanying  statement of assets and liabilities and
the  related  statements  of  operations  and of changes  in net assets  present
fairly, in all material  respects,  the financial position of the Great American
Reserve Variable Annuity Account E (the "Account") at December 31, 1998, and the
results of its  operations and the changes in its net assets for each of the two
years in the period then ended, in conformity with generally accepted accounting
principles.  These financial  statements are the responsibility of the Account's
management;  our  responsibility  is to express  an  opinion on these  financial
statements  based on our  audits.  We  conducted  our audits of these  financial
statements  in accordance  with  generally  accepted  auditing  standards  which
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,  assessing the  accounting  principles
used and  significant  estimates made by management,  and evaluating the overall
financial  statement  presentation.  We believe that our audits,  which included
confirmation  of portfolio  shares owned at December 31, 1998 by  correspondence
with the custodians, provide a reasonable basis for the opinion expressed above.


/s/ PricewaterhouseCoopers LLP

Indianapolis, Indiana
February 10, 1999




                        REPORT OF INDEPENDENT ACCOUNTANTS




To the Shareholders and Board of Directors
Conseco Variable Insurance Company

     In our opinion,  the accompanying  balance sheet and the related statements
of  operations,  shareholder's  equity and cash  flows  present  fairly,  in all
material respects,  the financial position of Conseco Variable Insurance Company
(the "Company") at December 31, 1998 and 1997, and the results of its operations
and its cash flows for each of the three years in the period ended  December 31,
1998,  in  conformity  with  generally  accepted  accounting  principles.  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 of these  statements  in  accordance  with
generally accepted auditing standards which 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,
assessing the  accounting  principles  used and  significant  estimates  made by
management,  and evaluating the overall  financial  statement  presentation.  We
believe  that our audits  provide a reasonable  basis for the opinion  expressed
above.




                                                   /s/PricewaterhouseCoopers LLP
                                                   PricewaterhouseCoopers LLP

Indianapolis, Indiana
March 30, 1999



                                       F-1





<TABLE>
<CAPTION>
                       CONSECO VARIABLE INSURANCE COMPANY

                                  BALANCE SHEET
                           December 31, 1998 and 1997
                              (Dollars in millions)

                                     ASSETS


                                                                                            1998              1997
                                                                                            ----             ----
Investments:
    Actively managed fixed maturities at fair value (amortized cost:
<S>    <C>    <C>       <C>    <C>                                                       <C>                <C>     
       1998 - $1,520.5; 1997 - $1,705.2)...............................................  $1,524.1           $1,734.0
    Equity securities at fair value (cost: 1998 - $46.0 million; 1997 - $25.1 million).      45.7               25.4
    Mortgage loans.....................................................................     110.2              146.1
    Policy loans.......................................................................      79.6               80.6
    Other invested assets .............................................................     103.1               62.8
    Short-term investments.............................................................      48.4               49.5
    Assets held in separate accounts...................................................     696.4              402.1
                                                                                       ----------         ----------

          Total investments............................................................   2,607.5            2,500.5


Accrued investment income..............................................................      30.5               30.5
Cost of policies purchased.............................................................      98.0              106.4
Cost of policies produced..............................................................      82.5               55.9
Reinsurance receivables................................................................      22.2               21.9
Goodwill (net of accumulated amortization: 1998 - $14.7; 1997 - $13.2).................      46.7               48.2
Other assets...........................................................................      24.3                8.3
                                                                                       -----------      ------------

          Total assets.................................................................  $2,911.7           $2,771.7
                                                                                         ========           ========
</TABLE>




                            (continued on next page)



                   The accompanying notes are an integral part
                          of the financial statements.

                                       F-2






                       CONSECO VARIABLE INSURANCE COMPANY

                            BALANCE SHEET (Continued)
                           December 31, 1998 and 1997
                 (Dollars in millions, except per share amount)


<TABLE>
<CAPTION>
                      LIABILITIES AND SHAREHOLDER'S EQUITY


                                                                                            1998             1997
                                                                                            ----             ----
<S>                                                                                         <C>              <C>
Liabilities:
    Insurance liabilities:

       Interest sensitive products.....................................................  $1,365.2           $1,522.1
       Traditional products............................................................     246.2              248.3
       Claims payable and other policyholder funds.....................................      62.6               62.5
       Liabilities related to separate accounts........................................     696.4              402.1
    Income tax liabilities.............................................................      37.5               44.2
    Investment borrowings..............................................................      65.7               61.0
    Other liabilities..................................................................      33.0               14.6
                                                                                       -----------       -----------

            Total liabilities..........................................................   2,506.6            2,354.8
                                                                                        ---------          ---------

Shareholder's equity:
    Common stock and additional paid-in capital (par value $4.80 per share, 1,065,000
       shares authorized,  1,043,565 shares issued and outstanding)....................     380.8              380.8
    Accumulated other comprehensive income:
       Unrealized gains of fixed maturity securities (net of applicable deferred
          income taxes:  1998 - $.5; 1997 - $4.4)......................................       1.0                8.2
       Unrealized gains (losses) of other investments (net of applicable deferred
          income taxes:  1998 - $(.9); 1997 - $.3).....................................      (1.8)                .5
    Retained earnings..................................................................      25.1               27.4
                                                                                       -----------       -----------

            Total shareholder's equity.................................................     405.1              416.9
                                                                                       ----------         ----------

            Total liabilities and shareholder's equity.................................  $2,911.7           $2,771.7
                                                                                         ========           ========
</TABLE>

    The accompanying notes are an integral part of the financial statements.



                                       F-3






                       CONSECO VARIABLE INSURANCE COMPANY

<TABLE>
<CAPTION>
                             STATEMENT OF OPERATIONS
              for the years ended December 31, 1998, 1997 and 1996
                              (Dollars in millions)


                                                                         1998              1997            1996
                                                                         ----              ----            ----
<S>                                                                     <C>              <C>               <C>
Revenues:

    Insurance policy income..........................................   $  73.6          $  75.7           $  81.4
    Net investment income............................................     198.0            222.6             218.4
    Net investment gains.............................................      18.5             13.3               2.7
                                                                       --------         --------         ---------

          Total revenues.............................................     290.1            311.6             302.5
                                                                        -------          -------           -------

Benefits and expenses:
    Insurance policy benefits........................................     170.6            191.0             180.6
    Amortization.....................................................      33.6             27.1              20.3
    Other operating costs and expenses...............................      38.7             32.2              60.5
                                                                       --------         --------          --------

          Total benefits and expenses................................     242.9            250.3             261.4
                                                                        -------          -------           -------

          Income before income taxes.................................      47.2             61.3              41.1

Income tax expense...................................................      16.6             22.1              15.4
                                                                       --------         --------          --------

          Net income.................................................   $  30.6          $  39.2           $  25.7
                                                                        =======          =======           =======
</TABLE>

    The accompanying notes are an integral part of the financial statements.


                                       F-4







                       CONSECO VARIABLE INSURANCE COMPANY

<TABLE>
<CAPTION>
                        STATEMENT OF SHAREHOLDER'S EQUITY
              for the years ended December 31, 1998, 1997 and 1996
                              (Dollars in millions)

                                                                            Common stock       Accumulated other
                                                                           and additional        comprehensive     Retained
                                                              Total        paid-in capital       income (loss)     earnings
                                                              -----        ---------------       -------------     --------

<S>                                                           <C>             <C>                 <C>              <C>
Balance, December 31, 1995.................................   $442.6          $380.8              $  12.4          $ 49.4

   Comprehensive income, net of tax:
     Net income............................................     25.7             -                    -              25.7
     Change in unrealized appreciation (depreciation) of
       securities (net of applicable income taxes of ($9.7))   (17.0)            -                  (17.0)            -
                                                             -------

         Total comprehensive income........................      8.7

   Dividends on common stock...............................    (54.4)            -                    -             (54.4)
                                                             -------      ----------          -----------       ---------

Balance, December 31, 1996.................................    396.9           380.8                 (4.6)           20.7

   Comprehensive income, net of tax:
     Net income............................................     39.2             -                    -              39.2
     Change in unrealized appreciation (depreciation) of
       securities (net of applicable income taxes of $7.2).     13.3             -                   13.3             -
                                                            --------

         Total comprehensive income........................     52.5

   Dividends on common stock...............................    (32.5)            -                    -             (32.5)
                                                             -------      ----------          -----------          ------

Balance, December 31, 1997.................................    416.9           380.8                  8.7            27.4

   Comprehensive income, net of tax:
     Net income............................................     30.6             -                    -              30.6
     Change in unrealized appreciation (depreciation) of
       securities (net of applicable income taxes of $(5.1))    (9.5)            -                   (9.5)            -
                                                            --------

         Total comprehensive income........................     21.1

   Dividends on common stock...............................    (32.9)            -                    -             (32.9)
                                                             -------      ----------          -----------          ------

Balance, December 31, 1998.................................   $405.1          $380.8             $    (.8)         $ 25.1
                                                              ======          ======             ========          ======
</TABLE>


    The accompanying notes are an integral part of the financial statements.


                                       F-5









<TABLE>
<CAPTION>
                       CONSECO VARIABLE INSURANCE COMPANY

                             STATEMENT OF CASH FLOWS
              for the years ended December 31, 1998, 1997 and 1996
                              (Dollars in millions)


                                                                         1998              1997             1996
                                                                         ----              ----             ----
<S>                                                                  <C>               <C>             <C>
Cash flows from operating activities:

   Net income........................................................$       30.6      $    39.2       $      25.7
     Adjustments to reconcile net income to net
       cash provided by operating activities:
         Amortization................................................        43.0           27.1              20.3
         Income taxes................................................        (1.2)           6.7              (3.9)
         Insurance liabilities.......................................       120.0           95.2             112.5
         Accrual and amortization of investment income.................       1.6             .3               3.1
         Deferral of cost of policies produced  .......................     (35.3)         (31.8)            (13.2)
         Investment gains..............................................     (18.5)         (13.3)             (2.7)
         Other.........................................................     (38.3)        (4.6)             (8.8)
                                                                         ---------     ----------      ------------

         Net cash provided by operating activities...................       101.9         118.8             133.0
                                                                       -----------      --------       -----------

Cash flows from investing activities:
   Sales of investments..............................................     1,185.0         755.2             988.9
   Maturities and redemptions........................................       145.5         150.4             101.7
   Purchases of investments..........................................    (1,420.7)       (923.5)         (1,049.6)
                                                                       ----------        --------         ---------

         Net cash provided (used) by investing activities............       (90.2)        (17.9)             41.0
                                                                       -----------       ---------      ------------

Cash flows from financing activities:
   Deposits to insurance liabilities.................................       400.4         255.9             169.8
   Investment borrowings.............................................         4.7          12.6             (35.8)
   Withdrawals from insurance liabilities............................      (385.0)       (302.2)           (267.7)
   Dividends paid on common stock....................................       (32.9)        (32.5)            (44.5)
                                                                       ------------       --------       -----------

         Net cash used by financing activities.......................       (12.8)        (66.2)           (178.2)
                                                                       ------------      ---------        ----------

         Net increase (decrease) in short-term
           investments...............................................        (1.1)         34.7              (4.2)

Short-term investments, beginning of year............................        49.5          14.8              19.0
                                                                     -------------     ---------      ------------

Short-term investments, end of year..................................$       48.4      $   49.5       $      14.8
                                                                     =============      ========       ===========
</TABLE>

    The accompanying notes are an integral part of the financial statements.


                                       F-6




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------







1.   SIGNIFICANT ACCOUNTING POLICIES

     Basis of Presentation

     Conseco  Variable   Insurance  Company  ("we"  or  the  "Company")  markets
tax-qualified annuities and certain employee benefit-related  insurance products
through  professional  independent  agents.  Prior to its name change in October
1998,  the Company was named Great American  Reserve  Insurance  Company.  Since
August 1995,  the Company has been a wholly owned  subsidiary  of Conseco,  Inc.
("Conseco"),  a financial  services  holding  company  operating  throughout the
United  States.  Conseco's  life  insurance  subsidiaries  develop,  market  and
administer  supplemental health insurance,  annuity,  individual life insurance,
individual  and group major  medical  insurance  and other  insurance  products.
Conseco's finance subsidiaries  originate,  purchase,  sell and service consumer
and commercial finance loans.

     The following summary explains the accounting  policies we use to arrive at
the more  significant  numbers  in our  financial  statements.  We  prepare  our
financial statements in accordance with generally accepted accounting principles
("GAAP").  We follow  the  accounting  standards  established  by the  Financial
Accounting   Standards  Board,  the  American   Institute  of  Certified  Public
Accountants and the Securities and Exchange Commission.  We reclassified certain
amounts in our 1997 and 1996 financial  statements and notes to conform with the
1998 presentation.

     Investments

     Fixed  maturities  are  securities  that  mature  more than one year  after
issuance and include bonds,  notes  receivable and redeemable  preferred  stock.
Fixed  maturities  that we may sell prior to maturity are classified as actively
managed and are carried at estimated  fair value,  with any  unrealized  gain or
loss,  net  of  tax  and  related  adjustments,   recorded  as  a  component  of
shareholder's  equity.  Fixed maturity  securities that we intend to sell in the
near term are  classified as trading and included in other invested  assets.  We
include any  unrealized  gain or loss on trading  securities  in net  investment
gains.

     Equity securities  include  investments in common stocks and non-redeemable
preferred  stock. We carry these  investments at estimated fair value. We record
any unrealized gain or loss, net of tax and related adjustments,  as a component
of shareholder's equity.

     Mortgage  loans held in our  investment  portfolio are carried at amortized
unpaid balances, net of provisions for estimated losses.

     Policy loans are stated at their current unpaid principal balances.

     Other   invested   assets   include   trading    securities   and   certain
non-traditional investments.  Non-traditional investments include investments in
venture  capital  funds,  limited  partnerships,  mineral  rights and promissory
notes;  we account for them using either the cost method,  or for investments in
partnerships over whose operations the Company exercises significant  influence,
the equity method.

     Short-term  investments  include commercial paper,  invested cash and other
investments  purchased with maturities of less than three months.  We carry them
at amortized cost,  which  approximates  their estimated fair value. We consider
all short-term investments to be cash equivalents.

     We defer any fees received or costs incurred when we originate  investments
(primarily  mortgage loans). We amortize fees, costs,  discounts and premiums as
yield  adjustments over the contractual  lives of the  investments.  We consider
anticipated  prepayments on mortgage-backed  securities in determining estimated
future yields on such securities.


                                       F-7




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------


     When we sell a  security  (other  than a trading  security),  we report the
difference between our sale proceeds and its amortized cost (determined based on
specific identification) as an investment gain or loss.



     We regularly  evaluate  all of our  investments  based on current  economic
conditions, credit loss experience and other investee-specific  developments. If
there is a decline  in a  security's  net  realizable  value  that is other than
temporary,  we treat it as a  realized  loss and  reduce  our cost  basis of the
security to its estimated fair value.

     Separate Accounts

     Separate  accounts are funds on which investment income and gains or losses
accrue  directly  to certain  policyholders.  The assets of these  accounts  are
legally segregated. They are not subject to the claims that may arise out of any
other  business of the  Company.  We report  separate  account  assets at market
value; the underlying  investment risks are assumed by the contract holders.  We
record  the  related  liabilities  at amounts  equal to the market  value of the
underlying assets.

     Cost of Policies Produced

     The costs that vary with,  and are  primarily  related  to,  producing  new
insurance  business  are referred to as cost of policies  produced.  We amortize
these costs using the interest rate credited to the  underlying  policy;  (I) in
relation  to  the  estimated   gross   profits  for   universal   life-type  and
investment-type  products;  or (ii) in  relation to future  anticipated  premium
revenue for other products.

     When we sell  investments  backing our  universal  life or  investment-type
product  business at a gain or loss, we adjust the  amortization  to reflect the
change in future investment yields resulting from the sale (thereby changing the
future  amortization to offset the change in yield).  We also adjust the cost of
policies  produced for the change in amortization  that would have been recorded
if actively  managed  fixed  maturity  securities  had been sold at their stated
aggregate fair value and the proceeds  reinvested at current yields.  We include
the impact of this  adjustment  in net  unrealized  appreciation  (depreciation)
within shareholder's equity.

     Each year, we evaluate the recoverability of the unamortized balance of the
cost of policies produced.  We consider estimated future gross profits or future
premiums,  expected mortality or morbidity,  interest earned and credited rates,
persistency and expenses in determining whether the balance is recoverable.

     Cost of Policies Purchased

     The cost assigned to the right to receive  future cash flows from contracts
existing  at the  date of an  acquisition  is  referred  to as cost of  policies
purchased. This balance is amortized, evaluated for recoverability, and adjusted
for the impact of realized and  unrealized  gains (losses) in the same manner as
the cost of policies produced described above.

     Goodwill

     Goodwill is the excess of the amount  paid to acquire the Company  over the
fair value of its net assets. We amortize  goodwill on the  straight-line  basis
over a 40-year period. We continually monitor the value of our goodwill based on
our  estimates  of future  earnings.  We  determine  whether  goodwill  is fully
recoverable  from  projected  undiscounted  net cash  flows  over the  remaining
amortization period. If we were to determine that changes in such projected cash
flows no longer  support  the  recoverability  of  goodwill  over the  remaining
amortization  period,  we would reduce its carrying  value with a  corresponding
charge to expense or  shorten  the  amortization  period (no such  changes  have
occurred).

     Recognition of Insurance Policy Income and Related Benefits and Expenses on
     Insurance Contracts

     Generally,  we  recognize  insurance  premiums  for  traditional  life  and
accident and health contracts as earned over the

                                       F-8




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------


premium-paying periods. We establish reserves for future benefits on a net-level
premium  method  based upon  assumptions  as to  investment  yields,  mortality,
morbidity, withdrawals and dividends. We record premiums for universal life-type
and  investment-type  contracts  that do not involve  significant  mortality  or
morbidity  risk  as  deposits  to  insurance  liabilities.  Revenues  for  these
contracts consist of mortality,  morbidity,  expense and surrender  charges.  We
establish reserves for the estimated present value of the remaining net costs of
all reported and unreported claims.

     Reinsurance

     In the normal course of business,  we seek to limit our exposure to loss on
any single  insured or to certain  groups of policies by ceding  reinsurance  to
other  insurance  enterprises.  We currently  retain no more than $.5 million of
mortality risk on any one policy.  We diversify the risk of reinsurance  loss by
using a number of  reinsurers  that have strong  claims-paying  ratings.  If any
reinsurer  could  not  meet  its  obligations,  the  Company  would  assume  the
liability. The likelihood of a material loss being incurred as the result of the
failure of one of our reinsurers is considered  remote.  The cost of reinsurance
ceded totaled $21.0 million,  $24.2 million and $24.6 million in 1998,  1997 and
1996,  respectively.  Reinsurance  recoveries  netted against  insurance  policy
benefits  totaled $21.8 million,  $14.9 million and $19.4 million in 1998,  1997
and 1996, respectively.

     Income Taxes

     Our  income  tax  expense  includes  deferred  income  taxes  arising  from
temporary  differences  between the tax and financial  reporting bases of assets
and liabilities.  In assessing the realization of deferred income tax assets, we
consider  whether it is more likely than not that the deferred income tax assets
will be realized. The ultimate realization of deferred income tax assets depends
upon  generating  future  taxable  income during the periods in which  temporary
differences  become  deductible.  If future income is not generated as expected,
deferred  income tax assets may need to be written off (no such  write-offs have
occurred).

     Investment Borrowings

     As part of our investment  strategy,  we may enter into reverse  repurchase
agreements and dollar-roll  transactions to increase our investment return or to
improve  our  liquidity.   We  account  for  these  transactions  as  collateral
borrowings,  where  the  amount  borrowed  is  equal to the  sales  price of the
underlying   securities.   Reverse  repurchase  agreements  involve  a  sale  of
securities and an agreement to repurchase the same securities at a later date at
an agreed-upon price. Dollar rolls are similar to reverse repurchase  agreements
except that, with dollar rolls, the repurchase involves securities that are only
substantially the same as the securities sold. We account for these transactions
as short-term collateralized borrowings.  Such borrowings averaged approximately
$66.0 million  during 1998  (compared  with an average of $90.4  million  during
1997)  and  were  collateralized  by  investment  securities  with  fair  values
approximately  equal to the loan value.  The weighted  average  interest rate on
short-term  collateralized borrowings was 4.4 percent in both 1998 and 1997. The
primary risk  associated  with  short-term  collateralized  borrowings is that a
counterparty  will be unable to  perform  under the terms of the  contract.  Our
exposure is limited to the excess of the net replacement  cost of the securities
over the value of the  short-term  investments  (such excess was not material at
December 31, 1998). We believe the  counterparties to our reverse repurchase and
dollar-roll  agreements are financially  responsible  and that the  counterparty
risk is minimal.

     Use of Estimates

     When we prepare  financial  statements  in  conformity  with  GAAP,  we are
required to make estimates and  assumptions  that  significantly  affect various
reported  amounts of assets and  liabilities,  and the  disclosure of contingent
assets and liabilities at the date of the financial  statements and revenues and
expenses during the reporting periods. For example, we use significant estimates
and  assumptions in calculating  values for the cost of policies  produced,  the
cost of policies  purchased,  goodwill,  liabilities  for  insurance and deposit
products, liabilities related to litigation,  guaranty fund assessment accruals,
gain on sale of finance  receivables  and deferred  income taxes.  If our future
experience  differs  materially  from  these  estimates  and  assumptions,   our
financial statements could be affected.


                                       F-9




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------

     Fair Values of Financial Instruments


     We use the  following  methods and  assumptions  to determine the estimated
fair values of financial instruments:

     Investment securities.  For fixed maturity securities (including redeemable
     preferred stocks) and for equity and trading securities, we use quotes from
     independent pricing services,  where available.  For investment  securities
     for which  such  quotes are not  available,  we use  values  obtained  from
     broker-dealer  market makers or by discounting  expected  future cash flows
     using a current market rate appropriate for the yield, credit quality,  and
     (for fixed  maturity  securities)  the  maturity  of the  investment  being
     priced.

     Short-term  investments.  We use quoted market prices.  The carrying amount
     for these instruments approximates their estimated fair value.

     Mortgage loans and policy loans. We discount future expected cash flows for
     loans  included  in  our  investment  portfolio  based  on  interest  rates
     currently  being offered for similar loans to borrowers with similar credit
     ratings.   We  aggregate   loans  with  similar   characteristics   in  our
     calculations.

     Other invested  assets.  We use quoted market prices,  where available.
     When quotes are not  available,  we assume a market value equal to carrying
     value.

     Insurance liabilities for investment contracts. We discount future expected
     cash flows  based on interest  rates  currently  being  offered for similar
     contracts with similar maturities.

     Investment  borrowings.  Due to the short-term  nature of these  borrowings
     (terms  generally less than 30 days),  estimated fair values are assumed to
     approximate the carrying amount reported in the balance sheet.

     Here are the estimated fair values of our financial instruments:

<TABLE>
<CAPTION>
                                                                              1998                           1997
                                                                   -----------------------   ------------------------------------
                                                                   Carrying           Fair       Carrying            Fair
                                                                    Amount            Value       Amount             Value
                                                                                        (Dollars in millions)
<S>                                                                <C>             <C>           <C>                 <C>
Financial assets:
   Actively managed fixed maturities............................   $1,524.1        $1,524.1      $1,734.0        $1,734.0
   Equity securities ...........................................       45.7            45.7          25.4            25.4
   Mortgage loans...............................................      110.2           119.0         146.1           154.6
   Policy loans.................................................       79.6            79.6          80.6            80.6
   Other invested assets........................................      103.1           103.1          62.8            62.8
   Short-term investments.......................................       48.4            48.4          49.5            49.5

Financial liabilities:
   Insurance liabilities for investment contracts (1)...........    1,036.0         1,036.0       1,177.5         1,177.5
   Investment borrowings........................................       65.7            65.7          61.0            61.0
<FN>
(1)  The estimated fair value of the  liabilities  for investment  contracts was
     approximately  equal to its  carrying  value at December 31, 1998 and 1997.
     This was because  interest  rates  credited on the vast majority of account
     balances  approximate current rates paid on similar  investment  contracts
     and because  these rates are not generally  guaranteed  beyond one year. We
     are not required to disclose fair values for insurance  liabilities,  other
     than those for investment  contracts.  However,  we take into consideration
     the  estimated  fair  values of all  insurance  liabilities  in our overall
     management  of  interest  rate risk.  We attempt to  minimize  exposure  to
     changing interest rates by matching investment  maturities with amounts due
     under insurance contracts.
</FN>
</TABLE>

     Recently Issued Accounting Standards

     Statement  of  Financial  Accounting  Standards  No. 133,  "Accounting  for
Derivative Instruments and Hedging Activities" ("SFAS  133")  was  issued  in
June  1998.  SFAS  133  requires  all  derivative instruments to be recorded on
the balance sheet at estimated fair value. Changes in the fair value of
derivative  instruments  are to be  recorded  each  period either in current
earnings or other comprehensive income, depending on whether a derivative is
designated  as part of a hedge  transaction  and, if it is, on the type of hedge
transaction. SFAS 133 is effective for year 2000. We are currently evaluating
the impact of SFAS 133; at present,  we do not believe it will have a material
effect on our financial position or results of operations.


                                      F-10




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------


2.   INVESTMENTS:

       At December 31, 1998,  the  amortized  cost and  estimated  fair value of
actively managed fixed maturities and equity securities were as follows:

<TABLE>
<CAPTION>
                                                                                        Gross         Gross      Estimated
                                                                         Amortized   unrealized    unrealized      fair
                                                                           cost         gains        losses        value
                                                                           ----         -----        ------        -----
                                                                        (Dollars in millions)
<S>                                                                     <C>             <C>          <C>       <C>
Investment grade:
   Corporate securities................................................ $   860.4       $20.7        $15.0     $   866.1
   United States Treasury securities and obligations of
     United States government corporations and agencies................      26.9          .8           .2          27.5
   States and political subdivisions...................................      17.3          .3          -            17.6
   Debt securities issued by foreign governments.......................      11.7         -             .8          10.9
   Mortgage-backed securities .........................................     487.4         8.0          1.2         494.2
Below-investment grade (primarily corporate securities)................     116.8         1.2         10.2         107.8
                                                                       ----------     -------       ------    ----------

     Total actively managed fixed maturities...........................  $1,520.5       $31.0        $27.4      $1,524.1
                                                                         ========       =====        =====      ========

Equity securities......................................................$     46.0     $    .8       $  1.1    $     45.7
                                                                       ==========     =======       ======    ==========
</TABLE>

     At December  31,  1997,  the  amortized  cost and  estimated  fair value of
actively managed fixed maturities and equity securities were as follows:

<TABLE>
<CAPTION>
                                                                                        Gross         Gross      Estimated
                                                                         Amortized   unrealized    unrealized      fair
                                                                           cost         gains        losses        value
                                                                           ----         -----        ------        -----
                                                                                         (Dollars in millions)
<S>                                                                     <C>             <C>         <C>        <C>
Investment grade:
   Corporate securities................................................ $   955.8       $28.3       $  5.3     $   978.8
   United States Treasury securities and obligations of
     United States government corporations and agencies................      28.0          .7          -            28.7
   States and political subdivisions...................................      20.4         1.1           .1          21.4
   Debt securities issued by foreign governments.......................      13.5          .1           .7          12.9
   Mortgage-backed securities .........................................     551.6         8.6           .4         559.8
Below-investment grade (primarily corporate securities)................     135.9         1.8          5.3         132.4
                                                                       ----------     -------      -------    ----------

     Total actively managed fixed maturities...........................  $1,705.2       $40.6        $11.8      $1,734.0
                                                                         ========       =====        =====      ========

Equity securities......................................................$     25.1     $    .5      $    .2    $     25.4
                                                                       ==========     =======      =======    ==========
</TABLE>

     Net  unrealized   gains   (losses)  on  actively   managed  fixed  maturity
investments  included in shareholders'  equity as of December 31, 1998 and 1997,
were as follows:

<TABLE>
<CAPTION>
                                                                                                        1998       1997
                                                                                                        ----       ----
                                                                                                     (Dollars in millions)

<S>                                                                                                    <C>         <C>
Net unrealized gains on actively managed fixed maturity investments..................................  $  3.6      $  28.8
Adjustments to cost of policies purchased and cost of policies produced..............................    (2.1)       (16.2)
Deferred income tax benefit..........................................................................     (.5)        (4.4)
                                                                                                      -------     --------
       Net unrealized gain on actively managed fixed maturity investments...........................   $  1.0     $    8.2
                                                                                                        ======     ========
</TABLE>


                                      F-11




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------


     The following  table sets forth the amortized cost and estimated fair value
of actively  managed  fixed  maturities  at December  31, 1998,  by  contractual
maturity.  Actual  maturities will differ from  contractual  maturities  because
borrowers may have the right to call or prepay  obligations with or without call
or prepayment  penalties.  Most of the  mortgage-backed  securities  shown below
provide for periodic payments throughout their lives.

<TABLE>
<CAPTION>
                                                                                                                 Estimated
                                                                                                 Amortized         fair
                                                                                                   cost            value
                                                                                                   ----            -----
                                                                                                     (Dollars in millions)

<S>                                                                                             <C>           <C>
Due in one year or less........................................................................ $     14.5    $     14.5
Due after one year through five years..........................................................      132.1         133.4
Due after five years through ten years.........................................................      249.3         245.6
Due after ten years............................................................................      637.2         636.4
                                                                                                ----------    ----------

     Subtotal..................................................................................    1,033.1       1,029.9
Mortgage-backed securities.....................................................................      487.4         494.2
                                                                                                ----------    ----------

        Total actively managed fixed maturities ...............................................   $1,520.5      $1,524.1
                                                                                                  ========      ========
</TABLE>


       Net investment income consisted of the following:

<TABLE>
<CAPTION>
                                                                                          1998         1997         1996
                                                                                          ----         ----         ----
                                                                                               (Dollars in millions)

<S>                                                                                      <C>           <C>         <C>
Actively managed fixed maturity securities...........................................    $118.4        $133.6      $146.4
Equity securities....................................................................       3.2           1.7         1.6
Mortgage loans.......................................................................      12.1          16.4        19.0
Policy loans.........................................................................       5.1           5.4         5.0
Other invested assets................................................................      13.3           7.7         9.8
Short-term investments...............................................................       2.9           3.4         2.3
Separate accounts....................................................................      44.1          55.7        35.6
                                                                                       --------      --------    --------

    Gross investment income..........................................................     199.1         223.9       219.7
Investment expenses..................................................................       1.1           1.3         1.3
                                                                                      ---------     ---------   ---------

       Net investment income.........................................................    $198.0        $222.6      $218.4
                                                                                         ======        ======      ======
</TABLE>

     The Company had no  significant  fixed  maturity  investments  and mortgage
loans that were not accruing investment income in 1998, 1997 and 1996.











                                      F-12




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------



     Investment  gains (losses),  net of investment  expenses,  were included in
revenue as follows:

<TABLE>
<CAPTION>

                                                                                           1998         1997         1996
                                                                                           ----         ----         ----
                                                                                                (Dollars in millions)
<S>                                                                                     <C>            <C>          <C>
Fixed maturities:
    Gross gains........................................................................ $  34.0        $20.6        $16.6
    Gross losses.......................................................................   (12.4)        (5.1)        (9.2)
    Other than temporary decline in fair value.........................................        -         (.3)         (.2)
                                                                                       -----------  --------      -------

         Net investment gains from fixed maturities before expenses....................    21.6         15.2          7.2

Other..................................................................................      .1          2.2          (.6)
                                                                                       ----------    -------      -------

         Net investment gains before expenses..........................................    21.7         17.4          6.6
Investment expenses....................................................................     3.2          4.1          3.9
                                                                                       ---------     -------      -------

         Net investment gains.......................................................... $  18.5        $13.3       $  2.7
                                                                                        =======        =====       ======
</TABLE>

     At December 31, 1998, the mortgage loan balance was primarily  comprised of
commercial loans.  Approximately 15 percent,  12 percent, 12 percent, 11 percent
and 8 percent  of the  mortgage  loan  balance  were on  properties  located  in
California,  Michigan, Florida, Texas and Georgia,  respectively. No other state
comprised  greater  than 8 percent  of the  mortgage  loan  balance.  Noncurrent
mortgage  loans were  insignificant  at December 31, 1998. At December 31, 1998,
our allowance for loss on mortgage loans was $.8 million.

     Life insurance  companies are required to maintain  certain  investments on
deposit with state regulatory authorities. Such assets had an aggregate carrying
value of $16.1 million at December 31, 1998.

     The Company had no investments in any single entity in excess of 10 percent
of shareholder's  equity at December 31, 1998, other than investments  issued or
guaranteed by the United States government or a United States government agency.
3.   INSURANCE LIABILITIES:


     These liabilities consisted of the following:
<TABLE>
<CAPTION>
                                                                                    Interest
                                                         Withdrawal    Mortality      rate
                                                         assumption   assumption   assumption      1998              1997
                                                         ----------   ----------   ----------      ----              ----
                                                                                                    (Dollars in millions)
<S>                                                       <C>          <C>          <C>             <C>              <C>
   Future policy benefits:
     Interest-sensitive products:

       Investment contracts............................      N/A          N/A         (C)        $1,036.0       $1,177.5
       Universal life-type contracts...................      N/A          N/A         4.8%          329.2          344.6
                                                                                               ----------     ----------

         Total interest-sensitive products.............                                           1,365.2        1,522.1
                                                                                                ---------      ---------
     Traditional products:
       Traditional life insurance contracts............    Company        (a)         7.6%          139.9          142.8
                                                         experience
       Limited-payment contracts.......................     None          (b)         7.6%          106.3          105.5
                                                                                               ----------     ----------

         Total traditional products....................                                             246.2          248.3
                                                                                               ----------     ----------

   Claims payable and other policyholder funds ........      N/A          N/A          N/A           62.6           62.5
   Liabilities related to separate accounts............      N/A          N/A          N/A          696.4          402.1
                                                                                               ----------     ----------

       Total...........................................                                          $2,370.4       $2,235.0
                                                                                                 ========       ========

                                      F-13




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------
<FN>
- -------------

(a)  Principally  modifications  of the 1975 - 80  Basic,  Select  and  Ultimate
     Tables.
(b)  Principally  the 1984  United  States  Population  Table  and the NAIC 1983
     Individual Annuitant Mortality Table.

(c)  At  December  31, 1998 and 1997,  approximately  95 percent and 97 percent,
     respectively,  of this liability  represented account balances where future
     benefits are not  guaranteed.  The weighted  average  interest  rate on the
     remainder of the liabilities  representing  the present value of guaranteed
     future benefits was approximately 6 percent at December 31, 1998.

</FN>
</TABLE>

4.   INCOME TAXES:

     Income tax liabilities were comprised of the following:

<TABLE>
<CAPTION>
                                                                                                      1998           1997
                                                                                                      ----           ----
                                                                                                        (Dollars in millions)
Deferred income tax liabilities (assets):
<S>                                                                                               <C>              <C>
    Investments (primarily actively managed fixed maturities)..................................   $    5.4         $  9.8
    Cost of policies purchased and cost of policies produced...................................       56.7           52.2
    Insurance liabilities......................................................................      (28.2)         (19.5)
    Unrealized appreciation (depreciation).....................................................        (.4)           4.7
    Other......................................................................................       (2.2)          (4.0)
                                                                                                  --------         ------

         Deferred income tax liabilities.......................................................       31.3           43.2
Current income tax liabilities (assets)........................................................        6.2            1.0
                                                                                                 ---------        -------

         Income tax liabilities................................................................    $  37.5         $ 44.2
                                                                                                   =======         ======
</TABLE>


       Income tax expense was as follows:
<TABLE>
<CAPTION>
                                                                                               1998       1997       1996
                                                                                               ----       ----       ----
                                                                                                  (Dollars in millions)

<S>                                                                                            <C>        <C>        <C>
Current tax provision.....................................................................     $20.8      $16.3      $10.5
Deferred tax provision (benefit)..........................................................      (4.2)       5.8        4.9
                                                                                              ------    -------    -------
         Income tax expense...............................................................     $16.6      $22.1      $15.4
                                                                                               =====      =====      =====
</TABLE>

     A reconciliation  of the income tax provisions based on the U.S.  statutory
corporate tax rate to the provisions reflected in the statement of operations is
as follows:

<TABLE>
<CAPTION>
                                                                                                1998       1997       1996
                                                                                                ----       ----       ----
                                                                                                   (Dollars in millions)

<S>                                                                                             <C>        <C>        <C>
Tax on income before income taxes at statutory rate.......................................      35.0%      35.0%      35.0%
State taxes...............................................................................       1.0         .7        1.5
Other.....................................................................................       (.8)        .3        1.0
                                                                                                 -----     ------    -------

         Income tax expense...............................................................      35.2%      36.0%      37.5%
                                                                                                ====       ====       ====
</TABLE>

5.   OTHER DISCLOSURES:

     Litigation

     The  Company is involved  on an ongoing  basis in  lawsuits  related to its
operations.  Although the ultimate  outcome of certain of such matters cannot be
predicted,  none of such  lawsuits  currently  pending  against  the  Company is
expected, individually or in the aggregate,  to have a material  adverse effect
on the Company's  financial condition, cash flows or results of operations.

                                      F-14




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------

     Guaranty Fund Assessments

     The balance  sheet at December  31,  1998,  includes:  (i) accruals of $2.4
million,  representing our estimate of all known assessments that will be levied
against the Company by various  state  guaranty  associations  based on premiums
written through  December 31, 1998; and (ii) receivables of $1.9 million that we
estimate  will be  recovered  through a reduction in future  premium  taxes as a
result of such  assessments.  These  estimates  are  subject to change  when the
associations determine more precisely the losses that have occurred and how such
losses will be allocated among the insurance  companies.  We recognized  expense
for such  assessments  of $1.1  million in 1998,  $1.2  million in 1997 and $1.4
million in 1996.

     Related Party Transactions

     The Company  operates  without  direct  employees  through  management  and
service  agreements  with  subsidiaries  of  Conseco.  Fees  for  such  services
(including  data  processing,  executive  management and  investment  management
services) are based on Conseco's  direct and directly  allocable costs plus a 10
percent  margin.  Total fees incurred by the Company under such  agreements were
$37.8 million in 1998, $36.7 million in 1997 and $44.1 million in 1996.

     During 1998 and 1997, the Company purchased $13.0 million and $11.2 million
par value, respectively,  of senior subordinated notes issued by subsidiaries of
Conseco.  Such notes had a carrying  value of $45.5 million and $29.8 million at
December 31, 1998 and 1997, respectively,  and are classified as "other invested
assets"  in  the  accompanying  balance  sheet.  In  addition,  during  1997,  a
subsidiary of Conseco  redeemed $16.5 million par value of such notes which were
purchased in 1996.

6.   OTHER OPERATING STATEMENT DATA:

     Insurance policy income consisted of the following:

<TABLE>
<CAPTION>
                                                                                           1998         1997         1996
                                                                                           ----         ----         ----
                                                                                                (Dollars in millions)
<S>                                                                                       <C>           <C>         <C>
Traditional products:

    Direct premiums collected.........................................................    $445.8        $309.6      $241.3
    Reinsurance assumed...............................................................      15.6          14.9         1.7
    Reinsurance ceded.................................................................     (21.0)        (24.2)      (24.6)
                                                                                         -------       -------     -------

          Premiums collected, net of reinsurance......................................     440.4         300.3       218.4
    Less premiums on universal life and products
       without mortality and morbidity risk which are
       recorded as additions to insurance liabilities ................................     400.4         255.9       169.8
                                                                                         -------       -------     -------
          Premiums on traditional products with mortality or morbidity risk,
             recorded as insurance policy income......................................      40.0          44.4        48.6
Fees and surrender charges on interest sensitive products.............................      33.6          31.3        32.8
                                                                                        --------      --------    --------

          Insurance policy income.....................................................   $  73.6       $  75.7     $  81.4
                                                                                         =======       =======     =======
</TABLE>

     The five states with the largest  shares of 1998  collected  premiums  were
Texas (17 percent), Florida (16 percent), California (13 percent), Michigan (7.1
percent) and Indiana (6.2 percent).  No other state  accounted for more than 5.0
percent of total collected premiums.




                                      F-15




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------




     Changes in the cost of policies purchased were as follows:

<TABLE>
<CAPTION>
                                                                                           1998         1997         1996
                                                                                           ----         ----         ----
                                                                                                (Dollars in millions)

<S>                                                                                       <C>          <C>         <C>
Balance, beginning of year............................................................    $106.4       $143.0     $120.0
    Amortization......................................................................     (21.1)      (15.4)      (15.3)
    Amounts related to fair value adjustment of actively managed fixed maturities.....      11.8       (21.2)       36.6
    Other ............................................................................        .9          -          1.7
                                                                                      ----------  -----------   ---------

Balance, end of year..................................................................   $  98.0       $106.4      $143.0
                                                                                         =======       ======      ======
</TABLE>

     Based on current  conditions  and  assumptions  as to future  events on all
policies in force,  the Company expects to amortize  approximately 10 percent of
the December 31, 1998,  balance of cost of policies purchased in 1999, 9 percent
in 2000,  9 percent  in 2001,  8  percent  in 2002 and 8  percent  in 2003.  The
discount  rates  used to  determine  the  amortization  of the cost of  policies
purchased ranged from 3.6 percent to 8.0 percent and averaged 5.8 percent.

     Changes in the cost of policies produced were as follows:
<TABLE>
<CAPTION>
                                                                                           1998         1997         1996
                                                                                           ----         ----         ----
                                                                                                (Dollars in millions)

<S>                                                                                      <C>            <C>         <C>
Balance, beginning of year............................................................   $  55.9        $38.2       $24.0
    Additions.........................................................................      35.3         31.8        13.2
    Amortization......................................................................     (11.0)       (10.2)       (3.5)
    Amounts related to fair value adjustment of actively managed fixed maturities.....       2.3         (3.9)        4.5
                                                                                         ---------     -------     -------

Balance, end of year..................................................................   $  82.5        $55.9       $38.2
                                                                                         =======        =====       =====
</TABLE>

7.   STATEMENT OF CASH FLOWS:

     Income taxes paid during 1998,  1997, and 1996,  were $17.1 million,  $14.8
million and $18.1 million, respectively.

     Short-term  investments having original  maturities of three months or less
are  considered  to be cash  equivalents.  All cash is  invested  in  short-term
investments.

8.   STATUTORY INFORMATION:

     Statutory  accounting  practices  prescribed  or  permitted  for  insurance
companies by regulatory  authorities differ from generally  accepted  accounting
principles. The Company reported the following amounts to regulatory agencies:

<TABLE>
<CAPTION>
                                                                                     1998            1997
                                                                                     ----            ----
                                                                                      (Dollars in millions)

<S>                                                                                <C>              <C>
   Statutory capital and surplus.................................................. $134.0           $140.7
   Asset valuation reserve........................................................   30.9             29.2
   Interest maintenance reserve...................................................   73.1             68.8
                                                                                  --------        --------

       Total...................................................................... $238.0           $238.7
                                                                                   ======           ======
</TABLE>




                                      F-16




                       CONSECO VARIABLE INSURANCE COMPANY

                          Notes to Financial Statements
                         ------------------------------



     The  Company's  statutory net income was $32.7  million,  $32.7 million and
$32.6 million in 1998, 1997 and 1996, respectively.

     State insurance laws generally restrict the ability of insurance  companies
to pay dividends or make other distributions. Approximately $32.9 million of the
Company's net assets at December 31, 1998,  are available  for  distribution  in
1999 without permission of state regulatory authorities.










                                      F-17



                                     PART C

                                OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

 
     (a)  The financial  statements of the Separate Account and Conseco Variable
          Insurance Company (the "Company") are included in Part B hereof.

     (b)  Exhibits

          (1)  -Resolution of the Board of Directors of Great  American  Reserve
               authorizing the  establishment of Variable Account dated November
               12, 1993.***

          (2)  -Not Applicable.

          (3)  -Form of  Principal  Underwriting  Agreement  by and among  Great
               American Reserve, Variable Account and GARCO Equity Sales.***

          (4)(a) -- Form of Individual Fixed/Variable Annuity Contract.***

          (4)(b) -- Form of Group Fixed/Variable Annuity Contract.***

          (5)  -Application for Contracts.***

          (6)  (i)-Articles of Incorporation of Great American Reserve.**

          (6)  (ii) -Bylaws of Great American Reserve.**

          (7)  -Not Applicable.

          (8)  (i)-Form of Fund  Participation  Agreement by and among The Alger
               American Fund, Great American Reserve  Insurance Company and Fred
               Alger and Company, Incorporated.*

          (8)  (ii)-Form  of Fund  Participation  Agreement  by and among  Great
               American Reserve Insurance Company, Berger Institutional Products
               Trust and BBOI Worldwide LLC.*

          (8)  (iii)-Form of Fund  Participation  by and between Great  American
               Reserve  Insurance  Company,   Insurance  Management  Series  and
               Federated Securities Corp.*

          (8)  (iv)-Form of Fund  Participation  between Great American  Reserve
               Insurance Company,  Van Eck Worldwide Insurance Trust and Van Eck
               Associates Corporation.*

          (8)  (v)-Form of Fund  Participation  Agreement  by and  between  Lord
               Abbett Series Fund, Inc.,  Lord,  Abbett & Co. and Great American
               Reserve Insurance Company.*

          (8)  (vi)-Form  of  Fund  Participation   Agreement  between  American
               Century  Investment  Services,  Inc. and Great  American  Reserve
               Insurance Company.*

          (8)  (vii)-Form  of  Fund  Participation   Agreement  between  INVESCO
               Variable  Investment Funds,  Inc.,  INVESCO Funds Group, Inc. and
               the Company.**

          (9)  -- Opinion and Consent of Counsel.

          (10) -- Consent of Independent Accountants.

          (11) -- Not Applicable.

          (12) -- None.

          (13) -- Schedule for  computation  of  performance  quotations. 

          (27) -- Not Applicable

     *Incorporated  by reference to  Pre-Effective  Amendment No. 1 to Form N-4,
Great American Reserve Variable Annuity Account F, File Nos. 333-40309/811-08483
filed electronically on February 3, 1998.

     **Incorporated  by reference to Form N-4, Great American  Reserve  Variable
Annuity  Account  G,  File Nos.  333-00373/811-07501,  filed  electronically  on
January 23, 1996.

     ***Incorporated by reference to Post-Effective  Amendment No. 6 to Form N-4
(File Nos. 33-74092 and 811-08288) filed electronically on May 15, 1998.

ITEM 25.  DIRECTORS AND OFFICERS OF CONSECO VARIABLE

The  following  table sets forth  certain  information  regarding  the executive
officers of the Company who are engaged  directly or  indirectly  in  activities
relating to the Variable  Account or the  Contracts.  Their  principal  business
address is 11825 N. Pennsylvania Street, Carmel, IN 46032.

Name and Principal              Position and Offices
  Business Address*                with Depositor
- -------------------  ---------------------------------------

Ngaire E. Cuneo         Director

Stephen C. Hilbert      Director and Chairman of the Board
 
Rollin M. Dick          Director, Executive Vice President and
                        Chief Financial Officer

Thomas J. Kilian        Director and President
 

John J. Sabl            Director, Executive Vice President, General
                        Counsel and Secretary

James S. Adams          Senior Vice President and Treasurer


ITEM 26.  PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

     The following information concerns those companies that may be deemed to be
controlled  by or under common  control with  Registrant  (all 100% owned unless
indicated otherwise):

     CONSECO, INC. (Indiana) - (publicly traded)
       Green Tree Financial Corporation
       Washington National Corporation
          Washington National Insurance Company
             United Presidential Life Insurance Company
       CIHC, Incorporated (Delaware)
              Bankers National Life Insurance Company (Texas)
                      National Fidelity Life Insurance Company (Missouri)
              Bankers Life Insurance Company of Illinois (Illinois)
                      Bankers Life & Casualty Company (Illinois)
                               Certified Life Insurance Company (California)
              Jefferson National Life Insurance Company of Texas (Texas)
                 Conseco Variable Insurance Company (Texas)
                        Conseco Annuity Assurance Company (Illinois)
                                Vulcan Life Insurance Company (Indiana) - (98%)
                 Conseco Senior Health Insurance Company (Pennsylvania)
                        United General Life Insurance Company (Texas)
                        Conseco Life Insurance Company of New York (New York)
              Wabash Life Insurance Company (Kentucky)
                    Conseco Life Insurance Company (Indiana)
          Pioneer Financial Services, Inc.
              Pioneer Life Insurance Company
                    Health and Life Insurance Company
                    Manhattan National Life Insurance Company
                       Conseco Medical Insurance Company
            Conseco Direct Life Insurance Company
            Providential Life Insurance Company
          Capitol American Financial Corporation (Ohio)
          Conseco Health Insurance Company (Arizona)
                      Frontier National Life Insurance Company (Ohio)
         Conseco Capital Management, Inc. (Delaware)
         Conseco Equity Sales, Inc. (Texas)
         Conseco Financial Services, Inc. (Delaware)
         Conseco Marketing, LLC (Indiana)
         Conseco Services, LLC (Indiana)
         Lincoln American Life Insurance Company (Tennessee)
         Marketing Distribution Systems, Consulting Group, Inc. (Delaware)
              MDS of New Jersey, Inc. (New Jersey)
              Bankmark School of Business, Inc. (Delaware)
         Conseco Series Trust (Massachusetts)*
         Conseco Fund Group (Massachusetts) (publicly held)**

*    The shares of Conseco Series Trust  currently are sold to Bankers  National
     Variable  Account B, Conseco  Variable  Annuity Account C, Conseco Variable
     Annuity Account E, Conseco Variable Annuity Account F, and Conseco Variable
     Annuity  Account  G,  each  being  segregated  asset  accounts  established
     pursuant  to Texas law by  Bankers  National  Life  Insurance  Company  and
     Conseco Variable Insurance Company, respectively.  Shares of Conseco Series
     Trust are also  sold to BMA  Variable  Life  Account  A of  Business  Men's
     Assurance Company of America.

**   The  shares  of the  Conseco  Fund  Group are sold to the  public;  Conseco
     affiliates currently hold in excess of 95% of its shares.
 
ITEM 27.  NUMBER OF CONTRACT OWNERS
 
     As of April 13, 1999,  there were 11,120 Qualified  Contract  Owners and
1,951 Non-Qualified Contract Owners.
 
ITEM 28.  INDEMNIFICATION

     The Board of Directors of the Company is indemnified by the Company against
claims  and  liabilities  to which such  person may become  subject by reason of
having  been a member of such Board or by reason of any  action  alleged to have
been taken or omitted by him as such member, and the member shall be indemnified
for all legal and other expenses  reasonably  incurred by him in connection with
any such  claim  or  liability;  however,  no  indemnification  shall be made in
connection with any claim or liability unless such person (i) conducted  himself
in good faith,  (ii) in the case of conduct in his official capacity as a member
of the Board of Directors,  reasonably believed that his conduct was in the best
interests of Variable Account,  and, in all other cases reasonably believed that
his conduct was at least not opposed to the best interests of Variable  Account,
and (iii) in the case of any criminal  proceeding,  had no  reasonable  cause to
believe that his conduct was unlawful.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be  permitted  to  members  of the  Company's  Board  of  Directors,
officers and  controlling  persons of the Registrant  pursuant to the provisions
described under "Indemnification" or otherwise,  the Registrant 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 is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than payment by the Registrant of expenses  incurred or
paid by a member of the Board of Directors, officer or controlling person of the
Registrant  in the  successful  defense of any action,  suit or  proceeding)  is
asserted by such member of the Board of Directors, officer or controlling person
in connection with the securities being registered,  the Registrant 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.

     The  Variable  Account  has  no  officers  or  employees.  Employees  of an
affiliated company who perform administrative  services for the Variable Account
are covered by an officers and directors liability policy.

ITEM 29.  PRINCIPAL UNDERWRITER

(a)  Conseco  Equity  Sales,  Inc.  ("Conseco  Equity  Sales") is the  principal
     underwriter for the following investment companies (other than Registrant):

Conseco Variable Annuity Account C
Conseco Variable Annuity Account F
Conseco Variable Annuity Account G
Conseco Fund Group
Rydex Advisor Variable Annuity Account
BMA Variable Life Account A
 
(b)  The following table sets forth certain  information  regarding the officers
     and  directors  of  Conseco  Equity  Sales.   Their  address  is  11815  N.
     Pennsylvania Street, Carmel, IN 46032.

NAME AND PRINCIPAL                       POSITIONS AND OFFICES
 BUSINESS ADDRESS                        WITH CONSECO EQUITY SALES, INC.
- - --------------------                    --------------------------------

L. Gregory Gloeckner                    President and Director

                                        Senior Vice President, Treasurer
James S. Adams                          and Director

                                        Vice President, Senior Counsel,
William P. Kovacs                       Secretary, and Director

William T. Devanney, Jr.                Senior Vice President, Corporate Taxes

Christene H. Darnell                    Vice President, Management Reporting

Donald B. Johnston                      Vice President, National Sales Director

Christine E. Monical                    Second Vice President and Assistant
                                        General Counsel

<TABLE>
<CAPTION>
                          NET UNDERWRITING
NAME OF                   DISCOUNTS AND          COMPENSATION ON           BROKERAGE
PRINCIPAL UNDERWRITER     COMMISSIONS            REDEMPTION                COMMISSIONS       COMPENSATION*
- - ---------------------     -----------            -------------             -----------       -------------
<S>                           <C>                        <C>                       <C>              <C>
 
Conseco Equity                 None                       None                      None             None
Sales, Inc.
</TABLE>

*Fees paid by the Company for serving as underwriter
 
ITEM 30.  LOCATION OF ACCOUNTS AND RECORDS

     The accounts,  books, or other  documents  required to be maintained by the
Registrant  pursuant to Section 31(a) of the Investment  Company Act of 1940 and
the rules  promulgated  thereunder  are in the  possession  of Conseco  Variable
Insurance Company, 11825 N. Pennsylvania Street, Carmel, Indiana 46032.
 
ITEM 31.  MANAGEMENT SERVICES

     Not Applicable.

ITEM 32.  UNDERTAKINGS

     1. The 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
16 months old for so long as payments under the variable  annuity  contracts may
be accepted.

     2. The  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.

     3. The Registrant  hereby undertakes to deliver any Statement of Additional
Information  and any financial  statements  required to be made available  under
Form N-4 promptly upon written or oral request.

     4. The Securities and Exchange  Commission  (the "SEC") issued the American
Counsel of Life Insurance an industry wide  no-action  letter dated November 28,
1988,  stating  that the SEC  would  not  recommend  any  enforcement  action if
registered  separate accounts funding  tax-sheltered  annuity contracts restrict
distributions  to plan  participants  in  accordance  with the  requirements  of
Section 403(b)(11), provided certain conditions and requirements were met. Among
these conditions and  requirements,  any registered  separate account relying on
the no-action position of the SEC must:

          (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 in 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; and

          (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  (i)  the
     restrictions  on  redemption  imposed by Section  403(b)(11),  and (ii) the
     investment  alternatives  available  under the  employer's  Section  403(b)
     arrangement,  to which the  participant  may elect to transfer his contract
     value.

     The  Registrant  is  relying  on the  no-action  letter.  Accordingly,  the
provisions of paragraphs (1) - (4) above have been complied with.
 
     5. The  Company  represents  that the fees and charges  deducted  under the
Contracts,  in the  aggregate,  are  reasonable  in  relation  to  the  services
rendered,  the expenses  expected to be incurred,  and the risks  assumed by the
Company.

                                   SIGNATURES
 
     As required by the Securities Act of 1933 and the Investment Company Act of
1940, as amended,  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 Carmel, State of Indiana, on this 22nd day of April, 1999.
 

                         CONSECO VARIABLE ANNUITY
                         ACCOUNT E
                          (Registrant)

                         By: Conseco Variable Insurance Company
 
 
                         By:  /S/ THOMAS J. KILIAN
                            ----------------------------------------
                            

                         CONSECO VARIABLE INSURANCE COMPANY
                            (Depositor)


                       By:  /S/ THOMAS J. KILIAN
                            ------------------------------------------


     As required by the Securities Act of 1933, this Registration  Statement has
been signed below by the following  persons in the  capacities  and on the dates
indicated.

<TABLE>
<CAPTION>
SIGNATURE                               TITLE                                       DATE
- ----------                              -----                                       ----
<S>                                                                                 <C>

/S/ NGAIRE E. CUNEO               Director                                      4/22/99
- --------------------------                                                  ---------------
    Ngaire E. Cuneo
 
/S/ THOMAS J. KILIAN                                                            4/22/99
- --------------------------        Director                                 ----------------
    Thomas J. Kilian

/S/ STEPHEN C. HILBERT            Director and Chairman of the Board            4/22/99
- --------------------------        (Principal Executive Officer)            ---------------
    Stephen C. Hilbert


/S/ ROLLIN M. DICK                Director, Executive Vice President            4/22/99
- --------------------------        and Chief Financial Officer (Principal   ----------------
    Rollin M. Dick                Financial Officer)

/S/ JOHN J. SABL                  Director                                      4/22/99
- ---------------------------                                                ----------------
    John J. Sabl

/S/ JAMES S. ADAMS                Senior Vice President and Treasurer           4/22/99
- ---------------------------       (Chief Accounting Officer)                ----------------
   James S. Adams
</TABLE>


                                 INDEX TO EXHIBITS


Exhibit
Number                 Exhibit
- --------               -------
EX-99.B9       Opinion and Consent of Counsel
EX-99.B10      Consent of Independent Accountants
EX-99.B13      Schedule for Computation of Performance Quotations

April 23, 1999



Board of Directors
Conseco Variable Insurance Company

Re:      Conseco Variable Annuity Account E
         Registration Statement on Form N-4

Gentlemen and Madam:

I am Executive Vice President, General Counsel and Secretary of Conseco Variable
Insurance Company (the "Company"). At your request, I have examined or caused to
be  examined  the  Registration   Statement  on  Form  N-4  (the   "Registration
Statement")  of Conseco  Variable  Annuity  Account E (formerly  Great  American
Reserve Variable Annuity Account E) (the "Registrant" or "Account") with respect
to the  securities  issued in  connection  with the  Account  offering  variable
annuity  contracts.  The Registrant's  Form N-4 Registration  Statement is filed
pursuant to the Securities  Act of 1933 (the "Act") and the  Investment  Company
Act of 1940 ("1940 Act"). This opinion is being furnished pursuant to the Act in
connection  with the  Registration  Statement.  No fee is  payable  because  the
Registrant files a declaration of indefinite registration pursuant to Rule 24f-2
under the 1940 Act.

In rendering  this  opinion,  I, or  attorneys  under my  supervision  (together
referred  to  herein as  "we"),  have  examined  and  relied  upon a copy of the
Registration  Statement. We have also examined originals, or copies of originals
certified to our satisfaction, of such agreements,  documents,  certificates and
statements of government officials and other instruments, and have examined such
questions of law and have satisfied  ourselves as to such matters of fact, as we
have  considered  relevant and  necessary as a basis for this  opinion.  We have
assumed the  authenticity  of all documents  submitted to us as  originals,  the
genuineness of all signatures, the legal capacity of all natural persons and the
conformity with the original documents of any copies thereof submitted to us for
examination.

Based on the  foregoing,  and  subject  to the  qualifications  and  limitations
hereinafter set forth, I am of the opinion that:

     1. The Account has been duly organized and is an existing  separate account
pursuant to the applicable laws of the State of Texas;

     2. The Account is a unit investment  trust  registered  under the 1940 Act;
and

     3. The securities  issued in connection with the Account offering  variable
annuity contracts,  when issued as described in the Registration Statement, will
be duly  authorized  and upon  issuance will be validly  issued,  fully paid and
non-assessable.

I do not find it  necessary  for the  purposes  of this  opinion  to cover,  and
accordingly  I express no opinion as to, the  application  of the  securities or
blue  sky  laws  of the  various  states  to the  sale of the  securities  to be
registered  pursuant  to  the  Registration  Statement.   Without  limiting  the
generality of the foregoing, I express no opinion in connection with the matters
contemplated  by the  Registration  Statement,  and no opinion may be implied or
inferred, except as expressly set forth herein.

This  opinion is  limited to the laws of the State of Indiana  and of the United
States of America to the extent applicable. If any of the securities included in
the  Registration  Statement  are  governed  by the laws of a state  other  than
Indiana,  I have  assumed for the purposes of this opinion that the laws of such
other state are the same as those of the State of Indiana.

I  hereby  consent  to  the  inclusion  of the  opinion  as  Exhibit  B-9 to the
Registration Statement and to all references to me in the Registration Statement
of the Prospectus included therein.

Very truly yours,



/s/ John J. Sabl                                               
- ----------------                                               
John J. Sabl
Executive Vice President,
General Counsel and Secretary

JJS:jjs

                       CONSENT OF INDEPENDENT ACCOUNTANTS


We  consent  to  the  inclusion  in  Post-Effective   Amendment  No.  8  to  the
Registration  Statement of Conseco Variable Annuity Account E (the "Account") on
Form N-4 (File Nos. 33-74092 and 811-8288) of:

(1)  Our  report  dated  February  10,  1999,  on our  audits  of the  financial
     statements of the Account; and

(2)  Our report dated March 30, 1999, on our audits of the financial  statements
     of Conseco Variable Insurance Company.

We also  consent to the  reference  to our Firm under the  caption  "Independent
Accountants".


                                                  /S/ PricewaterhouseCoopers LLP

                                                      PricewaterhouseCoopers LLP


Indianapolis, Indiana
April 23, 1999


<TABLE>
<CAPTION>
            GREAT AMERICAN RESERVE ASSET ALLOCATION - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AA1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                                                                                                                              
                                                Unit Value       Accum                                                        
                           Accum                    For          Units                                                        
                           Units      Year of     Annual      (Deducted)      Total                  Total       Surrender    
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum    12/31/98      Accum        Charge      
   Qtr        Value     For $1,000      Fee          ($2.66)   Admin Fee      Units   Unit Value     Value         Calc       
- ------------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>               <C>      <C>        <C>          <C>        <C>    <C>   
   1997       1.973445       506.728    1997       1.789669          (1.486)  505.242    2.147855     1,085.19   90 % X 9%    
   1996       1.698128       588.884    1996       1.502295          (1.771)  587.113    2.147855     1,261.03   90 % X 9%    
   1995       1.342379       744.946    1995       1.196932          (2.222)  740.953    2.147855     1,591.46   90 % X 8%    
   1994       1.035219       965.979    1994       0.000000           0.000   961.986    2.147855     2,066.21   90 % X 7%    
Incept        1.000000     1,000.000    N/A        0.000000           0.000   996.007    2.147855     2,139.28   90 % X 5%    
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------
                                         Total Accum      Average
               Total Accum               Value After      Annual
               Value After     Full       Deduction        Total
                Deduction    Surrender       For          Return
  Surrender     For Surr       Admin      Admin Fee         ^n
   Charge        Charge         Fee        ^(ERV)      ^P(1+T) = ERV
- ----------------------------------------------------------------------

       <S>           <C>          <C>          <C>              <C>  
       (87.90)       997.29       (2.66)       994.63          -0.54%
      (102.14)     1,158.89       (2.66)     1,156.23           7.53%
      (114.59)     1,476.87       (2.66)     1,474.21          13.81%
      (130.17)     1,936.04       (2.66)     1,933.38          17.92%
       (96.27)     2,043.01       (2.66)     2,040.35          17.44%
</TABLE>




<TABLE>
<CAPTION>
             GREAT AMERICAN RESERVE CORPORATE BOND - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\BD1298.WK4


- ------------------------------------------------------------------------------------------------------------------------------
                                                                                                                              
                                                Unit Value       Accum                                                        
                           Accum                    For          Units                                                        
                           Units      Year of     Annual      (Deducted)      Total                    Total      Surrender   
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum     12/31/98       Accum        Charge    
   Qtr        Value     For $1,000      Fee          ($2.66)   Admin Fee      Units    Unit Value      Value         Calc     
- ------------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>               <C>      <C>          <C>         <C>        <C>    <C>  
   1997       1.307768       764.662    1997       1.250599          (2.127)  762.535      1.369208    1,044.07   90 % X 9%   
   1996       1.206516       828.833    1996       1.146780          (2.320)  826.513      1.369208    1,131.67   90 % X 9%   
   1995       1.165727       857.834    1995       1.109643          (2.397)  853.117      1.369208    1,168.10   90 % X 8%   
   1994       0.999698     1,000.302    1994       0.000000           0.000   995.585      1.369208    1,363.16   90 % X 7%   
Incept        1.000000     1,000.000    N/A        0.000000           0.000   995.283      1.369208    1,362.75   90 % X 5%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------
                                          Total Accum     Average
                Total Accum               Value After     Annual
                Value After     Full       Deduction       Total
                 Deduction    Surrender       For         Return
   Surrender     For Surr       Admin      Admin Fee        ^n
    Charge        Charge         Fee        ^(ERV)     ^P(1+T) = ERV
- ---------------------------------------------------------------------

        <S>           <C>          <C>          <C>            <C>  
        (84.57)       959.50       (2.66)       956.84        -4.32%
        (91.67)     1,040.00       (2.66)     1,037.34         1.85%
        (84.10)     1,084.00       (2.66)     1,081.34         2.64%
        (85.88)     1,277.28       (2.66)     1,274.62         6.25%
        (61.32)     1,301.43       (2.66)     1,298.77         6.07%
</TABLE>


<TABLE>
<CAPTION>
          GREAT AMERICAN RESERVE GOVERNMENT SECURITIES - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

                                                                                                                             
                                                Unit Value       Accum                                                       
                           Accum                    For          Units                                                       
                           Units      Year of     Annual      (Deducted)      Total                  Total       Surrender   
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum    12/31/98      Accum        Charge     
   Qtr        Value     For $1,000      Fee          ($2.66)   Admin Fee      Units   Unit Value     Value         Calc      
- -----------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>               <C>      <C>        <C>          <C>        <C>    <C>  
   1997       1.248382       801.037    1997       1.200356          (2.216)  798.821    1.318099     1,052.93   90 % X 9%   
   1996       1.169361       855.168    1996       1.125354          (2.364)  852.804    1.318099     1,124.08   90 % X 9%   
   1995       1.154244       866.368    1995       1.102841          (2.412)  861.592    1.318099     1,135.66   90 % X 8%   
   1994       0.997441     1,002.566    1994       0.000000           0.000   997.790    1.318099     1,315.19   90 % X 7%   
Incept        1.000000     1,000.000    N/A        0.000000           0.000   995.224    1.318099     1,311.80   90 % X 5%   
</TABLE>

<TABLE>
<CAPTION>

                                         Total Accum     Average
               Total Accum               Value After     Annual
               Value After     Full       Deduction       Total
                Deduction    Surrender       For         Return
  Surrender     For Surr       Admin      Admin Fee        ^n
   Charge        Charge         Fee        ^(ERV)     ^P(1+T) = ERV
- --------------------------------------------------------------------

       <S>           <C>          <C>          <C>            <C>  
       (85.29)       967.64       (2.66)       964.98        -3.50%
       (91.05)     1,033.03       (2.66)     1,030.37         1.51%
       (81.77)     1,053.89       (2.66)     1,051.23         1.68%
       (82.86)     1,232.33       (2.66)     1,229.67         5.30%
       (59.03)     1,252.77       (2.66)     1,250.11         5.16%
</TABLE>



<TABLE>
<CAPTION>
              GREAT AMERICAN RESERVE COMMON STOCK - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ST1298.WK4
- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                                           
                                             Unit Value        Accum                                                       
                         Accum                   For           Units                                                       
                         Units     Year of     Annual       (Deducted)       Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C> 
   1997     2.424118       412.521   1997        2.143257          (1.241)    411.280    2.763812     1,136.70  90 % X 9%  
   1996     2.071274       482.795   1996        1.735964          (1.532)    481.263    2.763812     1,330.12  90 % X 9%  
   1995     1.448804       690.224   1995        1.253068          (2.123)    686.569    2.763812     1,897.55  90 % X 8%  
   1994     1.077853       927.770   1994        0.000000           0.000     924.115    2.763812     2,554.08  90 % X 7%  
Incept      1.000000     1,000.000   N/A         0.000000           0.000     996.345    2.763812     2,753.71  90 % X 5%  
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------
                                         Total Accum       Average
              Total Accum                Value After       Annual
              Value After      Full       Deduction         Total
               Deduction    Surrender        For           Return
  Surrender    For Surr       Admin       Admin Fee          ^n
   Charge       Charge         Fee          ^(ERV)      ^P(1+T) = ERV
- -----------------------------------------------------------------------

      <S>         <C>             <C>         <C>                <C>  
      (92.07)     1,044.63        (2.66)      1,041.97           4.20%
     (107.74)     1,222.38        (2.66)      1,219.72          10.44%
     (136.62)     1,760.93        (2.66)      1,758.27          20.70%
     (160.91)     2,393.17        (2.66)      2,390.51          24.34%
     (123.92)     2,629.79        (2.66)      2,627.13          24.33%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                         ALGER AMERICAN LEVERAGE ALLCAP
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALG1298.WK4                                                                                                             
                                                                                                                           

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                   
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender 
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge  
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc   
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>
   1997     1.835511       544.807   1997        1.559995            (1.705)    543.102    2.856798    1,551.53  90 % X 9% 
   1996     1.555302       642.962   1996        1.557314            (1.708)    641.254    2.856798    1,831.93  90 % X 9% 
   1995     1.407908       710.274   1995        1.185715            (2.243)    706.323    2.856798    2,017.82  90 % X 8% 
  Incep     1.000000     1,000.000   N/A         0.000000                       996.049    2.856798    2,845.51  90 % X 7% 
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

     <S>            <C>            <C>          <C>                 <C>   
     (125.67)       1,425.86       (2.66)       1,423.20            42.32%
     (148.39)       1,683.54       (2.66)       1,680.88            29.65%
     (145.28)       1,872.54       (2.66)       1,869.88            23.20%
     (179.27)       2,666.24       (2.66)       2,663.58            31.42%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       ALGER AMERICAN SMALL CAPITALIZATION
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALG1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C> 
   1997     1.375354       727.086   1997        1.303837            (2.040)    725.046    1.566862    1,136.05  90 % X 9%  
   1996     1.252107       798.654   1996        1.307434            (2.035)    796.619    1.566862    1,248.19  90 % X 9%  
   1995     1.218931       820.391   1995        1.136306            (2.341)    816.016    1.566862    1,278.58  90 % X 8%  
  Incep     1.000000     1,000.000   N/A         0.000000                       995.625    1.566862    1,560.01  90 % X 7%  
</TABLE>


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>           <C>            <C>          <C>                  <C>  
     (92.02)       1,044.03       (2.66)       1,041.37             4.14%
    (101.10)       1,147.09       (2.66)       1,144.43             6.98%
     (92.06)       1,186.52       (2.66)       1,183.86             5.79%
     (98.28)       1,461.73       (2.66)       1,459.07            11.11%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                              ALGER AMERICAN GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALG1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>   
   1997     1.293971       772.815   1997        1.232942            (2.157)    770.658    1.889410    1,456.09  90 % X 9%    
   1996     1.043521       958.294   1996        0.997269            (2.667)    955.627    1.889410    1,805.57  90 % X 9%    
  Incep     1.000000     1,000.000   N/A         0.000000                       997.333    1.889410    1,884.37  90 % X 8%    
</TABLE>


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

    <S>            <C>            <C>          <C>                 <C>   
    (117.94)       1,338.15       (2.66)       1,335.49            33.55%
    (146.25)       1,659.32       (2.66)       1,656.66            28.71%
    (135.67)       1,748.70       (2.66)       1,746.04            23.20%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          ALGER AMERICAN MIDCAP GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALG1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge   
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C> 
   1997     1.118979       893.672   1997        1.061108            (2.507)    891.165    1.437775    1,281.30  90 % X 9%  
   1996     0.986695     1,013.484   1996        1.000000            (2.660)  1,010.824    1.437775    1,453.34  90 % X 9%  
  Incep     1.000000     1,000.000   N/A         0.000000                       997.340    1.437775    1,433.95  90 % X 8%  
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

    <S>            <C>            <C>          <C>                 <C>   
    (103.79)       1,177.51       (2.66)       1,174.85            17.49%
    (117.72)       1,335.62       (2.66)       1,332.96            15.45%
    (103.24)       1,330.71       (2.66)       1,328.05            11.21%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      AMERICAN CENTURY - INTERNATIONAL FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AM1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>         <C>       <C>                 <C>        <C>        <C>         <C>       <C>    <C>  
1997        1.092954       914.952     1997      1.116702            (2.382)    912.570    1.279955    1,168.05  90 % X 9%   
Incept      1.000000     1,000.000   N/A         0.000000             0.000     997.618    1.279955    1,276.91  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


     <S>           <C>            <C>          <C>                <C>    
     (94.61)       1,073.44       (2.66)       1,070.78           7.0780%
    (103.43)       1,173.48       (2.66)       1,170.82           9.8974%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          AMERICAN CENTURY - VALUE FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AM1298.WK4 

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>         <C>       <C>                 <C>        <C>        <C>         <C>       <C>    <C>   
1997        1.225987       815.669     1997      1.131242            (2.351)    813.318    1.267116    1,030.57  90 % X 9%    
Incept      1.000000     1,000.000   N/A                0             0.000     997.649    1.267116    1,264.14  90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>              <C>    
      (83.48)         947.09       (2.66)         944.43          -5.5570%
     (102.40)       1,161.74       (2.66)       1,159.08             9.24%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      AMERICAN CENTURY - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AM1298.WK4

- -------------------------------------------------------------------------------------------------------------------------------
                        Accumulated              Unit Value    Accumulated                                                     
                           Units      Year of    For Annual   Units Deducted   Total                   Total      Surrender    
  End of      Unit       Purchased     Admin      Admin Fee     For Annual     Accum       12/31/98    Accum        Charge     
   Qtr        Value     For $1,000      Fee            ($2.66)  Admin Fee      Units    Unit Value     Value         Calc      
- -------------------------------------------------------------------------------------------------------------------------------



<S>           <C>          <C>                              <C>        <C>    <C>           <C>        <C>        <C>    <C>   
Incept        1.000000     1,000.000    N/A                 0          0.000  1,000.000     1.08192    1,081.92   90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                   Value after   Average Annual
                Value after       Full       Deduction for   Total Return
   Surrender   Deduction for   Surrender       Admin Fee            n
    Charge      Surr Charge    Admin Fee         (ERV)       P(1+T) = ERV
- ----------------------------------------------------------------------------



        <S>           <C>             <C>            <C>              <C>  
        (87.64)       994.28          (2.66)         991.62          -1.25%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               BERGER IPT 100 FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BER1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                     
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc      
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C>  
   1997     1.154662       866.054   1997        1.124387          (2.366)    863.689    1.324112     1,143.62  90 % X 9%   
   1996     1.029280       971.553   1996        0.981625          (2.710)    968.843    1.324112     1,282.86  90 % X 9%   
  Incep     1.000000     1,000.000   N/A         0.000000                     997.290    1.324112     1,320.52  90 % X 8%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>           <C>            <C>          <C>                  <C>  
     (92.63)       1,050.99       (2.66)       1,048.33             4.83%
    (103.91)       1,178.95       (2.66)       1,176.29             8.46%
     (95.08)       1,225.44       (2.66)       1,222.78             7.82%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                        BERGER IPT GROWTH AND INCOME FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BER1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C> 
   1997     1.360249       735.160   1997        1.234571          (2.155)    733.005    1.677071     1,229.30  90 % X 9%  
   1996     1.103582       906.140   1996        1.006565          (2.643)    903.497    1.677071     1,515.23  90 % X 9%  
  Incep     1.000000     1,000.000   N/A         0.000000                     997.357    1.677071     1,672.64  90 % X 8%  
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------
             Total Accum                 Value after    Average Annual
             Value after      Full      Deduction for    Total Return
Surrender   Deduction for   Surrender     Admin Fee             n
 Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- -------------------------------------------------------------------------

    <S>           <C>            <C>          <C>                 <C>   
    (99.57)       1,129.73       (2.66)       1,127.07            12.71%
   (122.73)       1,392.50       (2.66)       1,389.84            17.89%
   (120.43)       1,552.21       (2.66)       1,549.55            17.82%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            BERGER IPT SMALL COMPANY
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BER1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                     
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc      
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C>  
   1997     1.178105       848.821   1997        1.019119          (2.610)    846.211    1.183412     1,001.42  90 % X 9%   
   1996     0.984692     1,015.546   1996        1.069417          (2.487)  1,013.059    1.183412     1,198.87  90 % X 9%   
  Incep     1.000000     1,000.000   N/A         0.000000                     997.513    1.183412     1,180.47  90 % X 8%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>             <C>          <C>            <C>                <C>  
     (81.12)         920.30       (2.66)         917.64            -8.24%
     (97.11)       1,101.76       (2.66)       1,099.10             4.84%
     (84.99)       1,095.48       (2.66)       1,092.82             3.38%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          BERGER IPT BIAM INTERNATIONAL
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98
A:\BER1298.WK4

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>         <C>         <C>               <C>      <C>          <C>          <C>       <C>    <C> 
   1997     0.969881     1,031.054   1997        1.031545          (2.579)  1,028.475    1.110669     1,142.30  90 % X 9%  
  Incep     1.000000     1,000.000   N/A         0.000000                   1,000.000    1.110669     1,110.67  90 % X 9%  
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


     <S>           <C>            <C>          <C>                  <C>  
     (92.53)       1,049.77       (2.66)       1,047.11             4.71%
     (89.96)       1,020.71       (2.66)       1,018.05             1.08%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               DREYFUS STOCK INDEX
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRY1298.WK4 

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>   
   1997     1.833764       545.326   1997        1.709368            (1.556)    543.770    2.318443    1,260.70  90 % X 9%    
   1996     1.398634       714.983   1996        1.270011            (2.094)    712.889    2.318443    1,652.79  90 % X 9%    
   1995     1.157620       863.841   1995        1.026503            (2.591)    859.155    2.318443    1,991.90  90 % X 8%    
Incept      1.000000     1,000.000   N/A         0.000000             0.000     995.314    2.318443    2,307.58  90 % X 7%    
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

     <S>            <C>            <C>          <C>                 <C>   
     (102.12)       1,158.58       (2.66)       1,155.92            15.59%
     (133.88)       1,518.91       (2.66)       1,516.25            23.14%
     (143.42)       1,848.48       (2.66)       1,845.82            22.67%
     (145.38)       2,162.20       (2.66)       2,159.54            23.95%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       DREYFUS SOCIALLY RESPONSIBLE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRY1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>  
   1997     1.777912       562.458   1997        1.635458            (1.626)    560.832    2.268331    1,272.15  90 % X 9%   
   1996     1.404343       712.077   1996        1.275694            (2.085)    709.992    2.268331    1,610.50  90 % X 9%   
   1995     1.174867       851.160   1995        1.042515            (2.552)    846.523    2.268331    1,920.20  90 % X 8%   
Incept      1.000000     1,000.000   N/A                0             0.000     995.363    2.268331    2,257.81  90 % X 7%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

     <S>            <C>            <C>          <C>                 <C>   
     (103.04)       1,169.11       (2.66)       1,166.45            16.64%
     (130.45)       1,480.05       (2.66)       1,477.39            21.55%
     (138.25)       1,781.95       (2.66)       1,779.29            21.18%
     (142.24)       2,115.57       (2.66)       2,112.91            23.20%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            DREYFUS DISCIPLINED STOCK
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRY1298.WK4 

- ------------------------------------------------------------------------------------------------------------------------------
                        Accumulated           Unit Value    Accumulated                                                       
                           Units     Year of  For Annual  Units Deducted     Total                   Total       Surrender    
  End of      Unit       Purchased    Admin    Admin Fee    For Annual       Accum       12/31/98    Accum        Charge      
   Qtr        Value     For $1,000     Fee         ($2.66)   Admin Fee       Units    Unit Value     Value         Calc       
- ------------------------------------------------------------------------------------------------------------------------------

<S>           <C>          <C>                          <C>         <C>     <C>          <C>          <C>        <C>    <C>   
Incept        1.000000     1,000.000   N/A              0           0.000   1,000.000    1.071933     1,071.93   90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------
               Total Accum                 Value after  Average Annual
               Value after      Full      Deduction for  Total Return
  Surrender   Deduction for   Surrender     Admin Fee           n
   Charge      Surr Charge    Admin Fee       (ERV)      P(1+T) = ERV
- ------------------------------------------------------------------------

       <S>           <C>            <C>          <C>              <C>  
       (86.83)       985.10         (2.66)       982.44          -2.61%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                           DREYFUS INTERNATIONAL VALUE
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRY1298.WK4 

- --------------------------------------------------------------------------------------------------------------------------------
                        Accumulated             Unit Value     Accumulated                                                      
                           Units     Year of    For Annual    Units Deducted    Total                    Total     Surrender    
  End of      Unit       Purchased    Admin      Admin Fee      For Annual      Accum        12/31/98    Accum       Charge     
   Qtr        Value     For $1,000     Fee             ($2.66)  Admin Fee       Units     Unit Value     Value        Calc      
- --------------------------------------------------------------------------------------------------------------------------------

<S>           <C>          <C>                              <C>        <C>      <C>          <C>           <C>     <C>    <C>   
Incept        1.000000     1,000.000   N/A                  0          0.000    1,000.000    0.941707      941.71  90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------
                 Total Accum                     Value after   Average Annual
                 Value after        Full        Deduction for   Total Return
  Surrender     Deduction for     Surrender       Admin Fee            n
    Charge       Surr Charge      Admin Fee         (ERV)       P(1+T) = ERV
- -------------------------------------------------------------------------------

        <S>             <C>              <C>            <C>             <C>   
        (76.28)         865.43           (2.66)         862.77         -19.75%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          FEDERATED HIGH INCOME BOND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FED1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C> 
   1997     1.349419       741.060   1997        1.266227            (2.101)    738.959    1.366573    1,009.84  90 % X 9%  
   1996     1.202161       831.835   1996        1.100256            (2.418)    829.417    1.366573    1,133.46  90 % X 9%  
   1995     1.066579       937.577   1995        0.996556            (2.669)    932.490    1.366573    1,274.32  90 % X 8%  
Incept      1.000000     1,000.000   N/A         0.000000             0.000     994.913    1.366573    1,359.62  90 % X 7%  
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

      <S>             <C>          <C>            <C>                <C>  
      (81.80)         928.04       (2.66)         925.38            -7.46%
      (91.81)       1,041.65       (2.66)       1,038.99             1.93%
      (91.75)       1,182.57       (2.66)       1,179.91             5.67%
      (85.66)       1,273.96       (2.66)       1,271.30             6.92%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                        FEDERATED INTERNATIONAL EQUITY II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FED1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge   
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C> 
   1997     1.188469       841.419   1997        1.228009            (2.166)    839.253    1.471681    1,235.11  90 % X 9%  
   1996     1.094819       913.393   1996        1.082731            (2.457)    910.936    1.471681    1,340.61  90 % X 9%  
   1995      1.02508       975.534   1995        1.001652            (2.656)    970.422    1.471681    1,428.15  90 % X 8%  
Incept      1.000000     1,000.000   N/A                0             0.000     994.888    1.471681    1,464.16  90 % X 7%  
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

     <S>            <C>            <C>          <C>                 <C>   
     (100.04)       1,135.07       (2.66)       1,132.41            13.24%
     (108.59)       1,232.02       (2.66)       1,229.36            10.88%
     (102.83)       1,325.32       (2.66)       1,322.66             9.77%
      (92.24)       1,371.92       (2.66)       1,369.26             9.16%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                              FEDERATED UTILITY II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FED1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>  
   1997     1.541347       648.783   1997        1.344351            (1.979)    646.804    1.731943    1,120.23  90 % X 9%   
   1996     1.234309       810.170   1996        1.164675            (2.284)    807.886    1.541347    1,245.23  90 % X 9%   
   1995      1.12209       891.194   1995        0.996654            (2.669)    886.241    1.541347    1,366.01  90 % X 8%   
Incept      1.000000     1,000.000   N/A                0             0.000     995.047    1.541347    1,533.71  90 % X 7%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>           <C>            <C>          <C>                  <C>  
     (90.74)       1,029.49       (2.66)       1,026.83             2.68%
    (100.86)       1,144.37       (2.66)       1,141.71             6.85%
     (98.35)       1,267.66       (2.66)       1,265.00             8.15%
     (96.62)       1,437.09       (2.66)       1,434.43            10.58%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            INVESCO - HIGH YIELD FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\INV1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>           <C>     <C>    <C>  
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.950601      950.60  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>               <C>   
      (77.00)         873.60       (2.66)         870.94           -18.61%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                           INVESCO - INDUSTRIAL INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\INV1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/97    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                            <C>           <C>     <C>          <C>         <C>       <C>    <C>  
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.029287    1,029.29  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>                <C>  
      (83.37)         945.92       (2.66)         943.26            -8.34%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             JANUS AGGRESSIVE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JAN1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C> 
   1997     1.497524       667.769   1997        1.397201          (1.904)    665.865    1.982620     1,320.16  90 % X 9%  
   1996     1.347927       741.880   1996        1.405008          (1.893)    739.987    1.982620     1,467.11  90 % X 9%  
   1995     1.266394       789.644   1995        1.075270          (2.474)    785.277    1.982620     1,556.91  90 % X 8%  
Incept      1.000000     1,000.000   N/A         0.000000           0.000     995.633    1.982620     1,973.96  90 % X 7%  
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

    <S>            <C>            <C>          <C>                 <C>   
    (106.93)       1,213.23       (2.66)       1,210.57            21.06%
    (118.84)       1,348.27       (2.66)       1,345.61            16.00%
    (112.10)       1,444.81       (2.66)       1,442.15            12.98%
    (124.36)       1,849.60       (2.66)       1,846.94            18.66%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                  JANUS GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JAN1298.WK4   

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                     
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc      
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C>  
   1997     1.650431       605.902   1997        1.565983          (1.699)    604.203    2.207852     1,333.99  90 % X 9%   
   1996     1.363534       733.388   1996        1.405008          (1.893)    731.495    2.207852     1,615.03  90 % X 9%   
   1995     1.167465       856.557   1995        1.037151          (2.565)    852.099    2.207852     1,881.31  90 % X 8%   
Incept      1.000000     1,000.000   N/A                0                     995.542    2.207852     2,198.01  90 % X 7%   
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------
             Total Accum                 Value after    Average Annual
             Value after      Full      Deduction for    Total Return
Surrender   Deduction for   Surrender     Admin Fee             n
 Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- -------------------------------------------------------------------------

   <S>            <C>            <C>          <C>                 <C>   
   (108.05)       1,225.94       (2.66)       1,223.28            22.33%
   (130.82)       1,484.21       (2.66)       1,481.55            21.72%
   (135.45)       1,745.86       (2.66)       1,743.20            20.35%
   (138.47)       2,059.54       (2.66)       2,056.88            22.28%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             JANUS WORLDWIDE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JAN1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                     
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc      
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>               <C>        <C>        <C>          <C>       <C>    <C>  
   1997     1.856255       538.719   1997        1.833374          (1.451)    537.268    2.359887     1,267.89  90 % X 9%   
   1996     1.541029       648.917   1996        1.450125          (1.834)    647.083    2.359887     1,527.04  90 % X 9%   
   1995     1.211204       825.625   1995        1.057476          (2.515)    821.275    2.359887     1,938.12  90 % X 8%   
Incept      1.000000     1,000.000   N/A                0                     995.650    2.359887     2,349.62  90 % X 7%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

    <S>            <C>            <C>          <C>                 <C>   
    (102.70)       1,165.19       (2.66)       1,162.53            16.25%
    (123.69)       1,403.35       (2.66)       1,400.69            18.35%
    (139.54)       1,798.58       (2.66)       1,795.92            21.55%
    (148.03)       2,201.59       (2.66)       2,198.93            24.57%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                 LAZARD - EQUITY
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LAZ1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>         <C>       <C>    <C>  
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.055270    1,055.27  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


     <S>             <C>          <C>            <C>                <C>  
     (85.48)         969.79       (2.66)         967.13            -4.86%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                 LAZARD - SMALL
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LAZ1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                            <C>           <C>     <C>          <C>           <C>     <C>    <C>   
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    0.855373      855.37  90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


     <S>             <C>          <C>            <C>               <C>   
     (69.28)         786.09       (2.66)         783.43           -30.49%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                         LORD ABBETT - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LAB1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>         <C>       <C>    <C>  
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.004593    1,004.59  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>               <C>   
      (81.37)         923.22       (2.66)         920.56           -11.61%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      MITCHELL HUTCHINS - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\MH1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>           <C>     <C>    <C> 
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.989814      989.81  90 % X 9%  
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>               <C>   
      (80.17)         909.64       (2.66)         906.98           -13.54%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       NEUBERGER & BERMAN - PARTNERS FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\NEU1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>       <C>    <C>  
   1997     1.239881       806.529   1997        1.121881             0.000     806.529    1.274108    1,027.61  90 % X 9%   
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.274108    1,274.11  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


       <S>             <C>          <C>            <C>                <C>  
       (83.24)         944.37       (2.66)         941.71            -5.83%
      (103.20)       1,170.91       (2.66)       1,168.25             9.75%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                 NEUBERGER & BERMAN - LIMITED MATURITY BOND FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\NEU1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>       <C>    <C>  
   1997     1.043140       958.644   1997        1.015480             0.000     958.644    1.073805    1,029.40  90 % X 9%   
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.073805    1,073.81  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>             <C>          <C>            <C>                <C>  
      (83.38)         946.02       (2.66)         943.36            -5.66%
      (86.98)         986.83       (2.66)         984.17            -0.95%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             STRONG - GROWTH FUND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\STRG1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>       <C>    <C>   
   1997     1.270148       787.310   1997        1.139589             0.000     787.310    1.611675    1,268.89  90 % X 9%    
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.611675    1,611.68  90 % X 9%    
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


      <S>            <C>            <C>          <C>                 <C>   
      (102.78)       1,166.11       (2.66)       1,163.45            16.34%
      (130.55)       1,481.13       (2.66)       1,478.47            26.36%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          STRONG - OPPORTUNITY FUND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\STRG1298.WK4  

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/97    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>       <C>    <C>  
   1997     1.229863       813.099   1997        1.115734             0.000     813.099    1.377011    1,119.65  90 % X 9%   
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.377011    1,377.01  90 % X 9%   
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


      <S>           <C>            <C>          <C>                  <C>  
      (90.69)       1,028.96       (2.66)       1,026.30             2.63%
     (111.54)       1,265.47       (2.66)       1,262.81            14.99%
</TABLE>

<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               VAN ECK HARD ASSETS
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VAN1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>           <C>     <C>    <C>  
   1997     1.215736       822.547   1997        1.247622            (2.757)    819.790    0.828049      678.83  90 % X 9%   
   1996     1.253925       797.496   1996        1.193226            (2.883)    794.613    0.828049      657.98  90 % X 9%   
   1995     1.077158       928.369   1995        1.015117            (3.389)    922.097    0.828049      763.54  90 % X 8%   
Incept      1.000000     1,000.000   N/A         0.000000             0.000     993.728    0.828049      822.86  90 % X 7%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>             <C>          <C>            <C>               <C>   
     (54.99)         623.84       (3.44)         620.40           -37.96%
     (53.30)         604.68       (3.44)         601.24           -22.46%
     (54.97)         708.57       (3.44)         705.13           -10.99%
     (51.84)         771.02       (3.44)         767.58            -7.11%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       VAN ECK WORLDWIDE EMERGING MARKETS
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VAN1298.WK4


- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>          <C>         <C>         <C>                 <C>      <C>          <C>           <C>     <C>    <C>  
   1997     0.990151     1,009.947   1997        1.414081            (2.433)  1,007.514    0.642969      647.80  90 % X 9%   
   1996      1.13594       880.328   1996        1.076124            (3.197)    877.131    0.642969      563.97  90 % X 9%   
  Incep     1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.642969      642.97  90 % X 8%   
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

     <S>             <C>          <C>            <C>               <C>   
     (52.47)         595.33       (3.44)         591.89           -40.81%
     (45.68)         518.29       (3.44)         514.85           -28.25%
     (46.29)         596.68       (3.44)         593.24           -17.76%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             VAN ECK WORLDWIDE BOND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VAN1298.WK4 

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee           ($2.66)    Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                 <C>        <C>        <C>         <C>       <C>    <C>   
   1997     1.039146       962.329   1997        1.015004            (3.389)    958.940    1.155392    1,107.95  90 % X 9%    
   1996     1.029224       971.606   1996        0.989898            (3.475)    968.131    1.155392    1,118.57  90 % X 9%    
   1995     1.018153       982.171   1995        1.001559            (3.435)    975.261    1.155392    1,126.81  90 % X 8%    
Incept      1.000000     1,000.000   N/A         0.000000             0.000     993.090    1.155392    1,147.41  90 % X 7%    
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

      <S>           <C>            <C>          <C>                  <C>  
      (89.74)       1,018.21       (3.44)       1,014.77             1.48%
      (90.60)       1,027.97       (3.44)       1,024.53             1.22%
      (81.13)       1,045.68       (3.44)       1,042.24             1.39%
      (72.29)       1,075.12       (3.44)       1,071.68             1.95%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               VAN ECK REAL ESTATE
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VAN1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee           ($2.66)   Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>          <C>                     <C>                <C>     <C>          <C>            <C>     <C>    <C> 
  Incep     1.000000     1,000.000   N/A         0.000000           0.000   1,000.000    0.851446       851.45  90 % X 9%  
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------
           Total Accum                   Value after   Average Annual
           Value after       Full       Deduction for   Total Return
Surrender  Deduction for  Surrender       Admin Fee            n
 Charge    Surr Charge    Admin Fee         (ERV)       P(1+T) = ERV
- -----------------------------------------------------------------------

    <S>          <C>             <C>            <C>             <C>   
    (68.97)      782.48          (3.44)         779.04         -31.07%
</TABLE>










<TABLE>
<CAPTION>
            GREAT AMERICAN RESERVE ASSET ALLOCATION - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AAX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                                                                                                                             
                                                Unit Value       Accum                                                       
                           Accum                    For          Units                                                       
                           Units      Year of     Annual      (Deducted)      Total                  Total       Surrender   
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum    12/31/98      Accum        Charge     
   Qtr        Value     For $1,000      Fee           $0.00    Admin Fee      Units   Unit Value     Value         Calc      
- -----------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>                <C>     <C>        <C>          <C>                    
   1997       1.973445       506.728    1997       1.789669           0.000   506.728    2.147855     1,088.38               
   1996       1.698128       588.884    1996       1.502295           0.000   588.884    2.147855     1,264.84               
   1995       1.342379       744.946    1995       1.196932           0.000   744.946    2.147855     1,600.04               
   1994       1.035219       965.979    1994       0.000000           0.000   965.979    2.147855     2,074.78               
Incept        1.000000     1,000.000    N/A        0.000000           0.000 1,000.000    2.147855     2,147.86               
                                                                                                                             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------
                                         Total Accum      Average
               Total Accum               Value After      Annual
               Value After     Full       Deduction        Total
                Deduction    Surrender       For          Return
  Surrender     For Surr       Admin      Admin Fee         ^n
   Charge        Charge         Fee        ^(ERV)      ^P(1+T) = ERV
- ----------------------------------------------------------------------

                   <S>             <C>       <C>                <C>  
                   1,088.38        0.00      1,088.38           8.84%
                   1,264.84        0.00      1,264.84          12.47%
                   1,600.04        0.00      1,600.04          16.96%
                   2,074.78        0.00      2,074.78          20.02%
                   2,147.86        0.00      2,147.86          18.81%
                                                           Incep
</TABLE>



<TABLE>
<CAPTION>
             GREAT AMERICAN RESERVE CORPORATE BOND - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\BDX1298.WK4

- -------------------------------------------------------------------------------------------------------------------------------
                                                                                                                               
                                                Unit Value       Accum                                                         
                           Accum                    For          Units                                                         
                           Units      Year of     Annual      (Deducted)      Total                    Total      Surrender    
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum     12/31/98       Accum        Charge     
   Qtr        Value     For $1,000      Fee           $0.00    Admin Fee      Units    Unit Value      Value         Calc      
- -------------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>                <C>     <C>          <C>         <C>                     
   1997       1.307768       764.662    1997       1.250599           0.000   764.662      1.369208    1,046.98                
   1996       1.206516       828.833    1996       1.146780           0.000   828.833      1.369208    1,134.84                
   1995       1.165727       857.834    1995       1.109643           0.000   857.834      1.369208    1,174.55                
   1994       0.999698     1,000.302    1994       0.000000           0.000 1,000.302      1.369208    1,369.62                
Incept        1.000000     1,000.000    N/A        0.000000           0.000 1,000.000      1.369208    1,369.21                
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------
                                           Total Accum     Average
                 Total Accum               Value After     Annual
                 Value After     Full       Deduction       Total
                  Deduction    Surrender       For         Return
    Surrender     For Surr       Admin      Admin Fee        ^n
     Charge        Charge         Fee        ^(ERV)     ^P(1+T) = ERV
- ----------------------------------------------------------------------

                     <S>             <C>       <C>              <C>  
                     1,046.98        0.00      1,046.98         4.70%
                     1,134.84        0.00      1,134.84         6.53%
                     1,174.55        0.00      1,174.55         5.51%
                     1,369.62        0.00      1,369.62         8.18%
                     1,369.21        0.00      1,369.21         7.34%
</TABLE>


<TABLE>
<CAPTION>
          GREAT AMERICAN RESERVE GOVERNMENT SECURITIES - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

- -----------------------------------------------------------------------------------------------------------------------------
                                                                                                                             
                                                Unit Value       Accum                                                       
                           Accum                    For          Units                                                       
                           Units      Year of     Annual      (Deducted)      Total                  Total       Surrender   
  End of      Unit       Purchased     Admin     Admin Fee    For Annual      Accum    12/31/98      Accum        Charge     
   Qtr        Value     For $1,000      Fee           $0.00    Admin Fee      Units   Unit Value     Value         Calc      
- -----------------------------------------------------------------------------------------------------------------------------

<S>           <C>            <C>        <C>        <C>                <C>     <C>        <C>          <C>                    
   1997       1.248382       801.037    1997       1.200356           0.000   801.037    1.318099     1,055.85               
   1996       1.169361       855.168    1996       1.125354           0.000   855.168    1.318099     1,127.20               
   1995       1.154244       866.368    1995       1.102841           0.000   866.368    1.318099     1,141.96               
   1994       0.997441     1,002.566    1994       0.000000           0.000 1,002.566    1.318099     1,321.48               
Incept        1.000000     1,000.000    N/A        0.000000           0.000 1,000.000    1.318099     1,318.10               
                                                                                                                             
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------
                                          Total Accum     Average
                Total Accum               Value After     Annual
                Value After     Full       Deduction       Total
                 Deduction    Surrender       For         Return
   Surrender     For Surr       Admin      Admin Fee        ^n
    Charge        Charge         Fee        ^(ERV)     ^P(1+T) = ERV
- ---------------------------------------------------------------------

                    <S>             <C>       <C>              <C>  
                    1,055.85        0.00      1,055.85         5.59%
                    1,127.20        0.00      1,127.20         6.17%
                    1,141.96        0.00      1,141.96         4.52%
                    1,321.48        0.00      1,321.48         7.22%
                    1,318.10        0.00      1,318.10         6.42%
                                                           Incep
</TABLE>


<TABLE>
<CAPTION>
              GREAT AMERICAN RESERVE COMMON STOCK - FUTURE RESERVE
                              INDIVIDUAL AND GROUP
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\STX1298.WK4

- ---------------------------------------------------------------------------------------------------------------------------
                                                                                                                           
                                             Unit Value        Accum                                                       
                         Accum                   For           Units                                                       
                         Units     Year of     Annual       (Deducted)       Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     2.424118       412.521   1997        2.143257           0.000     412.521    2.763812     1,140.13             
   1996     2.071274       482.795   1996        1.735964           0.000     482.795    2.763812     1,334.35             
   1995     1.448804       690.224   1995        1.253068           0.000     690.224    2.763812     1,907.65             
   1994     1.077853       927.770   1994        0.000000           0.000     927.770    2.763812     2,564.18             
Incept      1.000000     1,000.000   N/A         0.000000           0.000   1,000.000    2.763812     2,763.81             
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------
                                         Total Accum       Average
              Total Accum                Value After       Annual
              Value After      Full       Deduction         Total
               Deduction    Surrender        For           Return
  Surrender    For Surr       Admin       Admin Fee          ^n
   Charge       Charge         Fee          ^(ERV)      ^P(1+T) = ERV
- -----------------------------------------------------------------------

                  <S>              <C>        <C>               <C>   
                  1,140.13         0.00       1,140.13          14.01%
                  1,334.35         0.00       1,334.35          15.51%
                  1,907.65         0.00       1,907.65          24.02%
                  2,564.18         0.00       2,564.18          26.54%
                  2,763.81         0.00       2,763.81          25.76%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                         ALGER AMERICAN LEVERAGE ALLCAP
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALGX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.835511       544.807   1997        1.559995             0.000     544.807    2.856798    1,556.40              
   1996     1.555302       642.962   1996        1.557314             0.000     642.962    2.856798    1,836.81              
   1995     1.407908       710.274   1995        1.185715             0.000     710.274    2.856798    2,029.11              
  Incep     1.000000     1,000.000   N/A         0.000000                     1,000.000    2.856798    2,856.80              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,556.40        0.00        1,556.40            55.64%
                     1,836.81        0.00        1,836.81            35.53%
                     2,029.11        0.00        2,029.11            26.60%
                     2,856.80        0.00        2,856.80            34.01%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       ALGER AMERICAN SMALL CAPITALIZATION
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALGX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                  
   1997     1.375354       727.086   1997        1.303837             0.000     727.086    1.566862    1,139.24             
   1996     1.252107       798.654   1996        1.307434             0.000     798.654    1.566862    1,251.38             
   1995     1.218931       820.391   1995        1.136306             0.000     820.391    1.566862    1,285.44             
  Incep     1.000000     1,000.000   N/A         0.000000                     1,000.000    1.566862    1,566.86             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

                    <S>             <C>         <C>                 <C>   
                    1,139.24        0.00        1,139.24            13.92%
                    1,251.38        0.00        1,251.38            11.87%
                    1,285.44        0.00        1,285.44             8.73%
                    1,566.86        0.00        1,566.86            13.34%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                              ALGER AMERICAN GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALGX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.293971       772.815   1997        1.232942             0.000     772.815    1.889410    1,460.16              
   1996     1.043521       958.294   1996        0.997269             0.000     958.294    1.889410    1,810.61              
  Incep     1.000000     1,000.000   N/A         0.000000                     1,000.000    1.889410    1,889.41              
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

                    <S>             <C>         <C>                 <C>   
                    1,460.16        0.00        1,460.16            46.02%
                    1,810.61        0.00        1,810.61            34.56%
                    1,889.41        0.00        1,889.41            26.90%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          ALGER AMERICAN MIDCAP GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\ALGX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.118979       893.672   1997        1.061108             0.000     893.672    1.437775    1,284.90              
   1996     0.986695     1,013.484   1996        1.000000             0.000   1,013.484    1.437775    1,457.16              
  Incep     1.000000     1,000.000   N/A         0.000000                     1,000.000    1.437775    1,437.78              
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

                   <S>             <C>         <C>                 <C>   
                   1,284.90        0.00        1,284.90            28.49%
                   1,457.16        0.00        1,457.16            20.71%
                   1,437.78        0.00        1,437.78            14.56%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      AMERICAN CENTURY - INTERNATIONAL FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AMX1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>         <C>       <C>                  <C>       <C>        <C>         <C>                  
1997        1.092954       914.952     1997      1.116702             0.000     914.952    1.279955    1,171.10             
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.279955    1,279.96             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


                     <S>             <C>         <C>               <C>     
                     1,171.10        0.00        1,171.10          17.1100%
                     1,279.96        0.00        1,279.96          15.9180%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          AMERICAN CENTURY - VALUE FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AMX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>         <C>       <C>                  <C>       <C>        <C>         <C>                  
1997        1.225987       815.669     1997      1.131242             0.000     815.669    1.267116    1,033.55             
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.267116    1,267.12             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


                    <S>             <C>         <C>                <C>    
                    1,033.55        0.00        1,033.55           3.3550%
                    1,267.12        0.00        1,267.12            15.22%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      AMERICAN CENTURY - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\AMX1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated              Unit Value     Accumulated                                                     
                         Units      Year of    For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased     Admin      Admin Fee     For Annual       Accum       12/31/98    Accum        Charge    
   Qtr       Value    For $1,000      Fee             $0.00    Admin Fee       Units    Unit Value     Value         Calc     
- ------------------------------------------------------------------------------------------------------------------------------



<S>         <C>          <C>                              <C>         <C>     <C>           <C>        <C>                    
Incept      1.000000     1,000.000    N/A                 0           0.000   1,000.000     1.08192    1,081.92               
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------
                 Total Accum                   Value after   Average Annual
                 Value after       Full       Deduction for   Total Return
    Surrender   Deduction for   Surrender       Admin Fee            n
     Charge      Surr Charge    Admin Fee         (ERV)       P(1+T) = ERV
- -----------------------------------------------------------------------------



                     <S>                <C>         <C>               <C>   
                     1,081.92           0.00        1,081.92          12.45%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               BERGER IPT 100 FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BERX1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     1.154662       866.054   1997        1.124387           0.000     866.054    1.324112     1,146.75             
   1996     1.029280       971.553   1996        0.981625           0.000     971.553    1.324112     1,286.44             
  Incep     1.000000     1,000.000   N/A         0.000000                   1,000.000    1.324112     1,324.11             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

                    <S>             <C>         <C>                 <C>   
                    1,146.75        0.00        1,146.75            14.68%
                    1,286.44        0.00        1,286.44            13.42%
                    1,324.11        0.00        1,324.11            11.08%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                        BERGER IPT GROWTH AND INCOME FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BERX1298.WK4

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     1.360249       735.160   1997        1.234571           0.000     735.160    1.677071     1,232.92             
   1996     1.103582       906.140   1996        1.006565           0.000     906.140    1.677071     1,519.66             
  Incep     1.000000     1,000.000   N/A         0.000000                   1,000.000    1.677071     1,677.07             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,232.92        0.00        1,232.92            23.29%
                     1,519.66        0.00        1,519.66            23.27%
                     1,677.07        0.00        1,677.07            21.36%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            BERGER IPT SMALL COMPANY
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BERX1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                     
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender   
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc      
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                   
   1997     1.178105       848.821   1997        1.019119           0.000     848.821    1.183412     1,004.50              
   1996     0.984692     1,015.546   1996        1.069417           0.000   1,015.546    1.183412     1,201.81              
  Incep     1.000000     1,000.000   N/A         0.000000                   1,000.000    1.183412     1,183.41              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                  <C>  
                     1,004.50        0.00        1,004.50             0.45%
                     1,201.81        0.00        1,201.81             9.63%
                     1,183.41        0.00        1,183.41             6.51%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          BERGER IPT BIAM INTERNATIONAL
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\BERX1298.WK4

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>         <C>         <C>                <C>     <C>          <C>          <C>                  
   1997     0.969881     1,031.054   1997        1.031545           0.000   1,031.054    1.110669     1,145.16             
  Incep     1.000000     1,000.000   N/A         0.000000                   1,000.000    1.110669     1,110.67             
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


                   <S>             <C>         <C>                 <C>   
                   1,145.16        0.00        1,145.16            14.52%
                   1,110.67        0.00        1,110.67             6.48%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               DREYFUS STOCK INDEX
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRYX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.833764       545.326   1997        1.709368             0.000     545.326    2.318443    1,264.31              
   1996     1.398634       714.983   1996        1.270011             0.000     714.983    2.318443    1,657.65              
   1995     1.157620       863.841   1995        1.026503             0.000     863.841    2.318443    2,002.77              
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    2.318443    2,318.44              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,264.31        0.00        1,264.31            26.43%
                     1,657.65        0.00        1,657.65            28.75%
                     2,002.77        0.00        2,002.77            26.05%
                     2,318.44        0.00        2,318.44            26.43%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       DREYFUS SOCIALLY RESPONSIBLE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRYX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.777912       562.458   1997        1.635458             0.000     562.458    2.268331    1,275.84              
   1996     1.404343       712.077   1996        1.275694             0.000     712.077    2.268331    1,615.23              
   1995     1.174867       851.160   1995        1.042515             0.000     851.160    2.268331    1,930.71              
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    2.268331    2,268.33              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,275.84        0.00        1,275.84            27.58%
                     1,615.23        0.00        1,615.23            27.09%
                     1,930.71        0.00        1,930.71            24.52%
                     2,268.33        0.00        2,268.33            25.66%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            DREYFUS DISCIPLINED STOCK
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRYX1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------------
                                   Accumulated                     Unit Value      Accumulated                                      
                                      Units          Year of       For Annual    Units Deducted      Total                          
     End of            Unit         Purchased         Admin         Admin Fee      For Annual        Accum             12/31/98     
       Qtr            Value        For $1,000          Fee                 $0.00    Admin Fee        Units        Unit Value        
- ------------------------------------------------------------------------------------------------------------------------------------

<S>                     <C>            <C>                                     <C>         <C>        <C>              <C>          
Incept                  1.000000       1,000.000       N/A                     0           0.000      1,000.000        1.071933     
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------
                                              Total Accum                    Value after   Average Annual
 Total         Surrender                      Value after        Full       Deduction for   Total Return
 Accum          Charge         Surrender     Deduction for    Surrender       Admin Fee            n
 Value           Calc           Charge        Surr Charge     Admin Fee         (ERV)       P(1+T) = ERV
- -----------------------------------------------------------------------------------------------------------

   <S>                                             <C>                <C>         <C>               <C>   
   1,071.93                                        1,071.93           0.00        1,071.93          10.91%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                           DREYFUS INTERNATIONAL VALUE
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\DRYX1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------------
                                   Accumulated                     Unit Value      Accumulated                                      
                                      Units          Year of       For Annual    Units Deducted      Total                          
     End of            Unit         Purchased         Admin         Admin Fee      For Annual        Accum             12/31/98     
       Qtr            Value        For $1,000          Fee                 $0.00    Admin Fee        Units        Unit Value        
- ------------------------------------------------------------------------------------------------------------------------------------

<S>                     <C>            <C>                                     <C>         <C>        <C>              <C>          
Incept                  1.000000       1,000.000       N/A                     0           0.000      1,000.000        0.941707     
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------
                                              Total Accum                    Value after   Average Annual
 Total         Surrender                      Value after        Full       Deduction for   Total Return
 Accum          Charge         Surrender     Deduction for    Surrender       Admin Fee            n
 Value           Calc           Charge        Surr Charge     Admin Fee         (ERV)       P(1+T) = ERV
- -----------------------------------------------------------------------------------------------------------

     <S>                                             <C>              <C>           <C>              <C>  
     941.71                                          941.71           0.00          941.71          -8.56%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          FEDERATED HIGH INCOME BOND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FEDX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.349419       741.060   1997        1.266227             0.000     741.060    1.366573    1,012.71              
   1996     1.202161       831.835   1996        1.100256             0.000     831.835    1.366573    1,136.76              
   1995     1.066579       937.577   1995        0.996556             0.000     937.577    1.366573    1,281.27              
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.366573    1,366.57              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                  <C>  
                     1,012.71        0.00        1,012.71             1.27%
                     1,136.76        0.00        1,136.76             6.62%
                     1,281.27        0.00        1,281.27             8.61%
                     1,366.57        0.00        1,366.57             9.10%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                        FEDERATED INTERNATIONAL EQUITY II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FEDX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.188469       841.419   1997        1.228009             0.000     841.419    1.471681    1,238.30              
   1996     1.094819       913.393   1996        1.082731             0.000     913.393    1.471681    1,344.22              
   1995      1.02508       975.534   1995        1.001652             0.000     975.534    1.471681    1,435.67              
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.471681    1,471.68              
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------
                 Total Accum                 Value after    Average Annual
                 Value after      Full      Deduction for    Total Return
    Surrender   Deduction for   Surrender     Admin Fee             n
     Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- -----------------------------------------------------------------------------

                      <S>             <C>         <C>                 <C>   
                      1,238.30        0.00        1,238.30            23.83%
                      1,344.22        0.00        1,344.22            15.94%
                      1,435.67        0.00        1,435.67            12.81%
                      1,471.68        0.00        1,471.68            11.38%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                              FEDERATED UTILITY II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\FEDX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                  
   1997     1.541347       648.783   1997        1.344351             0.000     648.783    1.731943    1,123.66             
   1996     1.234309       810.170   1996        1.164675             0.000     810.170    1.541347    1,248.75             
   1995      1.12209       891.194   1995        0.996654             0.000     891.194    1.541347    1,373.64             
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.541347    1,541.35             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

                    <S>             <C>         <C>                 <C>   
                    1,123.66        0.00        1,123.66            12.37%
                    1,248.75        0.00        1,248.75            11.75%
                    1,373.64        0.00        1,373.64            11.16%
                    1,541.35        0.00        1,541.35            12.82%
</TABLE>



<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                            INVESCO - HIGH YIELD FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\INVX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>           <C>                 
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.950601      950.60              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


                       <S>           <C>           <C>                <C>  
                       950.60        0.00          950.60            -7.27%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                           INVESCO - INDUSTRIAL INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\INVX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/97    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                            <C>           <C>     <C>          <C>         <C>                   
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.029287    1,029.29              
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


                   <S>             <C>         <C>                  <C>  
                   1,029.29        0.00        1,029.29             4.40%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                  JANUS GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JANX1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     1.650431       605.902   1997        1.565983           0.000     605.902    2.207852     1,337.74             
   1996     1.363534       733.388   1996        1.405008           0.000     733.388    2.207852     1,619.21             
   1995     1.167465       856.557   1995        1.037151           0.000     856.557    2.207852     1,891.15             
Incept      1.000000     1,000.000   N/A                0                   1,000.000    2.207852     2,207.85             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,337.74        0.00        1,337.74            33.77%
                     1,619.21        0.00        1,619.21            27.25%
                     1,891.15        0.00        1,891.15            23.66%
                     2,207.85        0.00        2,207.85            24.72%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                  JANUS GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JANX1298.WK4

- --------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                   
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender 
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc    
- --------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                 
   1997     1.650431       605.902   1997        1.565983           0.000     605.902    2.207852     1,337.74            
   1996     1.363534       733.388   1996        1.405008           0.000     733.388    2.207852     1,619.21            
   1995     1.167465       856.557   1995        1.037151           0.000     856.557    2.207852     1,891.15            
Incept      1.000000     1,000.000   N/A                0                   1,000.000    2.207852     2,207.85            
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,337.74        0.00        1,337.74            33.77%
                     1,619.21        0.00        1,619.21            27.25%
                     1,891.15        0.00        1,891.15            23.66%
                     2,207.85        0.00        2,207.85            24.72%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             JANUS AGGRESSIVE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JANX1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     1.497524       667.769   1997        1.397201           0.000     667.769    1.982620     1,323.93             
   1996     1.347927       741.880   1996        1.405008           0.000     741.880    1.982620     1,470.87             
   1995     1.266394       789.644   1995        1.075270           0.000     789.644    1.982620     1,565.56             
Incept      1.000000     1,000.000   N/A         0.000000           0.000   1,000.000    1.982620     1,982.62             
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

                   <S>             <C>         <C>                 <C>   
                   1,323.93        0.00        1,323.93            32.39%
                   1,470.87        0.00        1,470.87            21.28%
                   1,565.56        0.00        1,565.56            16.12%
                   1,982.62        0.00        1,982.62            21.03%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             JANUS WORLDWIDE GROWTH
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\JANX1298.WK4

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                <C>       <C>        <C>          <C>                  
   1997     1.856255       538.719   1997        1.833374           0.000     538.719    2.359887     1,271.32             
   1996     1.541029       648.917   1996        1.450125           0.000     648.917    2.359887     1,531.37             
   1995     1.211204       825.625   1995        1.057476           0.000     825.625    2.359887     1,948.38             
Incept      1.000000     1,000.000   N/A                0                   1,000.000    2.359887     2,359.89             
</TABLE>


<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------

                   <S>             <C>         <C>                 <C>   
                   1,271.32        0.00        1,271.32            27.13%
                   1,531.37        0.00        1,531.37            23.75%
                   1,948.38        0.00        1,948.38            24.90%
                   2,359.89        0.00        2,359.89            27.05%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                 LAZARD - EQUITY
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LAZX1298.WK4 

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge     
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>         <C>                    
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.055270    1,055.27               
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


                    <S>             <C>         <C>                  <C>  
                    1,055.27        0.00        1,055.27             8.35%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                                 LAZARD - SMALL
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LAZX1298.WK4

- ------------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                      
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender    
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge     
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc      
- ------------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                            <C>           <C>     <C>          <C>           <C>                  
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    0.855373      855.37               
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


                     <S>           <C>           <C>               <C>   
                     855.37        0.00          855.37           -20.77%
</TABLE>

<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                         LORD ABBETT - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\LABX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>         <C>                   
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.004593    1,004.59              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


                     <S>             <C>         <C>                  <C>  
                     1,004.59        0.00        1,004.59             0.68%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                      MITCHELL HUTCHINS - GROWTH AND INCOME
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\MHX1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>          <C>                     <C>                  <C>     <C>          <C>           <C>                
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.989814      989.81             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


                       <S>           <C>           <C>                <C>  
                       989.81        0.00          989.81            -1.51%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                 NEUBERGER & BERMAN - LIMITED MATURITY BOND FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\NEUX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                  
   1997     1.043140       958.644   1997        1.015480             0.000     958.644    1.073805    1,029.40             
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.073805    1,073.81             
</TABLE>

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------
              Total Accum                 Value after    Average Annual
              Value after      Full      Deduction for    Total Return
 Surrender   Deduction for   Surrender     Admin Fee             n
  Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- --------------------------------------------------------------------------


                   <S>             <C>         <C>                  <C>  
                   1,029.40        0.00        1,029.40             2.94%
                   1,073.81        0.00        1,073.81             4.35%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       NEUBERGER & BERMAN - PARTNERS FUND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\NEUX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.239881       806.529   1997        1.121881             0.000     806.529    1.274108    1,027.61              
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.274108    1,274.11              
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------


                     <S>             <C>         <C>                  <C>  
                     1,027.61        0.00        1,027.61             2.76%
                     1,274.11        0.00        1,274.11            15.60%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             STRONG - GROWTH FUND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\STGX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                  
   1997     1.270148       787.310   1997        1.139589             0.000     787.310    1.611675    1,268.89             
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.611675    1,611.68             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


                    <S>             <C>         <C>                 <C>   
                    1,268.89        0.00        1,268.89            26.89%
                    1,611.68        0.00        1,611.68            33.06%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                          STRONG - OPPORTUNITY FUND II
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

A:\STGX1298.WK4 

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------


<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                   
   1997     1.229863       813.099   1997        1.115734             0.000     813.099    1.377011    1,119.65              
Incept      1.000000     1,000.000   N/A                0             0.000   1,000.000    1.377011    1,377.01              
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------


                    <S>             <C>         <C>                 <C>   
                    1,119.65        0.00        1,119.65            11.97%
                    1,377.01        0.00        1,377.01            21.10%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                               VAN ECK REAL ESTATE
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VANX1298.WK4 

- ---------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value     Accumulated                                                    
                         Units     Year of   For Annual   Units Deducted     Total                   Total      Surrender  
  End of     Unit      Purchased    Admin     Admin Fee     For Annual       Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00    Admin Fee       Units    Unit Value     Value        Calc     
- ---------------------------------------------------------------------------------------------------------------------------

<S>         <C>          <C>                     <C>                <C>     <C>          <C>            <C>                
  Incep     1.000000     1,000.000   N/A         0.000000           0.000   1,000.000    0.851446       851.45             
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------
            Total Accum                   Value after   Average Annual
            Value after       Full       Deduction for   Total Return
 Surrender  Deduction for  Surrender       Admin Fee            n
  Charge    Surr Charge    Admin Fee         (ERV)       P(1+T) = ERV
- ------------------------------------------------------------------------

                  <S>              <C>           <C>             <C>   
                  851.45           0.00          851.45         -21.31%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                       VAN ECK WORLDWIDE EMERGING MARKETS
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VANX1298.WK4

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>          <C>         <C>         <C>                  <C>     <C>          <C>           <C>                
   1997     0.990151     1,009.947   1997        1.414081             0.000   1,009.947    0.642969      649.36             
   1996      1.13594       880.328   1996        1.076124             0.000     880.328    0.642969      566.02             
  Incep     1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.642969      642.97             
</TABLE>

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------
               Total Accum                 Value after    Average Annual
               Value after      Full      Deduction for    Total Return
  Surrender   Deduction for   Surrender     Admin Fee             n
   Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ---------------------------------------------------------------------------

                      <S>           <C>           <C>               <C>   
                      649.36        0.00          649.36           -35.06%
                      566.02        0.00          566.02           -24.77%
                      642.97        0.00          642.97           -15.24%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
                             VAN ECK WORLDWIDE BOND
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VANX1298.WK4 

- ----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                    
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender  
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum     12/31/98      Accum       Charge   
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc    
- ----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>         <C>                  
   1997     1.039146       962.329   1997        1.015004             0.000     962.329    1.155392    1,111.87             
   1996     1.029224       971.606   1996        0.989898             0.000     971.606    1.155392    1,122.59             
   1995     1.018153       982.171   1995        1.001559             0.000     982.171    1.155392    1,134.79             
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    1.155392    1,155.39             
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------
                Total Accum                 Value after    Average Annual
                Value after      Full      Deduction for    Total Return
   Surrender   Deduction for   Surrender     Admin Fee             n
    Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- ----------------------------------------------------------------------------

                     <S>             <C>         <C>                 <C>   
                     1,111.87        0.00        1,111.87            11.19%
                     1,122.59        0.00        1,122.59             5.95%
                     1,134.79        0.00        1,134.79             4.31%
                     1,155.39        0.00        1,155.39             4.11%
</TABLE>


<TABLE>
<CAPTION>
                      GREAT AMERICAN RESERVE - ACCOUNT "E"
            VAN ECK HARD ASSETS (Formerly GOLD and NATURAL RESOURCES)
                 INDIVIDUAL & GROUP PROSPECTUS - FUTURE RESERVE
                           AVERAGE ANNUAL TOTAL RETURN
                                    12/31/98

G:\ACCTING\SEPARATE\GARCO\SEPACT2\SEC\VANX1298.WK4

- -----------------------------------------------------------------------------------------------------------------------------
                      Accumulated            Unit Value      Accumulated                                                     
                         Units     Year of   For Annual    Units Deducted      Total                   Total     Surrender   
  End of     Unit      Purchased    Admin     Admin Fee      For Annual        Accum       12/31/98    Accum       Charge    
   Qtr       Value    For $1,000     Fee            $0.00     Admin Fee        Units    Unit Value     Value        Calc     
- -----------------------------------------------------------------------------------------------------------------------------

<S>         <C>            <C>       <C>         <C>                  <C>       <C>        <C>           <C>                 
   1997     1.215736       822.547   1997        1.247622             0.000     822.547    0.828049      681.11              
   1996     1.253925       797.496   1996        1.193226             0.000     797.496    0.828049      660.37              
   1995     1.077158       928.369   1995        1.015117             0.000     928.369    0.828049      768.74              
Incept      1.000000     1,000.000   N/A         0.000000             0.000   1,000.000    0.828049      828.05              
</TABLE>

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------
                 Total Accum                 Value after    Average Annual
                 Value after      Full      Deduction for    Total Return
    Surrender   Deduction for   Surrender     Admin Fee             n
     Charge      Surr Charge    Admin Fee       (ERV)        P(1+T) = ERV
- -----------------------------------------------------------------------------

                        <S>           <C>           <C>               <C>   
                        681.11        0.00          681.11           -31.89%
                        660.37        0.00          660.37           -18.74%
                        768.74        0.00          768.74            -8.39%
                        828.05        0.00          828.05            -5.13%
</TABLE>



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