FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
485BPOS, 2000-05-01
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                                                            File Nos. 33-74174
                                                                      811-8306
==============================================================================

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

                                   FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                  [ ]
     Pre-Effective Amendment No.                                         [ ]
  Post-Effective Amendment No. 5                                         [X]

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940          [ ]
  Amendment No. 6                                                        [X]

                      (Check appropriate box or boxes.)

     FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
     _______________________________________
     (Exact Name of Registrant)

     FIRST COVA LIFE INSURANCE COMPANY
     __________________________________
     (Name of Depositor)

     120 Broadway, New York, New York                              10271
     ____________________________________________________          _________
     (Address of Depositor's Principal Executive Offices)          (Zip Code)

Depositor's Telephone Number, including Area Code   (800) 469-4545

     Name and Address of Agent for Service
          Lorry J. Stensrud, President
          First Cova Life Insurance Company
          120 Broadway
          New York, NY 10271
          (800) 469-4545

     Copies to:
        Judith A. Hasenauer            and   Bernard J. Spaulding
        Blazzard, Grodd & Hasenauer, P.C.    Senior Vice President,
        P.O. Box 5108                        General Counsel and Secretary
        Westport, CT  06881                  First Cova Life Insurance
                                               Company
        (203) 226-7866                       120 Broadway
                                             New York, NY 10271



It is proposed that this filing will become effective:

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

If appropriate, check the following:

      _____  this post-effective amendment designates a new effective date for
a previously filed post-effective amendment.

Title of Securities Registered:
   Individual Variable Annuity Contracts



<TABLE>
<CAPTION>

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

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

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

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

Item 3.   Synopsis . . . . . . . . . . . . . . .   Summary

Item 4.   Condensed Financial Information  . . .   Appendix A - Condensed Financial
                                                   Information
Item 5.   General Description of Registrant,
          Depositor, and Portfolio Companies . .   Other Information - Cova; The
                                                   Separate Account; Cova
                                                   Series Trust; General American
                                                   Capital Company; Appendix B

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

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

Item 8.   Annuity Period . . . . . . . . . . . .   Annuity Payments
                                                   (The Income Phase)

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

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

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

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

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

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

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

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

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

Item 16.  Table of Contents. . . . . . . . . . .   Table of Contents
Item 17.  General Information and History. . . .   Company

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

Item 19.  Purchase of Securities Being Offered .   Not Applicable

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

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

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

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




                                     PART C

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

                               EXPLANATORY NOTE
================================================================================
This Registration Statement contains three Prospectuses (Version A, Version B
and Version C).  The three versions are substantially similar except for the
funding options.  The Prospectuses will be filed with the Commission pursuant
to Rule 497 under the Securities Act of 1933.  The Registrant undertakes to
update this Explanatory Note, as needed, each time a Post-Effective Amendment
is filed.
===============================================================================-


                                    PART A - VERSION A

                                                                       The Fixed
                                                            And Variable Annuity

                                                                       issued by

                                         FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
                                                                             and

                                                                 FIRST COVA LIFE
                                                               INSURANCE COMPANY


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

The annuity contract has 25 investment choices - a fixed account which offers an
interest rate which is guaranteed  by First Cova,  and 24 investment  portfolios
listed below.  You can put your money in the fixed  account  and/or any of these
investment portfolios.


AIM Variable Insurance Funds:
     Managed by A I M Advisors, Inc.
         AIM V.I. Capital Appreciation Fund
         AIM V.I. International Equity Fund
         AIM V.I. Value Fund

Alliance Variable Products Series Fund, Inc.:
     Managed by Alliance Capital Management L.P.
         Premier Growth Portfolio (Class A)
         Real Estate Investment Portfolio (Class A)

Cova Series Trust:

     Managed by J.P. Morgan
     Investment Management Inc.
         Select Equity Portfolio
         Large Cap Stock Portfolio
         Small Cap Stock Portfolio
         International Equity Portfolio
         Quality Bond Portfolio

     Managed by Lord, Abbett & Co.
         Bond Debenture Portfolio
         Mid-Cap Value Portfolio
         Large Cap Research Portfolio
         Developing Growth Portfolio
         Lord Abbett Growth and Income Portfolio

Franklin Templeton Variable Insurance Products Trust, Class 1 Shares*:
     Managed by Franklin Advisers, Inc.
         Franklin Small Cap Fund (the surviving fund of the
            merger with Franklin Small Cap Investments)

     Managed by Templeton Investment Counsel, Inc.
         Templeton International Securities Fund (formerly, Templeton
            International)

     Managed by Templeton Asset Management Ltd.
         Templeton Developing Markets Securities Fund (formerly,
            Templeton Developing Markets)

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

General American Capital Company:

     Managed by Conning Asset
     Management Company
         Money Market Fund

MFS Variable Insurance Trust:
     Managed by Massachusetts Financial Services Company
         MFS Emerging Growth Series
         MFS Research Series
         MFS Growth With Income Series
         MFS High Income Series
         MFS Global Governments Series


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

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


The Contracts:

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

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


May 1, 2000


TABLE OF CONTENTS                                         Page

  INDEX OF SPECIAL TERMS

  SUMMARY

  Fee Table

  Examples

  THE ANNUITY CONTRACT

  ANNUITY PAYMENTS (THE INCOME PHASE)

     Annuity Date
     Annuity Payments
     Annuity Options

  PURCHASE
     Purchase Payments
     Allocation of Purchase Payments
     Accumulation Units

  INVESTMENT OPTIONS
     AIM Variable Insurance Funds
     Alliance Variable Products Series Fund, Inc.
     Cova Series Trust
     Franklin Templeton Variable Insurance Products Trust
     General American Capital Company
     MFS Variable Insurance Trust
     Transfers
     Dollar Cost Averaging Program
     Automatic Rebalancing Program
     Voting Rights
     Substitution

  EXPENSES
     Insurance Charges
     Contract Maintenance Charge
     Withdrawal Charge
     Transfer Fee
     Income Taxes
     Investment Portfolio Expenses

  TAXES
     Annuity Contracts in General
     Qualified and Non-Qualified Contracts
     Withdrawals - Non-Qualified Contracts
     Withdrawals - Qualified Contracts
     Diversification

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

  PERFORMANCE

  DEATH BENEFIT
     Upon Your Death
     Death of Annuitant
  OTHER INFORMATION
      First Cova
      The Separate Account
      Distributor
      Ownership
      Beneficiary
      Assignment
      Financial Statements

 TABLE OF CONTENTS OF THE STATEMENT OF
 ADDITIONAL INFORMATION

 APPENDIX A
 Condensed Financial Information

 APPENDIX B
 Participating Investment Portfolios

 APPENDIX C
 Performance Information

 INDEX OF SPECIAL TERMS

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

                                                           Page

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


SUMMARY

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

THE ANNUITY CONTRACT:

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

This contract offers 24 investment portfolios.  These portfolios are designed to
offer a better return than the fixed account.  However,  this is NOT guaranteed.
You can also lose your money.

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

You can put money  into any or all of the  investment  portfolios  and the fixed
account.  You can transfer between accounts up to 12 times a year without charge
or tax implications.

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

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

ANNUITY PAYMENTS (THE INCOME PHASE):

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

HOW TO PURCHASE THE CONTRACT:

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

INVESTMENT OPTIONS:

You can put your  money in any or all of the  investment  portfolios  which  are
briefly described in Appendix B and more fully described in the prospectuses for
the  funds.  Depending  upon  market  conditions  and  the  performance  of  the
portfolio(s) you select, you can make or lose money in any of these portfolios.


EXPENSES:

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

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

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

     * If you take your money out, First Cova may assess a withdrawal  charge of
up to 7% of the purchase payment withdrawn.  After First Cova has had a purchase
payment for seven years,  there is no charge by First Cova for a  withdrawal  of
that purchase payment.

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

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

TAXES:

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

ACCESS TO YOUR MONEY:

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

DEATH BENEFIT:

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

OTHER INFORMATION:

Free Look. If you cancel the contract  within 10 days after receiving it we will
send you  whatever  your  contract is worth on the day we receive  your  request
(this  may be more or less than  your  original  payment)  without  assessing  a
withdrawal  charge.  If  you  have  purchased  the  contract  as  an  Individual
Retirement   Annuity (IRA),  you  will  receive  back  your  purchase   payment.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.)

No  Probate.  In most  cases,  when you  die,  the  person  you  choose  as your
beneficiary  will  receive the death  benefit  without  going  through  probate.
However,  the avoidance of probate does not mean that the  beneficiary  will not
have tax liability as a result of receiving the death benefit.

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

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

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

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

*    First  Cova  will  automatically  readjust  the  money  between  investment
     portfolios  periodically to keep the blend you select. We call this feature
     Automatic Rebalancing.

These features may not be suitable for your particular situation.

INQUIRIES:

If you need more information about buying a contract, please contact us at:

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

If you have any other questions, please contact us at our Home Office:

120 Broadway, 10th Floor
New York, NY 10271
(800) 469-4545
(212) 766-0012

FIRST COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

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

OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of               Years Since
purchase payments) (see Note 1 below)                 Payment           Charge
                                                         1                7%
                                                         2                6%
                                                         3                5%
                                                         4                4%
                                                         5                3%
                                                         6                2%
                                                         7                1%
                                                         8+               0%

   The revised Withdrawal Charge schedule shown here is effective as of the date
of this Prospectus for all contracts, including existing contracts.

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

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

SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
     Mortality and Expense Risk Premium                  1.25%
     Administrative Expense Charge                        .15%
                                                           ---
     TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES              1.40%

<TABLE>
<CAPTION>
Investment Portfolio Expenses
(as a percentage of the average daily net assets of an investment portfolio)

                                                                                   Other Expenses
                                                                                   (after expense
                                                  Management                       reimbursement for            Total Annual
                                                     Fees                          certain Portfolios       Portfolio Expenses
- -------------------------------------------------------------------------------------------------------------------------------
AIM Variable Insurance Funds
Managed by A I M Advisors, Inc.
       AIM V.I. Capital Appreciation Fund            .62%                                .11%                      .73%
       AIM V.I. International Equity Fund            .75%                                .22%                      .97%
       AIM V.I. Value Fund                           .61%                                .15%                      .76%
- -------------------------------------------------------------------------------------------------------------------------------
Alliance Variable Products Series Fund, Inc.
Managed by Alliance Capital Management L.P.
       Premier Growth Portfolio (Class A)           1.00%                                .05%                     1.05%
       Real Estate Investment Portfolio
        (Class A) (a)                                .49%                                .46%                      .95%
- -------------------------------------------------------------------------------------------------------------------------------
Cova Series Trust (b)
Managed by J.P. Morgan
Investment Management Inc.
<S>                                                  <C>                                  <C>                      <C>
       Select Equity Portfolio                       .67%                                 .10%                     .77%
       Large Cap Stock Portfolio                     .65%                                 .10%                     .75%
       Small Cap Stock Portfolio                     .85%                                 .19%                    1.04%
       International Equity Portfolio                .79%                                 .31%                    1.10%
       Quality Bond Portfolio                        .54%                                 .10%                     .64%
- -------------------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.
       Bond Debenture Portfolio                       .75%                                .10%                     .85%
       Mid-Cap Value Portfolio                       1.00%                                .30%                    1.30%
       Large Cap Research Portfolio                  1.00%                                .30%                    1.30%
       Developing Growth Portfolio                    .90%                                .30%                    1.20%
       Lord Abbett Growth and Income Portfolio (c)    .65%                                .05%                     .70%
- --------------------------------------------------------------------------------------------------------------------------------
Franklin Templeton Variable Insurance Products Trust,
Class 1 Shares
Managed by Franklin Advisers, Inc.
       Franklin Small Cap Fund (d)                    .55%                                .27%                     .82%

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

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities Fund (f)    .69%                                .19%                     .88%
- --------------------------------------------------------------------------------------------------------------------------------
General American Capital Company
Managed by Conning Asset
Management Company
       Money Market Fund                            .125%                                .08%                   .205%
- -------------------------------------------------------------------------------------------------------------------------------
MFS Variable Insurance Trust (g)
Managed by Massachusetts Financial Services Company
       MFS Emerging Growth Series                     .75%                                .09%                    .84%
       MFS Research Series                            .75%                                .11%                    .86%
       MFS Growth With Income Series                  .75%                                .13%                    .88%
       MFS High Income Series (h)                     .75%                                .16%                    .91%
       MFS Global Governments Series (h)              .75%                                .16%                    .91%
- -------------------------------------------------------------------------------------------------------------------------------
<FN>

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


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

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

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

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

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

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

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

<TABLE>
<CAPTION>
Examples

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

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

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

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


                                                                               Time Periods

- ------------------------------------------------------------------------------------------------------------------------------------
                                                  1 year              3 years               5 years            10 years
- ------------------------------------------------------------------------------------------------------------------------------------
AIM Variable Insurance Funds
Managed by A I M Advisors, Inc.
<S>                                                                     <C>             <C>                <C>              <C>
       AIM V.I. Capital Appreciation              (a)  $92.59         (a) $114.54
                                                  (b)  $22.59         (b) $ 69.54
       AIM V.I. International Equity              (a)  $95.00         (a) $121.77
                                                  (b)  $25.00         (b) $ 76.77
       AIM V.I. Value                             (a)  $92.90         (a) $115.45
                                                  (b)  $22.90         (b) $ 70.45
- -----------------------------------------------------------------------------------------------------------------------------------

Alliance Variable Products Series Fund, Inc.
Managed by Alliance Capital Management L.P.
       Premier Growth                             (a)   $95.80        (a) $124.17
                                                  (b)   $25.80        (b) $ 79.17
       Real Estate Investment                     (a)   $94.80        (a) $121.17
                                                  (b)   $24.80        (b) $ 76.17
- -------------------------------------------------------------------------------------------------------------------------

Cova Series Trust
Managed by J.P. Morgan
Investment Management Inc.
<S>                                                    <C>                <C>                   <C>                 <C>
       Select Equity                              (a)  $93.00         (a) $115.75           (a) $147.96         (a) $258.16
                                                  (b)  $23.00         (b) $ 70.75           (b) $120.96         (b) $258.16
       Large Cap Stock                            (a)  $92.80         (a) $115.15           (a) $146.95         (a) $256.13
                                                  (b)  $22.80         (b) $ 70.15           (b) $119.95         (b) $256.13
       Small Cap Stock                            (a)  $95.70         (a) $123.87           (a) $161.49         (a) $285.14
                                                  (b)  $25.70         (b) $ 78.87           (b) $134.49         (b) $285.14
       International Equity                       (a)  $96.30         (a) $125.66           (a) $164.48         (a) $291.02
                                                  (b)  $26.30         (b) $ 80.66           (b) $137.48         (b) $291.02
       Quality Bond                               (a)  $91.69         (a) $111.82           (a) $141.38         (a) $244.89
                                                  (b)  $21.69         (b) $ 66.82           (b) $114.38         (b) $244.89
- ------------------------------------------------------------------------------------------------------------------------------------

Managed by Lord, Abbett & Co.
       Bond Debenture                             (a)  $93.80         (a) $118.16           (a) $151.99         (a) $266.24
                                                  (b)  $23.80         (b) $ 73.16           (b) $124.99         (b) $266.24
       Mid-Cap Value                              (a)  $98.30         (a) $131.62           (a) $174.35         (a) $310.37
                                                  (b)  $28.30         (b) $ 86.62           (b) $147.35         (b) $310.37
       Large Cap Research                         (a)  $98.30         (a) $131.62           (a) $174.35         (a) $310.37
                                                  (b)  $28.30         (b) $ 86.62           (b) $147.35         (b) $310.37
       Developing Growth                          (a)  $97.30         (a) $128.65           (a) $169.42         (a) $300.75
                                                  (b)  $27.30         (b) $ 83.65           (b) $142.42         (b) $300.75
       Lord Abbett Growth and Income              (a)  $92.29         (a) $113.63           (a) $144.42         (a) $251.04
                                                  (b)  $22.29         (b) $ 68.63           (b) $117.42         (b) $251.04
- ------------------------------------------------------------------------------------------------------------------------------------
Franklin Templeton Variable Insurance Products Trust, Class 1 Shares

Managed by Franklin Advisers, Inc
       Franklin Small Cap                         (a)  $93.50         (a)  $117.26
                                                  (b)  $23.50         (b)  $ 72.26

Managed by Templeton Asset Management Ltd.
       Templeton Developing Markets Securities    (a)  $100.89        (a)  $139.31
                                                  (b)  $ 30.89        (b)  $ 94.31

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities         (a)  $94.10         (a)  $119.07
                                                  (b)  $24.10         (b)  $ 74.07
- -----------------------------------------------------------------------------------------------------------------------------------
General American Capital Company
Managed by Conning Asset
Management Company
       Money Market                               (a)  $87.31         (a) $98.54            (a) $119.02         (a) $199.08
                                                  (b)  $17.31         (b) $53.54            (b) $ 92.02         (b) $199.08
- ------------------------------------------------------------------------------------------------------------------------------------
MFS Variable Insurance Trust
Managed by Massachusetts Financial Services Company

       MFS Emerging Growth                        (a)  $93.70         (a)  $117.86
                                                  (b)  $23.70         (b)  $ 72.86
       MFS Global Governments                     (a)  $94.40         (a)  $119.97
                                                  (b)  $24.40         (b)  $ 74.97
       MFS Growth With Income                     (a)  $94.10         (a)  $119.07
                                                  (b)  $24.10         (b)  $ 74.07
       MFS High Income                            (a)  $94.40         (a)  $119.97
                                                  (b)  $24.40         (b)  $ 74.97
       MFS Research                               (a)  $93.90         (a)  $118.46
                                                  (b)  $23.90         (b)  $ 73.46
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>

Explanation of Fee Table

1.   After First Cova has had a purchase payment for 7 years, there is no charge
     by First Cova for a withdrawal of that purchase payment.  You may also have
     to pay  income tax and a tax  penalty on any money you take out.  After the
     first year,  you can take up to 10% of your total  purchase  payments  each
     year without a charge from First Cova.

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

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

4.   Premium taxes are not reflected. New York does not assess premium taxes.

THERE IS AN ACCUMULATION UNIT VALUE HISTORY  (CONDENSED  FINANCIAL  INFORMATION)
CONTAINED IN APPENDIX A.
</FN>
</TABLE>

THE ANNUITY CONTRACT

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

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

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

The  contract  is called a variable  annuity  because  you can  choose  among 24
investment  portfolios and,  depending upon market  conditions,  you can make or
lose  money in any of these  portfolios.  If you  select  the  variable  annuity
portion of the contract,  the amount of money you are able to accumulate in your
contract during the accumulation  phase depends upon the investment  performance
of the investment  portfolio(s)  you select.  The amount of the annuity payments
you receive  during the income  phase from the variable  annuity  portion of the
contract  also  depends, in part, upon  the  investment  performance  of  the
investment portfolios you select for the income phase.

The contract also contains a fixed account. The fixed account offers an interest
rate that is  guaranteed by First Cova.  If you select the fixed  account,  your
money will be placed with the other general  assets of First Cova. If you select
the  fixed  account,  the  amount of money  you are able to  accumulate  in your
contract during the accumulation  phase depends upon the total interest credited
to your  contract.  The amount of the annuity  payments  you receive  during the
income phase from the fixed  account  portion of the contract  will remain level
for the entire income phase.

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

ANNUITY PAYMENTS (THE INCOME PHASE)

Annuity Date

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

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

Annuity Payments

You will receive annuity payments during the income phase.  In general, annuity
payments must begin by the annuitant's 90th birthday.  The annuitant is the
person whose life we look to when we make annuity payments.

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

  * the fixed account,

  * the investment portfolio(s), or

  * a combination of both.

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

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

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

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

     3) the performance of the investment portfolios you selected.

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

Annuity  payments  are made  monthly  unless you have less than  $2,000 to apply
toward a payment  and you have not made a purchase  payment in 3 years.  In that
case,  First  Cova may  provide  your  annuity  payment  in a single  lump  sum.
Likewise,  if your annuity  payments would be less than $20 a month,  First Cova
has the right to reduce the frequency of payments so that your annuity  payments
are at least $20.

Annuity Options

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

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

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

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

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

PURCHASE

Purchase Payments

A  purchase  payment  is the money you give us to  invest in the  contract.  The
minimum  we will  accept is $5,000  when the  contract  is  purchased  as a non-
qualified  contract.  If you  are  purchasing  the  contract  as  part of an IRA
(Individual   Retirement   Annuity)  the  minimum  we  will  accept  is  $2,000.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.) The maximum purchase
payment  we accept  is $1  million  without  our  prior  approval.  You can make
additional purchase payments of $500 or more to either type of contract.

Allocation of Purchase Payments

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

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

Free Look

If you change your mind about owning this contract,  you can cancel it within 10
days after  receiving it. When you cancel the contract  within this time period,
First Cova will not assess a withdrawal  charge.  You will receive back whatever
your contract is worth on the day we receive your request. If you have purchased
the contract as an IRA, we are required to give you back your  purchase  payment
if you decide to cancel your contract within 10 days after receiving it.

Accumulation Units

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

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

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

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

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

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

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

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

Example:

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

INVESTMENT OPTIONS

The contract offers 24 investment portfolios which are listed below.  Additional
investment portfolios may be available in the future.

YOU SHOULD READ THE  PROSPECTUSES  FOR THESE FUNDS CAREFULLY.  Copies of these
prospectuses will be sent to you with your contract.  (See Appendix B which
contains a summary of investment objectives and strategies for each investment
portfolio.)

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

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

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

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

AIM VARIABLE INSURANCE FUNDS

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

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

ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.

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

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

COVA SERIES TRUST

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

J.P. Morgan Investment Management Inc. is the sub-adviser to the following
portfolios:

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

Lord, Abbett & Co. is the sub-adviser to the following portfolios:

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

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST

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

  Franklin Small Cap Fund (the surviving fund of the merger with
     Franklin Small Cap Investments Fund)
  Templeton Developing Markets Securities Fund (formerly, Templeton
     Developing Markets Fund)
  Templeton International Securities Fund (formerly, Templeton
     International Fund)

GENERAL AMERICAN CAPITAL COMPANY

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

  Money Market Fund

MFS VARIABLE INSURANCE TRUST

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

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

Transfers

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

Telephone  Transfers.  You  can  make  transfers  by  telephone.  If you own the
contract with a joint owner,  unless First Cova is instructed  otherwise,  First
Cova will accept  instructions  from either you or the other  owner.  First Cova
will  use  reasonable  procedures  to  confirm  that  instructions  given  us by
telephone  are genuine.  If First Cova fails to use such  procedures,  we may be
liable for any losses due to unauthorized or fraudulent instructions. First Cova
tape records all telephone instructions.

Transfers During the Accumulation Phase.

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

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

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

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

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

Transfers During the Income Phase.

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

Dollar Cost Averaging Program

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

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

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

Automatic Rebalancing Program

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

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

Example:

     Assume  that you  want  your  initial  purchase  payment  split  between  2
     investment portfolios. You want 40% to be in the Quality Bond Portfolio and
     60% to be in the Select  Equity  Portfolio.  Over the next 2 1/2 months the
     bond market does very well while the stock market performs  poorly.  At the
     end of the first quarter,  the Quality Bond Portfolio now represents 50% of
     your holdings because of its increase in value.  If you have chosen to have
     your holdings rebalanced  quarterly,  on the first day of the next quarter,
     First Cova will sell some of your units in the Quality  Bond  Portfolio to
     bring  its  value  back to 40% and use the  money to buy more  units in the
     Select Equity Portfolio to increase those holdings to 60%.

Voting Rights

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

Substitution

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

EXPENSES

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

Insurance Charges

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

   1) the mortality and expense risk premium, and

   2) the administrative expense charge.

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

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

Contract Maintenance Charge

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

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

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

Withdrawal Charge

During the  accumulation  phase,  you can make  withdrawals  from your contract.
First Cova keeps  track of each  purchase  payment.  Once a year after the first
year,  you  can  withdraw  up to 10% of  your  total  purchase  payments  and no
withdrawal  charge  will be  assessed  on the 10%,  if on the day you make  your
withdrawal the value of your contract is $5,000 or more.  Otherwise,  unless the
purchase payment was made more than 7 years ago, the charge is:

<TABLE>
<CAPTION>

              Years Since
                Payment           Charge
                 <S>               <C>
                   1                7%
                   2                6%
                   3                5%
                   4                4%
                   5                3%
                   6                2%
                   7                1%
                   8+               0%
</TABLE>

The revised  Withdrawal  Charge schedule shown above is effective as of the date
of this Prospectus for all contracts, including existing contracts.

After First Cova has had a purchase payment for 7 years, there is no charge when
you  withdraw  that  purchase  payment.  First Cova does not assess a withdrawal
charge on earnings  withdrawn  from the  contract.  Earnings  are defined as the
value in your contract minus the remaining  purchase  payments in your contract.
The withdrawal order for calculating the withdrawal charge is shown below.

     *    10% of purchase payments free.

     *    Remaining  purchase payments that are over 7 years old and not subject
          to a withdrawal charge.

     *    Earnings in the contract free.

     *    Remaining  purchase  payments  that are less  than 7 years old and are
          subject to a withdrawal charge.

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

When  the  withdrawal  is for  only  part of the  value  of your  contract,  the
withdrawal  charge is  deducted  from the  remaining  value in your  contract if
sufficient, or from the amount withdrawn.

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

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


Transfer Fee

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

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

Income Taxes

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

Investment Portfolio Expenses

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

TAXES

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

Annuity Contracts in General

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

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

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

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

Qualified and Non-Qualified Contracts

If you  purchase  the  contract  as an  individual  and not under an  Individual
Retirement  Annuity  (IRA),  your  contract is  referred  to as a  non-qualified
contract.

If you  purchase the contract  under an IRA,  your  contract is referred to as a
qualified contract.  Currently, the contract is not available under an IRA until
the IRA Endorsement is approved by the State of New York Insurance Department.


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

Withdrawals - Non-Qualified Contracts

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

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

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

     (2) paid after you die;

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

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

     (5) paid under an immediate annuity; or

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

Withdrawals - Qualified Contracts

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

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

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

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



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.  First Cova believes that the investment  portfolios are being
managed so as to comply with the requirements.

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

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

ACCESS TO YOUR MONEY

You can have access to the money in your  contract:

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

   (2) by electing to receive annuity payments;  or

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

You can only make withdrawals during the accumulation phase.

When you make a complete  withdrawal you will receive the withdrawal  value. The
withdrawal  value  is the  value  of  the  contract  on the  day  you  made  the
withdrawal:

  * less any applicable withdrawal charge,

  * less any  premium  tax, and

  * less any  contract maintenance charge.

(See "Expenses" for a discussion of the charges.)

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

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

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

Systematic Withdrawal Program

The Systematic  Withdrawal  Program provides an automatic monthly payment to you
of up to 10% of your total  purchase  payments each year.  No withdrawal  charge
will be  deducted  for these  payments.  First Cova does not have any charge for
this program.  If you use this program,  you may not also make a single 10% free
withdrawal.  For a  discussion  of  the  withdrawal  charge  and  the  10%  free
withdrawal, see Section 5. Expenses.

Income taxes and tax penalties may apply to Systematic Withdrawals.

Suspension of Payments or Transfers

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

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

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

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

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

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

PERFORMANCE

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

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

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

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

DEATH BENEFIT

Upon Your Death

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

For contracts purchased on or after May 1, 2000, your death benefit is the
Annual Step-Up Option. If you bought your contract before May 1, 2000, you
received the Seven Year Step-Up Option. On your next contract  anniversary after
May 1, 2000, you can elect the Annual Step-Up Option.  If you do not make an
election on such  contract anniversary, your death benefit will remain the
Seven Year Step-Up Option.  Note: If you reached age 80 prior to making an
election, you are not affected by the changes to the death benefit and you need
not make an election.  This means that the Seven Year Step-Up Option will
remain as your death benefit

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

ANNUAL STEP-UP OPTION FOR CONTRACTS ISSUED ON OR AFTER MAY 1, 2000

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

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

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

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

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

Example:

Assumed facts for example:

$10,000 current GACV

$8,000 contract value

$5,000 total purchase payments, less any prior withdrawals and associated
withdrawal charges

$2,100 partial withdrawal ($2,000 withdrawal + $100 withdrawal charge)

New GACV = $10,000 - [($2,100/$8,000) X $10,000]

which results in the current GACV of $10,000 being reduced by $2,625

The new GACV is $7,375.

The contract value immediately  after the withdrawal is $5,900,  which is $8,000
less the $2,000 withdrawal and the $100 withdrawal charge.

The death benefit  immediately  after the withdrawal is the greatest of purchase
payments less  withdrawals  and withdrawal  charges ($5,000 minus $2,100) or the
contract value ($5,900) or the GACV ($7,375).

The death benefit is therefore $7,375.

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

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

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

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

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

ANNUAL STEP-UP OPTION FOR CONTRACTS ISSUED PRIOR TO MAY 1, 2000

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

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

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

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

The GACV is  initially  the death  benefit  determined  as of the day First Cova
receives notice that you have elected this death benefit option.  This figure is
based on your existing  death  benefit as described in your  contract  under the
Seven  Year  Step-Up  Option.  The  GACV is then  evaluated  at each  subsequent
contract  anniversary  prior to your or your  joint  owner's  death  and on each
subsequent  day a  purchase  payment  or  withdrawal  is made.  On the  contract
anniversary,  if the current  contract  value is greater than the GACV, the GACV
will be increased to the current value of your contract.  If a purchase  payment
is made,  the  amount of the  purchase  payment  will  increase  the GACV.  If a
withdrawal is made,  the GACV will be reduced by the amount  withdrawn  (and any
associated withdrawal charges) divided by the value of your contract immediately
before  the  withdrawal   multiplied  by  the  GACV  immediately  prior  to  the
withdrawal.  The example  above under the Annual  Step-Up  Option  explains  the
effect of a withdrawal on the GACV under this death benefit option.

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

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

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

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

The GACV is  initially  the death  benefit  determined  as of the day First Cova
receives notice that you have elected this death benefit option.  This figure is
based on your existing  death  benefit as described in your  contract  under the
Seven  Year  Step-Up  Option.  The  GACV is then  evaluated  at each  subsequent
contract anniversary on or before your or your joint owner's, 80th birthday, and
on each subsequent day a purchase payment or withdrawal is made. On the contract
anniversary  on or before  your or your joint  owner's,  80th  birthday,  if the
current  contract  value is greater than the GACV, the GACV will be increased to
the current value of your contract. If a purchase payment is made, the amount of
the purchase  payment will increase the GACV. If a withdrawal is made,  the GACV
will be reduced by the amount withdrawn (and any associated  withdrawal charges)
divided  by the  value  of your  contract  immediately  before  the  withdrawal,
multiplied by the GACV  immediately  prior to the withdrawal.  The example above
under the Annual Step-Up Option  explains the effect of a withdrawal on the GACV
under this death benefit option.

SEVEN YEAR STEP-UP OPTION FOR CONTRACTS ISSUED PRIOR TO MAY 1, 2000


The amount of the death benefit depends on how old you or your joint owner is.

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

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

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

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

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

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

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

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

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

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

Death of Annuitant

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

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

OTHER INFORMATION

First Cova Life Insurance  Company (First Cova) was organized  under the laws of
the  State  of New York on  December  31,  1992.  First  Cova is a  wholly-owned
subsidiary of Cova  Financial  Services Life  Insurance  Company (Cova Life),  a
Missouri  insurance  company.  On June 1, 1995,  a  wholly-owned  subsidiary  of
General American Life Insurance  Company purchased First Cova which on that date
changed its name to First Cova Life Insurance Company. On January 6, 2000,
Metropolitan Life Insurance Company (MetLife) acquired  GenAmerica Corporation,
the ultimate parent company of Cova Financial Services Life Insurance Company
(Cova Life), the parent company of First Cova. The acquisition of GenAmerica
Corporation does not affect policy benefits or any other terms or conditions
under your contract.


First Cova is  licensed  to do business only in the state of New York.



The Separate Account

First Cova has  established  a separate  account,  First Cova  Variable  Annuity
Account One (Separate Account),  to hold the assets that underlie the contracts.
The Board of  Directors of First Cova  adopted a  resolution  to  establish  the
Separate  Account  under New York  insurance  law on December 31, 1992.  We have
registered the Separate Account with the Securities and Exchange Commission as a
unit  investment  trust under the  Investment  Company Act of 1940. The Separate
Account is divided into sub-accounts.

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

Distributor

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


Commissions   will  be  paid  to   broker-dealers   who  sell   the   contracts.
Broker-dealers  will be paid a commission of up to 3.5% of purchase payments and
an expense  allowance of up to 1.25% of purchase  payments and up to .25% of the
contract value.  Alternatively,  the broker-dealers will be paid a commission of
up to 3.5% of  purchase  payments  and an  expense  allowance  of up to 2.75% of
purchase payments.

If the  contract is  annuitized,  the  broker-dealers  will be paid a commission
ranging  from 1% to 4% of contract  value  depending on the terms of the annuity
option chosen by the contract owner.


Ownership

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

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

Beneficiary

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

Assignment

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

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

Financial Statements

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

Table of Contents of the Statement of Additional Information

     Company
     Experts
     Legal Opinions
     Distribution
     Calculation of Performance Information
     Federal Tax Status
     Annuity Provisions
     Financial Statements


<TABLE>
<CAPTION>
APPENDIX A
Condensed Financial Information
Accumulation Unit Value History

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


                                           Year or Period      Year or Period       Year or Period
                                             Ended 12/31/99    Ended 12/31/98        Ended 12/31/97
- ---------------------------------------------------------------------------------------------------
Cova Series Trust
Managed by J.P. Morgan
Investment Management Inc.
Select Equity Sub-Account
<S>                                             <C>             <C>                   <C>
     Beginning of Period                       $16.99          $14.05                 $11.76
     End of Period                              18.38           16.99                  14.05
     Number of Accum. Units Outstanding         8,820           5,207                  1,321
Small Cap Stock Sub-Account
     Beginning of Period                       $12.58          $13.49                 $10.92
     End of Period                              17.93           12.58                  13.49
     Number of Accum. Units Outstanding         4,804           2,679                    530
International Equity Sub-Account
     Beginning of Period                       $12.89          $11.46                 $11.14
     End of Period                              16.34           12.89                  11.46
     Number of Accum. Units Outstanding        12,265           6,954                  3,836
Quality Bond Sub-Account
     Beginning of Period                       $11.91          $11.16                 $10.45
     End of Period                              11.57           11.91                  11.16
     Number of Accum. Units Outstanding         5,664           5,759                  2,068
Large Cap Stock Sub-Account
     Beginning of Period                       $19.43          $14.89                 $12.40
     End of Period                              22.55           19.43                  14.89
     Number of Accum. Units Outstanding        13,610           6,695                  2,807
- -------------------------------------------------------------------------------------------------------------------
Managed by Lord, Abbett & Co.
Bond Debenture Sub-Account
     Beginning of Period                       $13.50          $12.88                 $11.74
     End of Period                              13.77           13.50                  12.88
     Number of Accum. Units Outstanding        17,199          11,913                  8,928
- -------------------------------------------------------------------------------------------------------------------

Mid-Cap Value Sub-Account
     Beginning of Period                       $10.44          $11.05                  N/A
     End of Period                              10.88           10.44
     Number of Accum. Units Outstanding         5,899           1,487
- -------------------------------------------------------------------------------------------------------------------
Large Cap Research Sub-Account
     Beginning of Period                       $11.83          $10.95                  N/A
     End of Period                              14.64           11.83
     Number of Accum. Units Outstanding         7,259           2,713
- -------------------------------------------------------------------------------------------------------------------
Developing Growth Sub-Account
     Beginning of Period                       $11.07          $10.19                  N/A
     End of Period                              14.45           11.07
     Number of Accum. Units Outstanding         3,257             167
- -------------------------------------------------------------------------------------------------------------------
Lord Abbett Growth & Income Sub-Account
      Beginning of Period                      $35.90              N/A                  N/A
      End of Period                             39.46
      Number of Accum. Units Outstanding       14,640
- -------------------------------------------------------------------------------------------------------------------
General American Capital Company
Money Market Sub-Account
     Beginning of Period                       $11.11          $11.11                  N/A
     End of Period                              11.56           11.11
     Number of Accum. Units Outstanding             9           2,161

- -------------------------------------------------------------------------------------------------------------------
<FN>
*    The  accumulation  unit values shown above for the  beginning of the period
     reflect the date these accumulation units first invested in the Cova Series
     Trust investment portfolios as follows: Select Equity (3/11/97),  Small Cap
     Stock (3/17/97),  International  Equity (3/11/97),  Quality Bond (5/15/97),
     Large  Cap  Stock  (3/11/97),  Bond  Debenture  (5/15/97),   Mid-Cap  Value
     (3/4/98), Large Cap Research (3/3/98) and Developing Growth (11/23/98). The
     General  American  Capital  Company  Money  Market  Sub-Account   commenced
     investment operations on December 28, 1998. There are no accumulation unit
     values shown for certain investment portfolios, because they were not
     available with your contract until the date of this prospectus.

</FN>
</TABLE>

                                 APPENDIX B

                    PARTICIPATING INVESTMENT PORTFOLIOS

Below are the investment objectives and strategies of each investment portfolio
available under the contract. The fund prospectuses contain more complete
information including a description of the investment objectives, policies,
restrictions and risks.  THERE CAN BE NO ASSURANCE THAT THE INVESTMENT
OBJECTIVES WILL BE ACHIEVED.

AIM VARIABLE INSURANCE FUNDS:

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

     AIM V.I. CAPITAL APPRECIATION FUND

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

     AIM V.I. INTERNATIONAL EQUITY FUND

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

     AIM V.I. VALUE FUND

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

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

     PREMIER GROWTH PORTFOLIO (Class A)

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

     REAL ESTATE INVESTMENT PORTFOLIO (Class A)

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

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

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

     INTERNATIONAL EQUITY PORTFOLIO

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

     LARGE CAP STOCK PORTFOLIO

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

     QUALITY BOND PORTFOLIO

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

     SELECT EQUITY PORTFOLIO

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

     SMALL CAP STOCK PORTFOLIO

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

PORTFOLIOS MANAGED BY LORD, ABBETT & CO.:

     BOND DEBENTURE PORTFOLIO

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

     DEVELOPING GROWTH PORTFOLIO

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

     LARGE CAP RESEARCH PORTFOLIO

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

     LORD ABBETT GROWTH AND INCOME PORTFOLIO

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

     MID-CAP VALUE PORTFOLIO

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

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES:

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

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

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

     TEMPLETON INTERNATIONAL SECURITIES FUND (formerly, Templeton International
          Fund)

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

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

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


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

     MONEY MARKET FUND

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


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

     MFS EMERGING GROWTH SERIES

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


     MFS GLOBAL GOVERNMENTS SERIES

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

     MFS GROWTH WITH INCOME SERIES

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

     MFS HIGH INCOME SERIES

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

     MFS RESEARCH SERIES

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


<TABLE>
<CAPTION>
APPENDIX C
PERFORMANCE INFORMATION

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

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

PART 1 - SEPARATE ACCOUNT PERFORMANCE

J.P.  Morgan  Investment  Management  Inc. is the  sub-adviser for the following
portfolios of Cova Series Trust: Select Equity,  Small Cap Stock,  International
Equity,  Quality Bond and Large Cap Stock. Lord, Abbett & Co. is the sub-adviser
for the  following  Portfolios  of Cova Series Trust:  Bond  Debenture,  Mid-Cap
Value,  Large Cap Research and Developing  Growth. All of these portfolios began
operations  before  December 31, 1999. As a result,  performance  information is
available for the accumulation unit values investing in these portfolios.

*    Column A presents  performance  figures  for the  accumulation  units which
     reflect the insurance charges,  the contract  maintenance  charge, the fees
     and  expenses of the  investment  portfolio,  and  assumes  that you make a
     withdrawal at the end of the period and therefore the withdrawal  charge is
     reflected.  The withdrawal charge rate has been revised as of the date of
     this Prospectus.  The performance information shown in Column A below
     reflects the previous withdrawal charge rate.

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

The  inception  dates shown below  reflect the dates the Separate  Account first
invested in the  Portfolio.  The total return  figures are not annualized if the
sub-account was in existence for less than one year.


Part 1 Cova Series Trust
Average Annual Total Return for the period ended 12/31/99:
- -------------------------------------------------------------------------------------------------------------------------------
                                                                                    Accumulation Unit Performance
                                                                       Column A                                Column B
                                                                  (reflects all charges                   (reflects insurance
                                                                     and portfolio                            charges and
                                                                       expenses)                           portfolio expenses)
                                      Separate Account
                                      Inception Date                            since                                   since
Portfolio                             in Portfolio                  1 yr      inception                     1 yr      inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                          <C>         <C>                          <C>        <C>
   Select Equity                       3/11/97                       1.82%      15.90%                       8.22%      17.24%
   Small Cap Stock                     3/17/97                      36.07%      18.12%                      42.52%      19.43%
   International Equity                3/11/97                      20.30%      13.20%                      26.73%      14.59%
   Quality Bond                        5/15/97                      -9.31%       2.20%                      -2.92%       3.95%
   Large Cap Stock                     3/11/97                       9.64%      22.51%                      16.06%      23.74%
   Bond Debenture                      5/15/97                      -4.41%       4.59%                       1.99%       6.24%
   Mid-Cap Value                       3/04/98                      -2.21%      -4.50%                       4.19%      -0.87%
   Large Cap Research                  3/03/98                      17.34%      14.00%                      23.76%      17.18%
   Developing Growth                  11/23/98                      24.15%      31.52%                      30.58%      37.18%
   Lord Abbett Growth and Income       1/08/99                        NA         2.78%                         NA        9.89%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
PART 1 General American Capital Company Money Market Fund
Average Annual Total Return for the period ended 12/31/99:

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                    Accumulation Unit Performance
                                                                       Column A                                Column B
                                                                  (reflects all charges                    (reflects insurance
                                                                      and portfolio                            charges and
                                                                       expenses)                           portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                                      Separate Account
                                      Inception Date                1 yr        since                       1 yr        since
Portfolio                             in Portfolio                            inception                               inception
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                            <C>        <C>                         <C>           <C>
Money Market                          12/28/98                       -2.36%      -2.31%                       4.04%       4.04%
</TABLE>



<TABLE>
<CAPTION>
PART 2 - HISTORICAL FUND PERFORMANCE

Certain  portfolios have been in existence for some time and have an investment
performance  history.  In order to show how the  historical performance of the
portfolios  affects the contract's  accumulation unit values, the following
performance information was developed.

The information is based upon the historical experience of the portfolios and is
for the periods shown.  The chart below shows the investment  performance of the
portfolios and the accumulation unit performance calculated by assuming that the
contracts were invested in the portfolios for the same periods.

o    The  performance  figures in Column A reflect the fees and expenses paid by
     each portfolio.

o    Column B presents  performance  figures  for the  accumulation  units which
     reflect the insurance charges,  the contract  maintenance  charge, the fees
     and expenses of each  portfolio,  and assumes that you make a withdrawal at
     the end of the period and therefore the withdrawal charge is reflected.  The
     withdrawal charge reflected is the revised charge which takes effect as of
     the date of this Prospectus.

o    Column C presents  performance  figures  for the  accumulation  units which
     reflect the insurance charges and the fees and expenses of each portfolio.

o    Performance figures shown for portfolios in existence for less than one
     year are not annualized.


Total Return for the periods ended 12/31/99
- - ----------------------------------------------------------------------------------------------------------------------------------

                                                                                      Accumulation Unit Performance
                                                                                  Column B                     Column C
                                                                                (reflects all             (reflects insurance
                                             Portfolio Performance              charges and             charges and portfolio
                                                   Column A                  portfolio expenses)               expenses)
- - ----------------------------------------------------------------------------------------------------------------------------------

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

AIM Variable Insurance Funds
   AIM V.I. Capital
<S>                       <C> <C>         <C>       <C>       <C>       <C>       <C>      <C>        <C>       <C>       <C>
     Appreciation         5/5/93          44.61%    25.59%    22.33%    36.20%    22.29%   20.69%     42.60%    24.19%    20.93%
   AIM V.I.
     International Equity 5/5/93          55.04%    21.93%    18.82%    46.49%    18.63%   17.18%     52.89%    20.53%    17.42%
   AIM V.I. Value         5/5/93          29.90%    27.23%    23.07%    21.69%    23.93%   21.43%     28.09%    25.83%    21.67%
- - ----------------------------------------------------------------------------------------------------------------------------------

Alliance Variable Products Series Fund, Inc.
   Premier Growth
      (Class A)           6/26/92         32.32%   36.03%     26.31%    24.08%    32.73%   24.81%     30.48%    34.63%    24.91%
   Real Estate
     Investment
      (Class A)          1/9/97          -5.11%     N/A      -1.79%   -12.83%      N/A    -4.83%     -6.43%      N/A     -3.19%
- - ----------------------------------------------------------------------------------------------------------------------------------

Part 2 Cova Series Trust
Average Annual Total Return for the period ended 12/31/99:
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                          Accumulation Unit Performance
                                                                                  Column B                     Column C
                                                                             (reflects all charges         (reflects insurance
                                               Fund Performance                 and portfolio                 charges and
                                                   Column A                       expenses)                portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                          Portfolio
                          Inception                        since                        since                           since
Portfolio                 Date              1 yr          inception        1 yr        inception        1 yr           inception
- ------------------------------------------------------------------------------------------------------------------------------------

<S>                        <C> <C>          <C>            <C>             <C>            <C>           <C>            <C>
   Select Equity           5/1/96            9.71%         19.44%           1.82%         16.70%         8.22%         17.79%
   Small Cap Stock         5/1/96           44.56%         17.30%          36.07%         14.58%        42.52%         15.67%
   International Equity    5/1/96           28.52%         15.26%          20.30%         12.56%        26.73%         13.65%
   Quality Bond            5/1/96           -1.54%          5.79%          -9.31%          3.25%        -2.92%          4.34%
   Large Cap Stock         5/1/96           17.64%         26.52%           9.64%         23.71%        16.06%         24.80%
   Bond Debenture          5/1/96            3.40%         10.32%          -4.41%          7.72%         1.99%          8.81%
   Mid-Cap Value           8/20/97           5.71%          4.95%          -2.21%          1.58%         4.19%          3.61%
   Large Cap Research      8/20/97          25.54%         18.96%          17.34%         15.45%        23.76%         17.48%
   Developing Growth       8/20/97          32.47%         18.35%          24.15%         14.83%        30.58%         16.86%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
Franklin Templeton Variable Insurance Products Trust,
Class 1 Shares


  Templeton Developing
     Markets Securities
<S>       <C>                <C> <C>    <C>                   <C>     <C>                  <C>       <C>                  <C>
     Fund (1)                3/4/96     53.84%      N/A      -5.30%   46.04%      N/A     -7.75%     52.44%     N/A      -6.70%
  Templeton
     International
     Securities Fund (2)     5/1/92     23.61%     17.21%    15.36%   15.81%     13.91%   13.86%     22.21%    15.81%    13.96%
  Franklin Small Cap
     Fund (3)               11/1/95     96.94%      N/A      30.41%   89.14%      N/A     28.26%     95.54%     N/A      29.01%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

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

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

<TABLE>
<CAPTION>
Part 2 General American Capital Company Money Market Fund
Average Annual Total Return for the period ended 12/31/99:
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                         Accumulation Unit Performance
                                                                                 Column B                         Column C
                                                                            (reflects all charges             (reflects insurance
                                                Fund Performance               and portfolio                     charges and
                                                   Column A                      expenses)                     portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                          Portfolio
                          Inception
Portfolio                 Date            1 yr      5 yrs   10 yrs       1 yr      5 yrs    10 yrs       1 yr      5 yrs   10 yrs
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>  <C>         <C>       <C>    <C>         <C>       <C>       <C>        <C>        <C>      <C>
    Money Market          10/1/87          5.20%     5.60%   5.35%      -2.36%     2.30%     3.85%      4.04%       4.20%    3.95%
- ------------------------------------------------------------------------------------------------------------------------------------

MFS Variable Insurance Trust
   MFS Emerging
     Growth               7/24/95         76.71%     N/A      36.44%     67.86%    N/A     34.33%      74.26%     N/A     35.04%
   MFS Global
     Governments          6/14/94         -2.50%     4.36%     4.07%    -10.25%    1.06%    2.24%      -3.85%    2.96%     2.67%
   MFS Growth
     With Income          10/9/95          6.69%     N/A      21.12%     -1.19%    N/A     18.98%       5.21%     N/A     19.72%
   MFS High Income        7/26/95          6.44%     N/A       8.24%     -1.43%    N/A      6.12%       4.97%     N/A      6.84%
   MFS Research           7/26/95         24.05%     N/A      22.86%     15.92%    N/A     20.74%      22.32%     N/A     21.46%

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

</TABLE>




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


                                  First Cova Life
                                     Insurance Company
                                  Attn: Variable Products
                                  120 Broadway, 10th Floor
                                  New York, New York 10271

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


         (Please print or type and fill in all information)


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

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

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

CNY-1090 (5/00)                                      FIRST COVA VA



                               PART A - VERSION B

                                                                       The Fixed
                                                            And Variable Annuity

                                                                       issued by

                                         FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
                                                                             and

                                                                 FIRST COVA LIFE
                                                               INSURANCE COMPANY


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



The annuity contract has 42 investment choices - a fixed account which offers an
interest rate which is guaranteed  by First Cova,  and 41 investment  portfolios
listed  below.  You can put your money in the fixed account and/or any of these
investment portfolios.


AIM Variable Insurance Funds:

     Managed by A I M Advisors, Inc.
         AIM V.I. Capital Appreciation Fund
         AIM V.I. International Equity Fund
         AIM V.I. Value Fund


Alliance Variable Products Series Fund, Inc.:

     Managed by Alliance Capital
     Management L.P.
         Premier Growth Portfolio (Class A)
         Real Estate Investment Portfolio (Class A)


Cova Series Trust:

     Managed by J.P. Morgan
     Investment Management Inc.
         International Equity Portfolio
         Large Cap Stock Portfolio
         Quality Bond Portfolio
         Select Equity Portfolio
         Small Cap Stock Portfolio

     Managed by Lord, Abbett & Co.
         Bond Debenture Portfolio
         Developing Growth Portfolio
         Large Cap Research Portfolio
         Lord Abbett Growth and Income Portfolio
         Mid-Cap Value Portfolio

Franklin Templeton Variable Insurance Products Trust*, Class 1 Shares:
     Managed by Franklin Mutual Advisers, LLC
         Mutual Shares Securities Fund (the surviving fund of the
         merger with Mutual Shares Investments Fund)

     Managed by Templeton Asset Management Ltd.
         Templeton Developing Markets Securities Fund (formerly,
         Templeton Developing Markets Fund)

     Managed by Templeton Investment Counsel, Inc.
         Templeton International Securities Fund (formerly, Templeton
         International Fund)

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

General American Capital Company:

     Managed by Conning Asset
     Management Company
         Money Market Fund


Goldman Sachs Variable Insurance Trust ("VIT"):

     Managed by Goldman Sachs
     Asset Management, a unit of the Investment Management Division
         of Goldman, Sachs & Co.
         Goldman Sachs VIT Growth and Income Fund

     Managed by Goldman Sachs
     Asset Management International
         Goldman Sachs VIT Global Income Fund
         Goldman Sachs VIT International Equity Fund


Kemper Variable Series:

     Managed by Scudder Kemper
     Investments, Inc.
         Kemper Government Securities Portfolio
         Kemper Small Cap Growth Portfolio
         Kemper Small Cap Value Portfolio


Liberty Variable Investment Trust:

     Managed by Newport Fund
     Management Inc.
         Newport Tiger Fund, Variable Series


MFS Variable Insurance Trust:

     Managed by Massachusetts
     Financial Services Company
         MFS Emerging Growth Series
         MFS Global Governments Series
         MFS Growth With Income Series
         MFS High Income Series
         MFS Research Series


Oppenheimer Variable Account Funds:

     Managed by OppenheimerFunds, Inc.
         Oppenheimer Bond Fund/VA
         Oppenheimer Capital Appreciation Fund/VA
         Oppenheimer High Income Fund/VA
         Oppenheimer Main Street Growth & Income Fund/VA
         Oppenheimer Strategic Bond Fund/VA


Putnam Variable Trust:

     Managed by Putnam Investment
     Management, Inc.
         Putnam VT Growth and Income Fund - Class IA Shares
         Putnam VT International Growth Fund - Class IA Shares
         Putnam VT International New
           Opportunities Fund - Class IA Shares
         Putnam VT New Value Fund - Class IA Shares
         Putnam VT Vista Fund - Class IA Shares


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

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


The Contracts:

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

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


May 1, 2000


TABLE OF CONTENTS                                         Page

  INDEX OF SPECIAL TERMS

  SUMMARY

  Fee Table

  Examples

  THE ANNUITY CONTRACT

  ANNUITY PAYMENTS (THE INCOME PHASE)

     Annuity Date
     Annuity Payments
     Annuity Options

  PURCHASE
     Purchase Payments
     Allocation of Purchase Payments
     Accumulation Units

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

  EXPENSES
     Insurance Charges
     Contract Maintenance Charge
     Withdrawal Charge
     Transfer Fee
     Income Taxes
     Investment Portfolio Expenses

  TAXES
     Annuity Contracts in General
     Qualified and Non-Qualified Contracts
     Withdrawals - Non-Qualified Contracts
     Withdrawals - Qualified Contracts
     Diversification

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

  PERFORMANCE

  DEATH BENEFIT
     Upon Your Death
     Death of Annuitant

  OTHER INFORMATION
      First Cova
      The Separate Account
      Distributor
      Ownership
      Beneficiary
      Assignment
      Financial Statements

 TABLE OF CONTENTS OF THE STATEMENT OF
 ADDITIONAL INFORMATION

 APPENDIX A
 Condensed Financial Information

 APPENDIX B
 Participating Investment Portfolios

 APPENDIX C
 Performance Information


INDEX OF SPECIAL TERMS

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

                                                           Page

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


SUMMARY

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

THE ANNUITY CONTRACT:

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

This contract offers 41 investment portfolios.  These portfolios are designed to
offer a better return than the fixed account.  However,  this is NOT guaranteed.
You can also lose your money.

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

You can put money  into any or all of the  investment  portfolios  and the fixed
account.  You can transfer between accounts up to 12 times a year without charge
or tax implications.

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

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

ANNUITY PAYMENTS (THE INCOME PHASE):

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

HOW TO PURCHASE THE CONTRACT:

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

INVESTMENT OPTIONS:

You can put your  money in any or all of the  investment  portfolios  which  are
briefly described in Appendix B and more fully described in the prospectuses for
the  funds.  Depending  upon  market  conditions  and  the  performance  of  the
portfolio(s) you select, you can make or lose money in any of these portfolios.


EXPENSES:

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

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

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

     * If you take your money out, First Cova may assess a withdrawal  charge of
up to 7% of the purchase payment withdrawn.  After First Cova has had a purchase
payment for seven years,  there is no charge by First Cova for a  withdrawal  of
that purchase payment.

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

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

TAXES:

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

ACCESS TO YOUR MONEY:

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

DEATH BENEFIT:

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

OTHER INFORMATION:

Free Look. If you cancel the contract  within 10 days after receiving it we will
send you  whatever  your  contract is worth on the day we receive  your  request
(this  may be more or less than  your  original  payment)  without  assessing  a
withdrawal  charge.  If  you  have  purchased  the  contract  as  an  Individual
Retirement   Annuity (IRA),  you  will  receive  back  your  purchase   payment.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.)

No  Probate.  In most  cases,  when you  die,  the  person  you  choose  as your
beneficiary  will  receive the death  benefit  without  going  through  probate.
However,  the avoidance of probate does not mean that the  beneficiary  will not
have tax liability as a result of receiving the death benefit.

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

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

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

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

*    First  Cova  will  automatically  readjust  the  money  between  investment
     portfolios  periodically to keep the blend you select. We call this feature
     Automatic Rebalancing.

These features may not be suitable for your particular situation.

INQUIRIES:

If you need more information about buying a contract, please contact us at:

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

If you have any other questions, please contact us at our Home Office:

120 Broadway, 10th Floor
New York, NY 10271
(800) 469-4545
(212) 766-0012

FIRST COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

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

OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of               Years Since
purchase payments) (see Note 1 below)                 Payment           Charge
                                                         1                7%
                                                         2                6%
                                                         3                5%
                                                         4                4%
                                                         5                3%
                                                         6                2%
                                                         7                1%
                                                         8+               0%

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

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

SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
     Mortality and Expense Risk Premium                  1.25%
     Administrative Expense Charge                        .15%
                                                           ---
     TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES              1.40%

<TABLE>
<CAPTION>
Investment Portfolio Expenses
(as a percentage of the average daily net assets of an investment portfolio)

                                                                                                                  Total Annual
                                                                 Management Fees         Other Expenses        Portfolio Expenses
- - ----------------------------------------------------------------------------------------------------------------------------------

AIM Variable Insurance Funds
Managed by A I M Advisors, Inc.
<S>                                                                   <C>                     <C>                     <C>
       A I M V.I. Capital Appreciation Fund                           .62%                    .11%                    .73%
       A I M V.I. International Equity Fund                           .75%                    .22%                    .97%
       A I M V.I. Value Fund                                          .61%                    .15%                    .76%
- - ----------------------------------------------------------------------------------------------------------------------------------

                                                                               Other Expenses after        Total Annual Portfolio
                                                                              (expense reimbursement       Expenses (after expense
                                                            Management            for Real Estate          reimbursement for Real
                                                               Fees            Investment Portfolio)    Estate Investment Portfolio)
- - ----------------------------------------------------------------------------------------------------------------------------------

Alliance Variable Products Series Fund, Inc.
Managed by Alliance Capital Management L.P.
       Premier Growth Portfolio (Class A)                     1.00%                     .05%                        1.05%
       Real Estate Investment Portfolio (Class A)*             .49%                     .46%                         .95%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
* The expenses shown with respect to the Real Estate  Investment  Portfolio are
net of voluntary reimbursements.  Expenses have been capped at .95% annually and
the  adviser  to the  Fund  intends  to  continue  such  reimbursements  for the
foreseeable  future. For the year ended December 31, 1999, the expenses  for the
Real  Estate  Investment Portfolio,  before reimbursement, were: .90% management
fees and .82% for other expenses.
</FN>
</TABLE>


<TABLE>
<CAPTION>
                                                                                                                 Total Annual
                                                                                         Other Expenses        Portfolio Expenses
                                                                                         (after expense          (after expense
                                                                   Management          reimbursement for        reimbursement for
                                                                      Fees           certain Portfolios)(1)  certain Portfolios)(1)
- - ----------------------------------------------------------------------------------------------------------------------------------

Cova Series Trust
Managed by J.P. Morgan Investment Management Inc.
<S>
                                                                     <C>                     <C>                     <C>

       International Equity Portfolio                                 .79%                    .31%                   1.10%
       Large Cap Stock Portfolio                                      .65%                    .10%                    .75%
       Quality Bond Portfolio                                         .54%                    .10%                    .64%
       Select Equity Portfolio                                        .67%                    .10%                    .77%
       Small Cap Stock Portfolio                                      .85%                    .19%                   1.04%

Managed by Lord, Abbett &Co.
       Bond Debenture Portfolio                                       .75%                    .10%                    .85%
       Developing Growth Portfolio                                    .90%                    .30%                   1.20%
       Large Cap Research Portfolio                                  1.00%                    .30%                   1.30%
       Lord Abbett Growth and Income Portfolio(2)                     .65%                    .05%                    .70%
       Mid-Cap Value Portfolio                                       1.00%                    .30%                   1.30%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
(1) Cova reimburses the investment portfolios, except the Select Equity,
Small Cap Stock and International Equity Portfolios, for all operating
expenses (exclusive of the management fees) in excess of approximately .30%
for the Mid-Cap Value, Large Cap Research and Developing Growth Portfolios
and in excess of approximately .10% for the other investment portfolios.
Prior to May 1, 1999, Cova had reimbursed expenses in excess of approximately
 .10% with respect to the Select Equity, Small Cap Stock, International Equity,
Mid-Cap Value, Large Cap Research and Developing Growth Portfolios.  Therefore,
the amounts shown above under "Other Expenses"  have been restated to reflect
the estimated expenses for the Select Equity, Small Cap Stock and International
Equity Portfolios for the year ending December 31, 2000.  Absent these
expense reimbursement arrangements, the total annual portfolio
expenses for the year ended December 31, 1999 were: 1.09% for the Small Cap
Stock Portfolio; 1.15% for the International Equity Portfolio; .71% for the
Quality Bond Portfolio; .76% for the Large Cap Stock Portfolio; .86% for the
Bond Debenture Portfolio; 1.41% for the Mid-Cap Value Portfolio; 1.38% for the
Large Cap Research Portfolio; and 1.34% for the Developing Growth Portfolio.

(2) The Portfolio commenced investment operations on January 8, 1999.
</FN>
</TABLE>

<TABLE>
<CAPTION>

                                                                                                                  Total Annual
                                                                                         Other Expenses        Portfolio Expenses
                                                                                         (after expense          (after expense
                                                                   Management           reimbursement for       reimbursement for
                                                                      Fees               one Portfolio)          one Portfolio)
- - ----------------------------------------------------------------------------------------------------------------------------------

Franklin Templeton Variable Insurance Products Trust, Class 1 Shares

<S>            <C>                                                   <C>                   <C>                        <C>
Managed by Franklin Mutual Advisers, LLC
  Mutual Shares Securities Fund(*)                                   .60%                    .19%                     .79%

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

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities
       Fund (***)                                                    .69%                    .19%                     .88%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>

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

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

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


<TABLE>
<CAPTION>

                                                                                                                  Total Annual
                                                                 Management Fees         Other Expenses        Portfolio Expenses
- - ----------------------------------------------------------------------------------------------------------------------------------

General American Capital Company
Managed by Conning Asset Management Company
<S>                                                                   <C>                     <C>                     <C>
       Money Market Fund                                              .125%                   .08%                    .205%
- - ----------------------------------------------------------------------------------------------------------------------------------

                                                                                                                  Total Annual
                                                                                         Other Expenses        Portfolio Expenses
                                                                   Management            (after expense          (after expense
                                                                      Fees               reimbursement)*         reimbursement)*
- - ----------------------------------------------------------------------------------------------------------------------------------

Goldman Sachs Variable Insurance Trust
Managed by Goldman Sachs Asset Management
       Goldman Sachs VIT Growth and Income Fund                       .75%                    .25%                   1.00%

Managed by Goldman Sachs Asset Management International
       Goldman Sachs VIT Global Income Fund                           .90%                    .25%                   1.15%
       Goldman Sachs VIT International Equity Fund                   1.00%                    .35%                   1.35%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
* The investment advisers to the Goldman Sachs VIT Growth and Income,  International
Equity  and  Global  Income  Funds  have  voluntarily  agreed to reduce or limit
certain  "Other  Expenses"  of such Funds  (excluding  management  fees,  taxes,
interest, brokerage fees, litigation, indemnification and other extraordinary
expenses) to the extent such  expenses  exceed  0.25%,  0.35% and 0.25% per
annum of such  Funds'  average  daily net  assets,  respectively.  The expenses
shown include this reimbursement. If not included, the "Other Expenses" and
"Total Annual  Portfolio  Expenses" for the Goldman Sachs VIT Growth and Income,
International Equity and Global Income Funds would be .47% and 1.22%, .77% and
1.77% and 1.78% and 2.68%,  respectively.  The reductions or limitations  may be
discontinued or modified by the investment  advisers in their  discretion at any
time.  The Fund's expenses shown in the fee table are based on estimated expenses
for the fiscal year ending December 31, 2000.
</FN>
</TABLE>

<TABLE>
<CAPTION>

                                                                                                                  Total Annual
                                                                                    Other Expenses             Portfolio Expenses
                                                                                    (after expense               (after expense
                                                               Management          reimbursement for            reimbursement for
                                                                  Fees        Small Cap Value Portfolio)  Small Cap Value Portfolio)
- - ----------------------------------------------------------------------------------------------------------------------------------

Kemper Variable Series
Managed by Scudder Kemper Investments, Inc.
<S>                                                               <C>                    <C>                          <C>
       Kemper Government Securities Portfolio                     .55%                   .08%                         .63%
       Kemper Small Cap Growth Portfolio                          .65%                   .06%                         .71%
       Kemper Small Cap Value Portfolio                           .75%                   .09%*                        .84%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
* Pursuant to its agreement with Kemper Variable Series,  the investment manager
and the accounting agent have agreed,  for the one year period commencing May 1,
2000, to limit their respective fees and to reimburse other operating  expenses to
the extent necessary to limit total operating expenses of the Kemper Small Cap
Value Portfolio  to .84%.  The  amounts set forth in the table  above  reflect
actual expenses for the past fiscal year, which were at or lower than these
expense limits, after the benefit of any custodial credits.
</FN>
</TABLE>

<TABLE>
<CAPTION>

                                                                                                                  Total Annual
                                                                 Management Fees         Other Expenses        Portfolio Expenses
- - ----------------------------------------------------------------------------------------------------------------------------------

Liberty Variable Investment Trust
Managed by Newport Fund Management Inc.
<S>                                                                   <C>                     <C>                    <C>
       Newport Tiger Fund, Variable Series                            .90%                    .31%                   1.21%
- - ----------------------------------------------------------------------------------------------------------------------------------



                                                                                                                  Total Annual
                                                                                         Other Expenses        Portfolio Expenses
                                                                                         (after expense          (after expense
                                                                   Management             reimbursement           reimbursement
                                                                      Fees             for certain Series)     for certain Series)
- - ----------------------------------------------------------------------------------------------------------------------------------

MFS Variable Insurance Trust (1)
Managed by Massachusetts Financial Services Company
       MFS Emerging Growth Series                                     .75%                    .09%                    .84%
       MFS Global Governments Series (2)                              .75%                    .16%                    .91%
       MFS Growth With Income Series                                  .75%                    .13%                    .88%
       MFS High Income Series (2)                                     .75%                    .16%                    .91%
       MFS Research Series                                            .75%                    .11%                    .86%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
(1) Each  series has an expense  offset  arrangement  which  reduces the series'
custodian  fee based upon the amount of cash  maintained  by the series with its
custodian and dividend  disbursing  agent. Each series may enter into other such
arrangements  and  directed  brokerage  arrangements,  which would also have the
effect of reducing the series' expenses. The expenses shown above do not take
into account these expense  reductions,  and are therefore  higher than the
actual  expenses of the series.

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

<TABLE>
<CAPTION>
                                                                                                                  Total Annual
                                                                 Management Fees         Other Expenses        Portfolio Expenses
- - ----------------------------------------------------------------------------------------------------------------------------------

Oppenheimer Variable Account Funds
Managed by OppenheimerFunds, Inc.
<S>                                                                   <C>                     <C>                     <C>
       Oppenheimer Bond Fund/VA                                       .72%                    .01%                    .73%
       Oppenheimer Capital Appreciation Fund/VA                       .68%                    .02%                    .70%
       Oppenheimer High Income Fund/VA                                .74%                    .01%                    .75%
       Oppenheimer Main Street Growth & Income Fund/VA                .73%                    .05%                    .78%
       Oppenheimer Strategic Bond Fund/VA                             .74%                    .04%                    .78%
- - ----------------------------------------------------------------------------------------------------------------------------------



                                                                                                                  Total Annual
                                                                                         Other Expenses        Portfolio Expenses
                                                                                         (after expense          (after expense
                                                                   Management           reimbursement for       reimbursement for
                                                                      Fees               one Portfolio)          one Portfolio)
- - ----------------------------------------------------------------------------------------------------------------------------------

Putnam Variable Trust
Managed by Putnam Investment Management, Inc.
<S>                                                                        <C>                     <C>                     <C>
       Putnam VT Growth and Income Fund - Class IA Shares                  .46%                    .04%                    .50%
       Putnam VT International Growth Fund - Class IA Shares               .80%                    .22%                   1.02%
       Putnam VT International New Opportunities Fund - Class IA Shares   1.08%                    .33%                   1.41%
       Putnam VT New Value Fund - Class IA Shares                          .70%                    .10%                    .80%
       Putnam VT Vista Fund - Class IA Shares                              .65%                    .10%                    .75%
- - ----------------------------------------------------------------------------------------------------------------------------------

</TABLE>


<TABLE>
<CAPTION>
Examples

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

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

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

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

                                                                               Time Periods

- ------------------------------------------------------------------------------------------------------------------------------------
                                                  1 year              3 years               5 years            10 years
- ------------------------------------------------------------------------------------------------------------------------------------
AIM Variable Insurance Funds
Managed by A I M Advisors, Inc.
<S>                                                                     <C>             <C>                <C>              <C>
       AIM V.I. Capital Appreciation                               (a)  $92.59      (a) $114.54
                                                                   (b)  $22.59      (b) $ 69.54
       AIM V.I. International Equity                               (a)  $95.00      (a) $121.77
                                                                   (b)  $25.00      (b) $ 76.77
       AIM V.I. Value                                              (a)  $92.90      (a) $115.45
                                                                   (b)  $22.90      (b) $ 70.45
- - ----------------------------------------------------------------------------------------------------------------------------------

Alliance Variable Products Series Fund, Inc.
Managed by Alliance Capital Management L.P.
       Premier Growth (Class A)                                    (a)   $95.80     (a) $124.17       (a)  $161.99      (a) $286.12
                                                                   (b)   $25.80     (b) $ 79.17       (b)  $134.99      (b) $286.12
       Real Estate Investment (Class A)                            (a)   $94.80     (a) $121.17       (a)  $157.00      (a) $276.23
                                                                   (b)   $24.80     (b) $ 76.17       (b)  $130.00      (b) $276.23
- - ----------------------------------------------------------------------------------------------------------------------------------

Cova Series Trust
Managed by J.P. Morgan Investment Management Inc.
       International Equity                                        (a)  $96.30      (a) $125.66       (a)  $164.48      (a) $291.02
                                                                   (b)  $26.30      (b) $ 80.66       (b)  $137.48      (b) $291.02
       Large Cap Stock                                             (a)  $92.80      (a) $115.15       (a)  $146.95      (a) $256.13
                                                                   (b)  $22.80      (b) $ 70.15       (b)  $119.95      (b) $256.13
       Quality Bond                                                (a)  $91.69      (a) $111.82       (a)  $141.38      (a) $244.89
                                                                   (b)  $21.69      (b) $ 66.82       (b)  $114.38      (b) $244.89
       Select Equity                                               (a)  $93.00      (a) $115.75       (a)  $147.96      (a) $258.16
                                                                   (b)  $23.00      (b) $ 70.75       (b)  $120.96      (b) $258.16
       Small Cap Stock                                             (a)  $95.70      (a) $123.87       (a)  $161.49      (a) $285.14
                                                                   (b)  $25.70      (b) $ 78.87       (b)  $134.49      (b) $285.14
- - ----------------------------------------------------------------------------------------------------------------------------------
Managed by Lord, Abbett & Co.
       Bond Debenture                                              (a)  $93.80      (a) $118.16       (a)  $151.99      (a) $266.24
                                                                   (b)  $23.80      (b) $ 73.16       (b)  $124.99      (b) $266.24
       Developing Growth                                           (a)  $97.30      (a) $128.65       (a)  $169.42      (a) $300.75
                                                                   (b)  $27.30      (b) $ 83.65       (b)  $142.42      (b) $300.75
       Large Cap Research                                          (a)  $98.30      (a) $131.62       (a)  $174.35      (a) $310.37
                                                                   (b)  $28.30      (b) $ 86.62       (b)  $147.32      (b) $310.37
       Lord Abbett Growth and Income                               (a)  $92.29      (a) $113.63       (a)  $144.42      (a) $251.04
                                                                   (b)  $22.29      (b) $ 68.63       (b)  $117.42      (b) $251.04
       Mid-Cap Value                                               (a)  $98.30      (a) $131.62       (a)  $174.35      (a) $310.37
                                                                   (b)  $28.30      (b) $86.62       (b)  $147.35      (b) $310.37
- - ----------------------------------------------------------------------------------------------------------------------------------


Franklin Templeton Variable Insurance Products Trust, Class 1 Shares

Managed by Franklin Mutual Advisers, LLC
       Mutual Shares Securities                                    (a)  $93.20      (a)  $116.35
                                                                   (b)  $23.20      (b)  $ 71.35

Managed by Templeton Asset Management Ltd.
       Templeton Developing Markets Securities                     (a)  $100.89     (a)  $139.31
                                                                   (b)  $ 30.89     (b)  $ 94.31

Managed by Templeton Investment Counsel, Inc.
       Templeton International Securities                          (a)  $94.10      (a)  $119.07
                                                                   (b)  $24.10      (b)  $ 74.07
- - ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
Examples (continued)
                                                                                            Time Periods
                                                                  1 year            3 years           5 years           10 years
- - ----------------------------------------------------------------------------------------------------------------------------------

General American Capital Company
Managed by Conning Asset Management Company
<S>                                                                     <C>              <C>            <C>                <C>
       Money Market                                                (a)  $87.31      (a)  $98.54     (a) $119.02        (a) $199.08
                                                                   (b)  $17.31      (b)  $53.54     (b) $ 92.02        (b) $199.08
- - ----------------------------------------------------------------------------------------------------------------------------------

Goldman Sachs Variable Insurance Trust
Managed by Goldman Sachs Asset Management
       Goldman Sachs VIT Growth and Income Fund                    (a)  $95.30      (a)  $122.67
                                                                   (b)  $25.30      (b)  $ 77.67

Managed by Goldman Sachs Asset Management International

       Goldman Sachs VIT Global Income Fund                        (a)  $96.80      (a)  $127.16
                                                                   (b)  $26.80      (b)  $ 82.16
       Goldman Sachs VIT International Equity Fund                 (a)  $98.79      (a)  $133.11
                                                                   (b)  $28.79      (b)  $ 88.11
- - ----------------------------------------------------------------------------------------------------------------------------------

Kemper Variable Series
Managed by Scudder Kemper Investments, Inc.

       Kemper Government Securities                                (a)  $91.59      (a)  $111.51
                                                                   (b)  $21.59      (b)  $ 66.51
       Kemper Small Cap Growth                                     (a)  $92.39      (a)  $113.94
                                                                   (b)  $22.39      (b)  $ 68.94
       Kemper Small Cap Value                                      (a)  $93.70      (a)  $117.86
                                                                   (b)  $23.70      (b)  $72.86
- - ----------------------------------------------------------------------------------------------------------------------------------

Liberty Variable Investment Trust
Managed by Newport Fund Management Inc.
       Newport Tiger Fund, Variable Series                         (a)  $97.40      (a)  $128.94
                                                                   (b)  $27.40      (b)  $ 83.94
- - ----------------------------------------------------------------------------------------------------------------------------------

MFS Variable Insurance Trust
Managed by Massachusetts Financial Services Company

       MFS Emerging Growth                                         (a)  $93.70      (a)  $117.86
                                                                   (b)  $23.70      (b)  $ 72.86
       MFS Global Governments                                      (a)  $94.40      (a)  $119.97
                                                                   (b)  $24.40      (b)  $ 74.97
       MFS Growth With Income                                      (a)  $94.10      (a)  $119.07
                                                                   (b)  $24.10      (b)  $ 74.07
       MFS High Income                                             (a)  $94.40      (a)  $119.97
                                                                   (b)  $24.40      (b)  $ 74.97
       MFS Research                                                (a)  $93.90      (a)  $118.46
                                                                   (b)  $23.90      (b)  $ 73.46
- - ----------------------------------------------------------------------------------------------------------------------------------


Examples (continued)
                                                                                            Time Periods
                                                                  1 year            3 years           5 years           10 years
- - ----------------------------------------------------------------------------------------------------------------------------------

Oppenheimer Variable Account Funds
Managed by OppenheimerFunds, Inc.

       Oppenheimer Bond Fund/VA                                    (a)  $92.59      (a)  $114.54
                                                                   (b)  $22.59      (b)  $ 69.54
       Oppenheimer Capital Appreciation Fund/VA                    (a)  $92.29      (a)  $113.63
                                                                   (b)  $22.29      (b)  $ 68.63
       Oppenheimer High Income Fund/VA                             (a)  $92.80      (a)  $115.15
       Oppenheimer Main Street Growth & Income Fund/VA             (a)  $93.10      (a)  $116.05
                                                                   (b)  $23.10      (b)  $ 71.05
       Oppenheimer Strategic Bond Fund/VA                          (a)  $93.10      (a)  $116.05
                                                                   (b)  $23.10      (b)  $ 71.05
- - ----------------------------------------------------------------------------------------------------------------------------------

Putnam Variable Trust
Managed by Putnam Investment Management, Inc.
       Putnam VT Growth and Income - Class IA Shares               (a)  $90.29      (a)  $107.56
                                                                   (b)  $20.29      (b)  $ 62.56
       Putnam VT International Growth - Class IA Shares            (a)  $95.50      (a)  $123.27
                                                                   (b)  $25.50      (b)  $ 78.27
       Putnam VT International New Opportunities - Class IA Shares (a)  $99.39      (a)  $134.88
                                                                   (b)  $29.39      (b)  $ 89.88
       Putnam VT New Value - Class IA Shares                       (a)  $93.30      (a)  $116.65
                                                                   (b)  $23.30      (b)  $ 71.65
       Putnam VT Vista - Class IA Shares                           (a)  $92.80      (a)  $115.15
                                                                   (b)  $22.80      (b)  $ 70.15

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

- ------------------------------------------------------------------------------------------------------------------------------------
<FN>

Explanation of Fee Table

1.   After First Cova has had a purchase payment for 7 years, there is no charge
     by First Cova for a withdrawal of that purchase payment.  You may also have
     to pay  income tax and a tax  penalty on any money you take out.  After the
     first year,  you can take up to 10% of your total  purchase  payments  each
     year without a charge from First Cova.

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

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

4.   Premium taxes are not reflected. New York does not assess premium taxes.

THERE IS AN ACCUMULATION UNIT VALUE HISTORY  (CONDENSED  FINANCIAL  INFORMATION)
CONTAINED IN APPENDIX A.
</FN>
</TABLE>

THE ANNUITY CONTRACT

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

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

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

The  contract  is called a variable  annuity  because  you can  choose  among 41
investment  portfolios and,  depending upon market  conditions,  you can make or
lose  money in any of these  portfolios.  If you  select  the  variable  annuity
portion of the contract,  the amount of money you are able to accumulate in your
contract during the accumulation  phase depends upon the investment  performance
of the investment  portfolio(s)  you select.  The amount of the annuity payments
you receive  during the income  phase from the variable  annuity  portion of the
contract  also  depends, in part, upon  the  investment  performance  of  the
investment portfolios you select for the income phase.

The contract also contains a fixed account. The fixed account offers an interest
rate that is  guaranteed by First Cova.  If you select the fixed  account,  your
money will be placed with the other general  assets of First Cova. If you select
the  fixed  account,  the  amount of money  you are able to  accumulate  in your
contract during the accumulation  phase depends upon the total interest credited
to your  contract.  The amount of the annuity  payments  you receive  during the
income phase from the fixed  account  portion of the contract  will remain level
for the entire income phase.

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

ANNUITY PAYMENTS (THE INCOME PHASE)

Annuity Date

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

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

Annuity Payments

You will receive annuity payments during the income phase.  In general, annuity
payments must begin by the annuitant's 90th birthday.  The annuitant is the
person whose life we look to when we make annuity payments.

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

  * the fixed account,

  * the investment portfolio(s), or

  * a combination of both.

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

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

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

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

     3) the performance of the investment portfolios you selected.

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

Annuity  payments  are made  monthly  unless you have less than  $2,000 to apply
toward a payment  and you have not made a purchase  payment in 3 years.  In that
case,  First  Cova may  provide  your  annuity  payment  in a single  lump  sum.
Likewise,  if your annuity  payments would be less than $20 a month,  First Cova
has the right to reduce the frequency of payments so that your annuity  payments
are at least $20.

Annuity Options

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

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

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

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

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

PURCHASE

Purchase Payments

A  purchase  payment  is the money you give us to  invest in the  contract.  The
minimum  we will  accept is $5,000  when the  contract  is  purchased  as a non-
qualified  contract.  If you  are  purchasing  the  contract  as  part of an IRA
(Individual   Retirement   Annuity)  the  minimum  we  will  accept  is  $2,000.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.) The maximum purchase
payment  we accept  is $1  million  without  our  prior  approval.  You can make
additional purchase payments of $500 or more to either type of contract.

Allocation of Purchase Payments

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

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

Free Look

If you change your mind about owning this contract,  you can cancel it within 10
days after  receiving it. When you cancel the contract  within this time period,
First Cova will not assess a withdrawal  charge.  You will receive back whatever
your contract is worth on the day we receive your request. If you have purchased
the contract as an IRA, we are required to give you back your  purchase  payment
if you decide to cancel your contract within 10 days after receiving it.

Accumulation Units

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

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

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

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

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

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

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

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

Example:

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

INVESTMENT OPTIONS

The contract offers 41 investment portfolios which are listed below.  Additional
investment portfolios may be available in the future.

You should read the prospectuses for this funds carefully.  Copies of these
prospectuses will be sent to you with your contract.  Certain portfolios
contained in the fund prospectuses may not be available with your contract.
(See Appendix B which contains a summary of investment objectives and
strategies for each investment portfolio.)

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

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

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

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


AIM VARIABLE INSURANCE FUNDS

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

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


ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.

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

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

COVA SERIES TRUST

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

J.P.  Morgan  Investment  Management  Inc. is the  sub-adviser  to the following
portfolios:

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

Lord, Abbett & Co. is the sub-adviser to the following portfolios:

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

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST

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

     Mutual Shares Securities Fund (the surviving fund of the merger with
      Mutual Shares Investments Fund)
     Templeton Developing Markets Securities Fund (formerly, Templeton
      Developing Markets Fund)
     Templeton International Securities Fund (formerly, Templeton
      International Fund)

GENERAL AMERICAN CAPITAL COMPANY

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

   Money Market Fund


GOLDMAN SACHS VARIABLE INSURANCE TRUST

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

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


KEMPER VARIABLE SERIES

Kemper Variable Series is a mutual fund with multiple portfolios. Scudder Kemper
Investments, Inc. is the investment adviser for the Kemper Government Securities
Portfolio,  the Kemper Small Cap Growth Portfolio and the Kemper Small Cap Value
Portfolio. The following portfolios are available under the contract:

   Kemper Government Securities Portfolio
   Kemper Small Cap Growth Portfolio
   Kemper Small Cap Value Portfolio

LIBERTY VARIABLE INVESTMENT TRUST

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

   Newport Tiger Fund, Variable Series

MFS VARIABLE INSURANCE TRUST

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

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

OPPENHEIMER VARIABLE ACCOUNT FUNDS

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

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


PUTNAM VARIABLE TRUST

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

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




Transfers

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

Telephone  Transfers.  You  can  make  transfers  by  telephone.  If you own the
contract with a joint owner,  unless First Cova is instructed  otherwise,  First
Cova will accept  instructions  from either you or the other  owner.  First Cova
will  use  reasonable  procedures  to  confirm  that  instructions  given  us by
telephone  are genuine.  If First Cova fails to use such  procedures,  we may be
liable for any losses due to unauthorized or fraudulent instructions. First Cova
tape records all telephone instructions.

Transfers During the Accumulation Phase.

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

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

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

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

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

Transfers During the Income Phase.

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

Dollar Cost Averaging Program

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

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

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

Automatic Rebalancing Program

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

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

Example:

     Assume  that you  want  your  initial  purchase  payment  split  between  2
     investment portfolios. You want 40% to be in the Quality Bond Portfolio and
     60% to be in the Select  Equity  Portfolio.  Over the next 2 1/2 months the
     bond market does very well while the stock market performs  poorly.  At the
     end of the first quarter,  the Quality Bond Portfolio now represents 50% of
     your holdings because of its increase in value.  If you have chosen to have
     your holdings rebalanced  quarterly,  on the first day of the next quarter,
     First Cova will sell some of your units in the Quality  Bond  Portfolio to
     bring  its  value  back to 40% and use the  money to buy more  units in the
     Select Equity Portfolio to increase those holdings to 60%.

Voting Rights

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

Substitution

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

EXPENSES

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

Insurance Charges

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

   1) the mortality and expense risk premium, and

   2) the administrative expense charge.

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

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

Contract Maintenance Charge

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

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

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

Withdrawal Charge

During the  accumulation  phase,  you can make  withdrawals  from your contract.
First Cova keeps  track of each  purchase  payment.  Once a year after the first
year,  you  can  withdraw  up to 10% of  your  total  purchase  payments  and no
withdrawal  charge  will be  assessed  on the 10%,  if on the day you make  your
withdrawal the value of your contract is $5,000 or more.  Otherwise,  unless the
purchase payment was made more than 7 years ago, the charge is:

<TABLE>
<CAPTION>

              Years Since
                Payment           Charge
                 <S>               <C>
                   1                7%
                   2                6%
                   3                5%
                   4                4%
                   5                3%
                   6                2%
                   7                1%
                   8+               0%
</TABLE>

After First Cova has had a purchase payment for 7 years, there is no charge when
you  withdraw  that  purchase  payment.  First Cova does not assess a withdrawal
charge on earnings  withdrawn  from the  contract.  Earnings  are defined as the
value in your contract minus the remaining  purchase  payments in your contract.
The withdrawal order for calculating the withdrawal charge is shown below.

     *    10% of purchase payments free.

     *    Remaining  purchase payments that are over 7 years old and not subject
          to a withdrawal charge.

     *    Earnings in the contract free.

     *    Remaining  purchase  payments  that are less  than 7 years old and are
          subject to a withdrawal charge.

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

When  the  withdrawal  is for  only  part of the  value  of your  contract,  the
withdrawal  charge is  deducted  from the  remaining  value in your  contract if
sufficient, or from the amount withdrawn.

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

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


Transfer Fee

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

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

Income Taxes

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

Investment Portfolio Expenses

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

TAXES

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

Annuity Contracts in General

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

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

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

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

Qualified and Non-Qualified Contracts

If you  purchase  the  contract  as an  individual  and not under an  Individual
Retirement  Annuity  (IRA),  your  contract is  referred  to as a  non-qualified
contract.

If you  purchase the contract  under an IRA,  your  contract is referred to as a
qualified contract.  Currently, the contract is not available under an IRA until
the IRA Endorsement is approved by the State of New York Insurance Department.


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


Withdrawals - Non-Qualified Contracts

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

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

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

     (2) paid after you die;

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

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

     (5) paid under an immediate annuity; or

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

Withdrawals - Qualified Contracts

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

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

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

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


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.  First Cova believes that the investment  portfolios are being
managed so as to comply with the requirements.

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

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

ACCESS TO YOUR MONEY

You can have access to the money in your  contract:

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

   (2) by electing to receive annuity payments;  or

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

You can only make withdrawals during the accumulation phase.

When you make a complete  withdrawal you will receive the withdrawal  value. The
withdrawal  value  is the  value  of  the  contract  on the  day  you  made  the
withdrawal:

  * less any applicable withdrawal charge,

  * less any  premium  tax, and

  * less any  contract maintenance charge.

(See "Expenses" for a discussion of the charges.)

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

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

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

Systematic Withdrawal Program

The Systematic  Withdrawal  Program provides an automatic monthly payment to you
of up to 10% of your total  purchase  payments each year.  No withdrawal  charge
will be  deducted  for these  payments.  First Cova does not have any charge for
this program.  If you use this program,  you may not also make a single 10% free
withdrawal.  For a  discussion  of  the  withdrawal  charge  and  the  10%  free
withdrawal, see Section 5. Expenses.

Income taxes and tax penalties may apply to Systematic Withdrawals.

Suspension of Payments or Transfers

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

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

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

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

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

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

PERFORMANCE

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

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

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

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

DEATH BENEFIT

Upon Your Death

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




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

ANNUAL STEP-UP OPTION

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

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

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

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

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

Example:

Assumed facts for example:

$10,000 current GACV

$8,000 contract value

$5,000 total purchase payments, less any prior withdrawals and associated
withdrawal charges

$2,100 partial withdrawal ($2,000 withdrawal + $100 withdrawal charge)

New GACV = $10,000 - [($2,100/$8,000) X $10,000]

which results in the current GACV of $10,000 being reduced by $2,625

The new GACV is $7,375.

The contract value immediately  after the withdrawal is $5,900,  which is $8,000
less the $2,000 withdrawal and the $100 withdrawal charge.

The death benefit  immediately  after the withdrawal is the greatest of purchase
payments less  withdrawals  and withdrawal  charges ($5,000 minus $2,100) or the
contract value ($5,900) or the GACV ($7,375).

The death benefit is therefore $7,375.

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

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

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

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

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

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

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

Death of Annuitant

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

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

OTHER INFORMATION

First Cova Life Insurance  Company (First Cova) was organized  under the laws of
the  State  of New York on  December  31,  1992.  First  Cova is a  wholly-owned
subsidiary of Cova  Financial  Services Life  Insurance  Company (Cova Life),  a
Missouri  insurance  company.  On June 1, 1995,  a  wholly-owned  subsidiary  of
General American Life Insurance  Company purchased First Cova which on that date
changed its name to First Cova Life Insurance Company. On January 6, 2000,
Metropolitan Life Insurance Company (MetLife) acquired GenAmerica Corporation,
the ultimate parent company of Cova Financial Services Life Insurance Company
(Cova Life), the parent company of First Cova. The acquisition of GenAmerica
Corporation does not affect policy benefits or any other terms or conditions
under your contract.



First Cova is  licensed  to do business only in the state of New York.



The Separate Account

First Cova has  established  a separate  account,  First Cova  Variable  Annuity
Account One (Separate Account),  to hold the assets that underlie the contracts.
The Board of  Directors of First Cova  adopted a  resolution  to  establish  the
Separate  Account  under New York  insurance  law on December 31, 1992.  We have
registered the Separate Account with the Securities and Exchange Commission as a
unit  investment  trust under the  Investment  Company Act of 1940. The Separate
Account is divided into sub-accounts.

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

Distributor

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


Commissions   will  be  paid  to   broker-dealers   who  sell   the   contracts.
Broker-dealers  may be paid a commission of up to 5.63% of purchase payments and
an asset-based  commission of up to .25% of the contract  value.  Alternatively,
the  broker-dealer  may be paid a commission of up to 2.50% of purchase payments
and an asset-based commission of up to 1.00% of the contract value.

If the  contract is  annuitized,  the  broker-dealer  will be paid a  commission
ranging  from 1% to 4% of contract  value  depending  on the term of the annuity
option chosen by the contract owner.

Ownership

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

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

Beneficiary

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

Assignment

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

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

Financial Statements

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

Table of Contents of the Statement of Additional Information

     Company
     Experts
     Legal Opinions
     Distribution
     Calculation of Performance Information
     Federal Tax Status
     Annuity Provisions
     Financial Statements


<TABLE>
<CAPTION>
APPENDIX A
Condensed Financial Information
Accumulation Unit Value History

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


                                             Year or Period    Year or Period        Year or Period
                                             Ended 12/31/99    Ended 12/31/98        Ended 12/31/97
- ----------------------------------------------------------------------------------------------------
Cova Series Trust
Managed by J.P. Morgan
Investment Management Inc.
Select Equity Sub-Account
<S>                                             <C>             <C>                   <C>
     Beginning of Period                       $16.99          $14.05                 $11.76
     End of Period                              18.38           16.99                  14.05
     Number of Accum. Units Outstanding         8,820           5,207                  1,321
Small Cap Stock Sub-Account
     Beginning of Period                       $12.58          $13.49                 $10.92
     End of Period                              17.93           12.58                  13.49
     Number of Accum. Units Outstanding         4,804           2,679                    530
International Equity Sub-Account
     Beginning of Period                       $12.89          $11.46                 $11.14
     End of Period                              16.34           12.89                  11.46
     Number of Accum. Units Outstanding        12,265           6,954                  3,836
Quality Bond Sub-Account
     Beginning of Period                       $11.91          $11.16                 $10.45
     End of Period                              11.57           11.91                  11.16
     Number of Accum. Units Outstanding         5,664           5,759                  2,068
Large Cap Stock Sub-Account
     Beginning of Period                       $19.43          $14.89                 $12.40
     End of Period                              22.55           19.43                  14.89
     Number of Accum. Units Outstanding        13,610           6,695                  2,807
- -------------------------------------------------------------------------------------------------------------------
Managed by Lord, Abbett & Co.
Bond Debenture Sub-Account
     Beginning of Period                       $13.50          $12.88                 $11.74
     End of Period                              13.77           13.50                  12.88
     Number of Accum. Units Outstanding        17,199          11,913                  8,928
- -------------------------------------------------------------------------------------------------------------------

Mid-Cap Value Sub-Account
     Beginning of Period                       $10.44          $11.05                  N/A
     End of Period                              10.88           10.44
     Number of Accum. Units Outstanding         5,899           1,487
- -------------------------------------------------------------------------------------------------------------------
Large Cap Research Sub-Account
     Beginning of Period                       $11.83          $10.95                  N/A
     End of Period                              14.64           11.83
     Number of Accum. Units Outstanding         7,259           2,713
- -------------------------------------------------------------------------------------------------------------------
Developing Growth Sub-Account
     Beginning of Period                       $11.07          $10.19                  N/A
     End of Period                              14.45           11.07
     Number of Accum. Units Outstanding         3,257             167
- -------------------------------------------------------------------------------------------------------------------
Lord Abbett Growth & Income Sub-Account
     Beginning of Period                       $35.90            N/A                   N/A
     End of Period                              39.46
     Number of Accum. Units Outstanding        14,640
- -------------------------------------------------------------------------------------------------------------------
General American Capital Company
Money Market Sub-Account
     Beginning of Period                       $11.11          $11.11                  N/A
     End of Period                              11.56           11.11
     Number of Accum. Units Outstanding             9           2,161


<FN>
*    The  accumulation  unit values shown above for the  beginning of the period
     reflect the date these accumulation units first invested in the Cova Series
     Trust investment portfolios as follows: Select Equity (3/11/97),  Small Cap
     Stock (3/17/97),  International  Equity (3/11/97),  Quality Bond (5/15/97),
     Large  Cap  Stock  (3/11/97),  Bond  Debenture  (5/15/97),   Mid-Cap  Value
     (3/4/98), Large Cap Research (3/3/98) and Developing Growth (11/23/98). The
     General  American  Capital  Company  Money  Market  Sub-Account   commenced
     investment operations on December 28, 1998. There are no accumulation unit
     values shown for certain investment portfolios, because they were not
     available with your contract until the date of this prospectus.
</FN>
</TABLE>


                                 APPENDIX B

                    PARTICIPATING INVESTMENT PORTFOLIOS

Below are the investment objectives and strategies of each investment
portfolio available under the contract. The fund prospectuses contain more
complete information including a description of the investment objectives,
policies, restrictions and risks.  THERE CAN BE NO ASSURANCE THAT THE
INVESTMENT OBJECTIVES WILL BE ACHIEVED.

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

     AIM V.I. CAPITAL APPRECIATION FUND

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

     AIM V.I. INTERNATIONAL EQUITY FUND

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

     AIM V.I. VALUE FUND

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


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

     PREMIER GROWTH PORTFOLIO (Class A)

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

     REAL ESTATE INVESTMENT PORTFOLIO (Class A)

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


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

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

     INTERNATIONAL EQUITY PORTFOLIO

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

     LARGE CAP STOCK PORTFOLIO

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

     QUALITY BOND PORTFOLIO

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

     SELECT EQUITY PORTFOLIO

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

     SMALL CAP STOCK PORTFOLIO

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

PORTFOLIOS MANAGED BY LORD, ABBETT & CO.:

     BOND DEBENTURE PORTFOLIO

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

     DEVELOPING GROWTH PORTFOLIO

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

     LARGE CAP RESEARCH PORTFOLIO

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

     LORD ABBETT GROWTH AND INCOME PORTFOLIO

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

     MID-CAP VALUE PORTFOLIO

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

FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST, CLASS 1 SHARES:

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

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

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

     TEMPLETON INTERNATIONAL SECURITIES FUND (formerly, Templeton International
          Fund)

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

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

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


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

     MONEY MARKET FUND

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

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

     GOLDMAN SACHS GLOBAL INCOME FUND

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

     GOLDMAN SACHS GROWTH AND INCOME FUND

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

     GOLDMAN SACHS INTERNATIONAL EQUITY FUND

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


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

     KEMPER GOVERNMENT SECURITIES PORTFOLIO

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

     KEMPER SMALL CAP GROWTH PORTFOLIO

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

     KEMPER SMALL CAP VALUE PORTFOLIO

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


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

     NEWPORT TIGER FUND, VARIABLE SERIES

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

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

     MFS EMERGING GROWTH SERIES

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


     MFS GLOBAL GOVERNMENTS SERIES

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

     MFS GROWTH WITH INCOME SERIES

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

     MFS HIGH INCOME SERIES

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

     MFS RESEARCH SERIES

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


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

     OPPENHEIMER BOND FUND/VA

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

     OPPENHEIMER CAPITAL APPRECIATION FUND/VA

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

     OPPENHEIMER HIGH INCOME FUND/VA

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

     OPPENHEIMER MAIN STREET GROWTH & INCOME FUND/VA

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

     OPPENHEIMER STRATEGIC BOND FUND/VA

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


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

     PUTNAM VT GROWTH AND INCOME FUND - CLASS IA SHARES

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

     PUTNAM VT INTERNATIONAL GROWTH FUND - CLASS IA SHARES

Investment Objective: The Fund seeks capital appreciation.

     PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND - CLASS IA SHARES

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

     PUTNAM VT NEW VALUE FUND - CLASS IA SHARES

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

     PUTNAM VT VISTA FUND - CLASS IA SHARES

Investment Objective: The Fund seeks capital appreciation.


APPENDIX C
PERFORMANCE INFORMATION

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

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

PART 1 - SEPARATE ACCOUNT PERFORMANCE

J.P.  Morgan  Investment  Management  Inc. is the  sub-adviser for the following
portfolios of Cova Series Trust: Select Equity,  Small Cap Stock,  International
Equity,  Quality Bond and Large Cap Stock. Lord, Abbett & Co. is the sub-adviser
for the  following  Portfolios  of Cova Series Trust:  Bond  Debenture,  Mid-Cap
Value,  Large Cap Research and Developing  Growth. All of these portfolios began
operations  before  December 31, 1999. As a result,  performance  information is
available for the accumulation unit values investing in these portfolios.

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

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

The  inception  dates shown below  reflect the dates the Separate  Account first
invested in the  Portfolio.  The total return  figures are not annualized if the
sub-account was in existence for less than one year.


<TABLE>
<CAPTION>
Part 1 Cova Series Trust
Average Annual Total Return for the period ended 12/31/99:
- -------------------------------------------------------------------------------------------------------------------------------
                                                                                    Accumulation Unit Performance
                                                                       Column A                                Column B
                                                                  (reflects all charges                   (reflects insurance
                                                                     and portfolio                            charges and
                                                                       expenses)                           portfolio expenses)
                                      Separate Account
                                      Inception Date                            since                                   since
Portfolio                             in Portfolio                  1 yr      inception                     1 yr      inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                          <C>         <C>                          <C>        <C>
   Select Equity                       3/11/97                       1.82%      15.90%                       8.22%      17.24%
   Small Cap Stock                     3/17/97                      36.07%      18.12%                      42.52%      19.43%
   International Equity                3/11/97                      20.30%      13.20%                      26.73%      14.59%
   Quality Bond                        5/15/97                      -9.31%       2.20%                      -2.92%       3.95%
   Large Cap Stock                     3/11/97                       9.64%      22.51%                      16.06%      23.74%
   Bond Debenture                      5/15/97                      -4.41%       4.59%                       1.99%       6.24%
   Mid-Cap Value                       3/04/98                      -2.21%      -4.50%                       4.19%      -0.87%
   Large Cap Research                  3/03/98                      17.34%      14.00%                      23.76%      17.18%
   Developing Growth                  11/23/98                      24.15%      31.52%                      30.58%      37.18%

   Lord Abbett Growth and Income      01/08/99                       N/A         2.78%                        N/A        9.89%
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
PART 1 General American Capital Company Money Market Fund
Average Annual Total Return for the period ended 12/31/99:

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                    Accumulation Unit Performance
                                                                       Column A                                Column B
                                                                  (reflects all charges                    (reflects insurance
                                                                      and portfolio                            charges and
                                                                       expenses)                           portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                                      Separate Account
                                      Inception Date                1 yr        since                       1 yr        since
Portfolio                             in Portfolio                            inception                               inception
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                            <C>        <C>                         <C>           <C>
Money Market                          12/28/98                       -2.36%      -2.31%                       4.04%       4.04%
</TABLE>


<TABLE>
<CAPTION>
PART 2 - HISTORICAL FUND PERFORMANCE

Certain  portfolios have been in existence for some time and have an investment
performance  history.  In order to show how the  historical performance of the
portfolios  affects the contract's  accumulation unit values, the following
performance information was developed.

The information is based upon the historical experience of the portfolios and is
for the periods shown.  The chart below shows the investment  performance of the
portfolios and the accumulation unit performance calculated by assuming that the
contracts were invested in the portfolios for the same periods.

o    The  performance  figures in Column A reflect the fees and expenses paid by
     each portfolio.

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

o    Column C presents  performance  figures  for the  accumulation  units which
     reflect the insurance charges and the fees and expenses of each portfolio.

o    Performance figures shown for portfolios in existence for less than one
     year are not annualized.



Total Return for the periods ended 12/31/99
- - ----------------------------------------------------------------------------------------------------------------------------------


                                                                                      Accumulation Unit Performance
                                                                                  Column B                     Column C
                                                                                (reflects all             (reflects insurance
                                             Portfolio Performance              charges and             charges and portfolio
                                                   Column A                  portfolio expenses)               expenses)
- - ----------------------------------------------------------------------------------------------------------------------------------

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

AIM Variable Insurance Funds
   AIM V.I. Capital
<S>                       <C> <C>         <C>       <C>       <C>       <C>       <C>      <C>        <C>       <C>       <C>
     Appreciation         5/5/93          44.61%    25.59%    22.33%    36.20%    22.29%   20.69%     42.60%    24.19%    20.93%
   AIM V.I.
     International Equity 5/5/93          55.04%    21.93%    18.82%    46.49%    18.63%   17.18%     52.89%    20.53%    17.42%
   AIM V.I. Value         5/5/93          29.90%    27.23%    23.07%    21.69%    23.93%   21.43%     28.09%    25.83%    21.67%
- - ----------------------------------------------------------------------------------------------------------------------------------

Alliance Variable Products Series Fund, Inc.
   Premier Growth
     (Class A)           6/26/92          32.32%   36.03%     26.31%    24.08%    32.73%   24.81%     30.48%    34.63%    24.91%
   Real Estate
     Investment (Class A) 1/9/97          -5.11%     N/A      -1.79%   -12.83%      N/A    -4.83%     -6.43%      N/A     -3.19%
- - ----------------------------------------------------------------------------------------------------------------------------------

Franklin Templeton Variable Insurance Products Trust,
Class 1 Shares

  Mutual Shares
     Securities (1)         11/8/96     13.40%      N/A      10.86%    5.60%      N/A      8.20%     12.00%     N/A       9.46%
  Templeton Developing
     Markets Securities
     Fund (2)                3/4/96     53.84%      N/A      -5.30%   46.04%      N/A     -7.75%     52.44%     N/A      -6.70%
  Templeton
     International
     Securities Fund (3)     5/1/92     23.61%     17.21%    15.36%   15.81%     13.91%   13.86%     22.21%    15.81%    13.96%

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

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

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

- -------------------------------------------------------------------------------------------------------------------------------
General American Capital Company
   Money Market           10/1/87          5.20%    5.60%      5.35%     -2.36%    2.30%    3.85%      4.04%     4.20%     3.95%
- - ----------------------------------------------------------------------------------------------------------------------------------

Goldman Sachs Variable Insurance Trust
   Goldman Sachs VIT
     Global Income        1/12/98         -1.01%     N/A       3.59%     -8.79%     N/A    -0.69%     -2.39%      N/A      2.19%
   Goldman Sachs VIT
     Growth and Income    1/12/98          5.41%     N/A       5.53%     -2.46%     N/A     1.25%      3.94%      N/A      4.13%
   Goldman Sachs VIT
     International Equity 1/12/98         31.85%     N/A      26.26%     23.62%     N/A    21.98%     30.02%      N/A     24.86%
- - ----------------------------------------------------------------------------------------------------------------------------------

APPENDIX C
PERFORMANCE INFORMATION (continued)
Total Return for the periods ended 12/31/99:
- - ----------------------------------------------------------------------------------------------------------------------------------


                                                                                      Accumulation Unit Performance
                                                                                  Column B                     Column C
                                                                                (reflects all             (reflects insurance
                                             Portfolio Performance              charges and             charges and portfolio
                                                   Column A                  portfolio expenses)               expenses)
- - ----------------------------------------------------------------------------------------------------------------------------------

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

Kemper Variable Series
   Kemper Government
     Securities           9/3/87           0.68%    7.46%      7.12%     -7.11%    4.16%    5.62%      -0.71%    6.06%     5.72%
   Kemper Small
     Cap Growth           5/2/94          34.56%   28.92%     25.97%     26.29%   25.62%   24.15%      32.69%   27.52%    24.57%
   Kemper Small
     Cap Value            5/1/96           2.80%     N/A       3.42%     -5.04%    N/A      0.93%       1.36%     N/A      2.02%
- - ----------------------------------------------------------------------------------------------------------------------------------

Liberty Variable Investment Trust
   Newport Tiger Fund,
     Variable Series      5/1/95          68.01%     N/A       7.31%    59.29%     N/A      5.23%      65.69%     N/A      5.91%
- - ----------------------------------------------------------------------------------------------------------------------------------

MFS Variable Insurance Trust
   MFS Emerging
     Growth               7/24/95         76.71%     N/A      36.44%     67.86%    N/A     34.33%      74.26%     N/A     35.04%
   MFS Global
     Governments          6/14/94         -2.50%     4.36%     4.07%    -10.25%    1.06%    2.24%      -3.85%    2.96%     2.67%
   MFS Growth
     With Income          10/9/95          6.69%     N/A      21.12%     -1.19%    N/A     18.98%       5.21%     N/A     19.72%
   MFS High Income        7/26/95          6.44%     N/A       8.24%     -1.43%    N/A      6.12%       4.97%     N/A      6.84%
   MFS Research           7/26/95         24.05%     N/A      22.86%     15.92%    N/A     20.74%      22.32%     N/A     21.46%

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

APPENDIX C
PERFORMANCE INFORMATION (continued)
Total Return for the periods ended 12/31/99:
- - ----------------------------------------------------------------------------------------------------------------------------------


                                                                                      Accumulation Unit Performance
                                                                                  Column B                     Column C
                                                                                (reflects all             (reflects insurance
                                             Portfolio Performance              charges and             charges and portfolio
                                                   Column A                  portfolio expenses)               expenses)
- - ----------------------------------------------------------------------------------------------------------------------------------

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

Oppenheimer Variable Account
Funds
  Oppenheimer Bond
     Fund/VA              4/3/85        -1.52%      7.10%    7.76%      -9.29%    3.80%     6.26%     -2.89%    5.70%     6.36%
  Oppenheimer Capital
     Appreciation
     Fund/VA              4/3/85        41.66%     30.65%   18.46%      33.29%   27.35%    16.96%     39.69%   29.25%    17.06%
  Oppenheimer High
     Income Fund/VA       4/30/86        4.29%     10.24%   12.65%      -3.56%    6.94%    11.15%      2.84%    8.84%    11.25%
  Oppenheimer Main
     Street Growth &
     Income Fund/VA       7/5/95        21.71%       N/A    25.80%      13.61%    N/A      23.69%      20.01%    N/A     24.40%
  Oppenheimer Strategic
     Bond Fund/VA         5/3/93         2.83%      8.25%    6.18%      -5.00%    4.95%     4.68%       1.40%    6.85%    4.78%

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

Putnam Variable Trust
   Putnam VT Growth
     and Income -
     Class IA Shares      2/1/88         1.59%     19.40%    14.00%   -6.23%     16.10%   12.50%      0.17%    18.00%    12.60%
   Putnam VT International
     Growth - Class
     IA Shares            1/2 /97        60.13%      N/A      30.29%   51.51%      N/A     27.26%     57.91%     N/A      28.89%
   Putnam VT International
     New Opportunities -
     Class IA Shares      1/2 /97       102.95%      N/A      32.92%   93.74%      N/A     29.89%    100.14%     N/A      31.52%
   Putnam VT New Value -
     Class IA Shares      1/2 /97         0.27%      N/A       7.83%   -7.53%      N/A      4.80%     -1.13%     N/A       6.43%
   Putnam VT Vista -
     Class IA Shares      1/2 /97        52.90%      N/A      31.14%   44.37%      N/A     28.11%     50.77%     N/A      29.74%
- - ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>



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


                                  First Cova Life
                                     Insurance Company
                                  Attn: Variable Products
                                  120 Broadway, 10th Floor
                                  New York, New York 10271

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


         (Please print or type and fill in all information)


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

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

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





                                 PART A - VERSION C

                                                                       The Fixed
                                                            And Variable Annuity

                                                                       issued by

                                         FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
                                                                             and

                                                                 FIRST COVA LIFE
                                                               INSURANCE COMPANY


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

The annuity contract has 7 investment choices - a fixed account which offers an
interest rate which is guaranteed  by First Cova,  and 6 investment  portfolios
listed  below.  The 6  investment  portfolios  are part of Russell Insurance
Funds or General American  Capital  Company.  You can put your money in the
fixed account and/or any of these investment portfolios.

Russell Insurance Funds:

     Managed by Frank Russell
     Investment Management Company
         Aggressive Equity Fund
         Core Bond Fund
         Multi-Style Equity Fund
         Non-U.S. Fund
         Real Estate Securities Fund

General American Capital Company:

     Managed by Conning Asset
     Management Company
         Money Market Fund

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

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


The Contracts:

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

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


May 1, 2000


TABLE OF CONTENTS                                         Page

  INDEX OF SPECIAL TERMS

  SUMMARY

  Fee Table

  Examples

  THE ANNUITY CONTRACT

  ANNUITY PAYMENTS (THE INCOME PHASE)

     Annuity Date
     Annuity Payments
     Annuity Options

  PURCHASE
     Purchase Payments
     Allocation of Purchase Payments
     Accumulation Units

  INVESTMENT OPTIONS
     Russell Insurance Funds
     General American Capital Company
     Transfers
     Dollar Cost Averaging Program
     Automatic Rebalancing Program
     Voting Rights
     Substitution

  EXPENSES
     Insurance Charges
     Contract Maintenance Charge
     Withdrawal Charge
     Transfer Fee
     Income Taxes
     Investment Portfolio Expenses

  TAXES
     Annuity Contracts in General
     Qualified and Non-Qualified Contracts
     Withdrawals - Non-Qualified Contracts
     Withdrawals - Qualified Contracts
     Diversification

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

  PERFORMANCE

  DEATH BENEFIT
     Upon Your Death
     Death of Annuitant
  OTHER INFORMATION
      First Cova
      The Separate Account
      Distributor
      Ownership
      Beneficiary
      Assignment
      Financial Statements

 TABLE OF CONTENTS OF THE STATEMENT OF
 ADDITIONAL INFORMATION


 APPENDIX A
 Condensed Financial Information

 APPENDIX B
 Performance Information

INDEX OF SPECIAL TERMS

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

                                                           Page

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


SUMMARY

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

THE ANNUITY CONTRACT:

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

This contract offers 6 investment portfolios.  These portfolios are designed to
offer a better return than the fixed account.  However,  this is NOT guaranteed.
You can also lose your money.

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

You can put money  into any or all of the  investment  portfolios  and the fixed
account.  You can transfer between accounts up to 12 times a year without charge
or tax implications.

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

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

ANNUITY PAYMENTS (THE INCOME PHASE):

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

HOW TO PURCHASE THE CONTRACT:

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

INVESTMENT OPTIONS:

You can put your  money in any or all of the  investment  portfolios  which  are
described in the  prospectuses for the funds.  Depending upon market  conditions
and the performance of the portfolio(s) you select,  you can make or lose money
in any of these portfolios.

EXPENSES:

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

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

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

     * If you take your money out, First Cova may assess a withdrawal  charge of
up to 7% of the purchase payment withdrawn.  After First Cova has had a purchase
payment for seven years,  there is no charge by First Cova for a  withdrawal  of
that purchase payment.

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

     * There are also investment  charges which range from .125% to 1.30% of the
average daily value of the  investment  portfolio  depending upon the investment
portfolio.

TAXES:

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

ACCESS TO YOUR MONEY:

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

DEATH BENEFIT:

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

OTHER INFORMATION:

Free Look. If you cancel the contract  within 10 days after receiving it we will
send you  whatever  your  contract is worth on the day we receive  your  request
(this  may be more or less than  your  original  payment)  without  assessing  a
withdrawal  charge.  If  you  have  purchased  the  contract  as  an  Individual
Retirement   Annuity (IRA),  you  will  receive  back  your  purchase   payment.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.)

No  Probate.  In most  cases,  when you  die,  the  person  you  choose  as your
beneficiary  will  receive the death  benefit  without  going  through  probate.
However,  the avoidance of probate does not mean that the  beneficiary  will not
have tax liability as a result of receiving the death benefit.

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

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

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

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

*    First  Cova  will  automatically  readjust  the  money  between  investment
     portfolios  periodically to keep the blend you select. We call this feature
     Automatic Rebalancing.

These features may not be suitable for your particular situation.

INQUIRIES:

If you need more information about buying a contract, please contact us at:

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

If you have any other questions, please contact us at our Home Office:

120 Broadway, 10th Floor
New York, NY 10271
(800) 469-4545
(212) 766-0012

FIRST COVA VARIABLE ANNUITY ACCOUNT ONE FEE TABLE

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

OWNER TRANSACTION EXPENSES
Withdrawal Charge (as a percentage of               Years Since
purchase payments) (see Note 1 below)                 Payment           Charge
                                                         1                7%
                                                         2                6%
                                                         3                5%
                                                         4                4%
                                                         5                3%
                                                         6                2%
                                                         7                1%
                                                         8+               0%

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

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

SEPARATE ACCOUNT ANNUAL EXPENSES
(as a percentage of average account value)
     Mortality and Expense Risk Premium                  1.25%
     Administrative Expense Charge                        .15%
                                                           ---
     TOTAL SEPARATE ACCOUNT ANNUAL EXPENSES              1.40%

<TABLE>
<CAPTION>
Investment Portfolio Expenses
(as a percentage of the average daily net assets of an investment portfolio)
                                                                                    Other Expenses          Total Annual
                                                        Management Fees                                       Portfolio
                                                      (after reimbursement                                     Expenses
                                                      and/or waivers as noted)                               (after
                                                                                                            reimbursement
                                                                                                            and/or waivers
                                                                                                            as noted)
- - ----------------------------------------------------------------------------------------------------------------------------------

Russell Insurance Funds*
Managed by Frank Russell
Investment Management Company
<S>                                                         <C>                         <C>                      <C>
       Aggressive Equity Fund                               .86%                        .39%                    1.25%
       Core Bond Fund                                       .54%                        .26%                     .80%
       Multi-Style Equity Fund                              .77%                        .15%                     .92%
       Non-U.S. Fund                                        .75%                        .55%                    1.30%
       Real Estate Securities Fund                          .85%                        .30%                    1.15%
- - ----------------------------------------------------------------------------------------------------------------------------------

General American Capital Company
Managed by Conning Asset
Management Company
       Money Market Fund                                    .125%                        .08%                    .205%
- - ----------------------------------------------------------------------------------------------------------------------------------
<FN>
*The  manager  of  Russell  Insurance  Funds, Frank Russell Investment
Management Company, has contractually agreed to waive, at least until
April 30, 2001, a portion of the  management  fee, up to the full amount
of that fee,  equal to the amount by which the Fund's total operating
expenses exceed the amounts set forth above under "Total Annual  Portfolio
Expenses" and to reimburse the Fund for all remaining  expenses,  after fee
waivers  which  exceed  the amount  set forth  above for each Fund under  "Total
Annual Portfolio Expenses". Absent such waiver and reimbursement, the management
fees and total  operating  expenses would be .78% and .93% for the  Multi-Style
Equity Fund;  .95% and 1.34% for the Aggressive  Equity Fund; .95% and 2.37% for
the Non-U.S. Fund; .60% and .66% for the Core Bond Fund.
</FN>
</TABLE>


<TABLE>
<CAPTION>
Examples

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

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

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

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

                                                                               Time Periods

- ------------------------------------------------------------------------------------------------------------------------------------
                                                  1 year              3 years               5 years            10 years
- ------------------------------------------------------------------------------------------------------------------------------------
Russell Insurance Funds
Managed by Frank Russell
Investment Management Company
<S>                                                  <C>              <C>                <C>             <C>

       Aggressive Equity Fund                     (a)$  97.80     (a) $130.14
                                                  (b)$  27.80     (b) $ 85.14
       Core Bond Fund                             (a)$  93.30     (a) $116.65
                                                  (b)$  23.30     (b) $ 71.65
       Multi-Style Equity Fund                    (a)$  94.50     (a) $120.27
                                                  (b)$  24.50     (b) $ 75.27
       Non-U.S. Fund                              (a)$  98.30     (a) $131.62
                                                  (b)$  28.30     (b) $ 86.62
       Real Estate Securities Fund                (a)$  96.80     (a) $127.16
                                                  (b)$  26.80     (b) $ 82.16

General American Capital Company
Managed by Conning Asset
Management Company

       Money Market Fund                          (a)$ 87.31       (a)$98.54
                                                  (b)$ 17.31       (b)$53.54
- ---------------------------------------------------------------------------------------------------------------
<FN>
Explanation of Fee Table

1.   After First Cova has had a purchase payment for 7 years, there is no charge
     by First Cova for a withdrawal of that purchase payment.  You may also have
     to pay  income tax and a tax  penalty on any money you take out.  After the
     first year,  you can take up to 10% of your total  purchase  payments  each
     year without a charge from First Cova.

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

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

4.   Premium taxes are not reflected. New York does not assess premium taxes.

THERE IS AN ACCUMULATION UNIT VALUE HISTORY  (CONDENSED  FINANCIAL  INFORMATION)
CONTAINED IN APPENDIX A.
</FN>
</TABLE>

THE ANNUITY CONTRACT

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

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

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

The  contract  is called a variable  annuity  because  you can  choose  among 6
investment  portfolios and,  depending upon market  conditions,  you can make or
lose  money in any of these  portfolios.  If you  select  the  variable  annuity
portion of the contract,  the amount of money you are able to accumulate in your
contract during the accumulation  phase depends upon the investment  performance
of the investment  portfolio(s)  you select.  The amount of the annuity payments
you receive  during the income  phase from the variable  annuity  portion of the
contract  also  depends, in part, upon  the  investment  performance  of  the
investment portfolios you select for the income phase.

The contract also contains a fixed account. The fixed account offers an interest
rate that is  guaranteed by First Cova.  If you select the fixed  account,  your
money will be placed with the other general  assets of First Cova. If you select
the  fixed  account,  the  amount of money  you are able to  accumulate  in your
contract during the accumulation  phase depends upon the total interest credited
to your  contract.  The amount of the annuity  payments  you receive  during the
income phase from the fixed  account  portion of the contract  will remain level
for the entire income phase.

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

ANNUITY PAYMENTS (THE INCOME PHASE)

Annuity Date

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

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

Annuity Payments

You will receive annuity payments during the income phase.  In general, annuity
payments must begin by the annuitant's 90th birthday.  The annuitant is the
person whose life we look to when we make annuity payments.

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

  * the fixed account,

  * the investment portfolio(s), or

  * a combination of both.

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

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

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

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

     3) the performance of the investment portfolios you selected.

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

Annuity  payments  are made  monthly  unless you have less than  $2,000 to apply
toward a payment  and you have not made a purchase  payment in 3 years.  In that
case,  First  Cova may  provide  your  annuity  payment  in a single  lump  sum.
Likewise,  if your annuity  payments would be less than $20 a month,  First Cova
has the right to reduce the frequency of payments so that your annuity  payments
are at least $20.

Annuity Options

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

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

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

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

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

PURCHASE

Purchase Payments

A  purchase  payment  is the money you give us to  invest in the  contract.  The
minimum  we will  accept is $5,000  when the  contract  is  purchased  as a non-
qualified  contract.  If you  are  purchasing  the  contract  as  part of an IRA
(Individual   Retirement   Annuity)  the  minimum  we  will  accept  is  $2,000.
(Currently, the contract is not available under an IRA until the IRA Endorsement
is approved by the State of New York Insurance Department.) The maximum purchase
payment  we accept  is $1  million  without  our  prior  approval.  You can make
additional purchase payments of $500 or more to either type of contract.

Allocation of Purchase Payments

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

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

Free Look

If you change your mind about owning this contract,  you can cancel it within 10
days after  receiving it. When you cancel the contract  within this time period,
First Cova will not assess a withdrawal  charge.  You will receive back whatever
your contract is worth on the day we receive your request. If you have purchased
the contract as an IRA, we are required to give you back your  purchase  payment
if you decide to cancel your contract within 10 days after receiving it.

Accumulation Units

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

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

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

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

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

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

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

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

Example:

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

INVESTMENT OPTIONS

The contract offers 6 investment portfolios which are listed below.  Additional
investment portfolios may be available in the future.

You should read the  prospectuses  for these funds carefully. Copies of these
prospectuses are attached to this prospectus.

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

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

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

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

Russell Insurance Funds

Russell  Insurance  Funds is  managed  by Frank  Russell  Investment  Management
Company.  Russell  Insurance Funds is a mutual fund with five  portfolios,  each
with its own investment objective.  The following portfolios are available under
the contract:

  Aggressive Equity Fund
  Core Bond Fund
  Multi-Style Equity Fund
  Non-U.S. Fund
  Real Estate Securities Fund


General American Capital Company

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

Money Market Fund

Transfers

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

Telephone  Transfers.  You  can  make  transfers  by  telephone.  If you own the
contract with a joint owner,  unless First Cova is instructed  otherwise,  First
Cova will accept  instructions  from either you or the other  owner.  First Cova
will  use  reasonable  procedures  to  confirm  that  instructions  given  us by
telephone  are genuine.  If First Cova fails to use such  procedures,  we may be
liable for any losses due to unauthorized or fraudulent instructions. First Cova
tape records all telephone instructions.

Transfers During the Accumulation Phase.

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

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

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

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

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

Transfers During the Income Phase.

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

Dollar Cost Averaging Program

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

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

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

Automatic Rebalancing Program

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

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

Example:

     Assume  that you  want  your  initial  purchase  payment  split  between  2
     investment portfolios. You want 40% to be in the Quality Bond Portfolio and
     60% to be in the Select  Equity  Portfolio.  Over the next 2 1/2 months the
     bond market does very well while the stock market performs  poorly.  At the
     end of the first quarter,  the Quality Bond Portfolio now represents 50% of
     your holdings because of its increase in value.  If you have chosen to have
     your holdings rebalanced  quarterly,  on the first day of the next quarter,
     First Cova will sell some of your units in the Quality  Bond  Portfolio to
     bring  its  value  back to 40% and use the  money to buy more  units in the
     Select Equity Portfolio to increase those holdings to 60%.

Voting Rights

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

Substitution

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

EXPENSES

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

Insurance Charges

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

   1) the mortality and expense risk premium, and

   2) the administrative expense charge.

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

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

Contract Maintenance Charge

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

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

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

Withdrawal Charge

During the  accumulation  phase,  you can make  withdrawals  from your contract.
First Cova keeps  track of each  purchase  payment.  Once a year after the first
year,  you  can  withdraw  up to 10% of  your  total  purchase  payments  and no
withdrawal  charge  will be  assessed  on the 10%,  if on the day you make  your
withdrawal the value of your contract is $5,000 or more.  Otherwise,  unless the
purchase payment was made more than 7 years ago, the charge is:

<TABLE>
<CAPTION>

              Years Since
                Payment           Charge
                 <S>               <C>
                   1                7%
                   2                6%
                   3                5%
                   4                4%
                   5                3%
                   6                2%
                   7                1%
                   8+               0%
</TABLE>

After First Cova has had a purchase payment for 7 years, there is no charge when
you  withdraw  that  purchase  payment.  First Cova does not assess a withdrawal
charge on earnings  withdrawn  from the  contract.  Earnings  are defined as the
value in your contract minus the remaining  purchase  payments in your contract.
The withdrawal order for calculating the withdrawal charge is shown below.

     *    10% of purchase payments free.

     *    Remaining  purchase payments that are over 7 years old and not subject
          to a withdrawal charge.

     *    Earnings in the contract free.

     *    Remaining  purchase  payments  that are less  than 7 years old and are
          subject to a withdrawal charge.

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

When  the  withdrawal  is for  only  part of the  value  of your  contract,  the
withdrawal  charge is  deducted  from the  remaining  value in your  contract if
sufficient, or from the amount withdrawn.

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

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


Transfer Fee

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

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

Income Taxes

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

Investment Portfolio Expenses

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

TAXES

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

Annuity Contracts in General

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

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

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

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

Qualified and Non-Qualified Contracts

If you  purchase  the  contract  as an  individual  and not under an  Individual
Retirement  Annuity  (IRA),  your  contract is  referred  to as a  non-qualified
contract.

If you  purchase the contract  under an IRA,  your  contract is referred to as a
qualified contract.  Currently, the contract is not available under an IRA until
the IRA Endorsement is approved by the State of New York Insurance Department.

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


Withdrawals - Non-Qualified Contracts

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

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

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

     (2) paid after you die;

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

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

     (5) paid under an immediate annuity; or

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

Withdrawals - Qualified Contracts


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

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

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

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


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.  First Cova believes that the investment  portfolios are being
managed so as to comply with the requirements.

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

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

ACCESS TO YOUR MONEY

You can have access to the money in your  contract:

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

   (2) by electing to receive annuity payments;  or

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

You can only make withdrawals during the accumulation phase.

When you make a complete  withdrawal you will receive the withdrawal  value. The
withdrawal  value  is the  value  of  the  contract  on the  day  you  made  the
withdrawal:

  * less any applicable withdrawal charge,

  * less any  premium  tax, and

  * less any  contract maintenance charge.

(See "Expenses" for a discussion of the charges.)

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

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

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

Systematic Withdrawal Program

The Systematic  Withdrawal  Program provides an automatic monthly payment to you
of up to 10% of your total  purchase  payments each year.  No withdrawal  charge
will be  deducted  for these  payments.  First Cova does not have any charge for
this program.  If you use this program,  you may not also make a single 10% free
withdrawal.  For a  discussion  of  the  withdrawal  charge  and  the  10%  free
withdrawal, see Section 5. Expenses.

Income taxes and tax penalties may apply to Systematic Withdrawals.

Suspension of Payments or Transfers

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

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

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

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

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

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

PERFORMANCE

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

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

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

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

DEATH BENEFIT

Upon Your Death

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

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

ANNUAL STEP-UP OPTION

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

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

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

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

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

Example:

Assumed facts for example:

$10,000 current GACV

$8,000 contract value

$5,000 total purchase payments, less any prior withdrawals and associated
withdrawal charges

$2,100 partial withdrawal ($2,000 withdrawal + $100 withdrawal charge)

New GACV = $10,000 - [($2,100/ $8,000) X $10,000]

which results in the current GACV of $10,000 being reduced by $2,625

The new GACV is $7,375.

The contract value immediately  after the withdrawal is $5,900,  which is $8,000
less the $2,000 withdrawal and the $100 withdrawal charge.

The death benefit  immediately  after the withdrawal is the greatest of purchase
payments less  withdrawals  and withdrawal  charges ($5,000 minus $2,100) or the
contract value ($5,900) or the GACV ($7,375).

The death benefit is therefore $7,375.

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

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

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

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

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


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

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

Death of Annuitant

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

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

OTHER INFORMATION

First Cova Life Insurance  Company (First Cova) was organized  under the laws of
the  State  of New York on  December  31,  1992.  First  Cova is a  wholly-owned
subsidiary of Cova  Financial  Services Life  Insurance  Company (Cova Life),  a
Missouri  insurance  company.  On June 1, 1995,  a  wholly-owned  subsidiary  of
General American Life Insurance  Company purchased First Cova which on that date
changed its name to First Cova Life Insurance Company. On January 6, 2000,
Metropolitan Life Insurance Company (MetLife) acquired GenAmerica Corporation,
the ultimate parent company of Cova Financial Services Life Insurance Company
(Cova Life), the parent company of First Cova. The acquisition of GenAmerica
Corporation does not affect policy benefits or any other terms or conditions
under your contract.



First Cova is  licensed  to do business only in the state of New York.



The Separate Account

First Cova has  established  a separate  account,  First Cova  Variable  Annuity
Account One (Separate Account),  to hold the assets that underlie the contracts.
The Board of  Directors of First Cova  adopted a  resolution  to  establish  the
Separate  Account  under New York  insurance  law on December 31, 1992.  We have
registered the Separate Account with the Securities and Exchange Commission as a
unit  investment  trust under the  Investment  Company Act of 1940. The Separate
Account is divided into sub-accounts.

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

Distributor

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

Commissions will be paid to broker-dealers who sell the contracts.  Broker-
dealers may be paid a commission of up to 5.63% of purchase payments and an
asset-based commission of up to .25% of the contract value.  Alternatively, the
broker-dealer may be paid a commission of up to 2.50% of purchase payments and
an asset-based commission of up to 1.00% of the contract value.

If the contract is annuitized, the broker-dealer will be paid a commission
ranging from 1% to 4% of contract value depending on the term of the annuity
option chosen by the contract owner.

Ownership

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

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

Beneficiary

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

Assignment

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

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

Financial Statements

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

Table of Contents of the Statement of Additional Information

     Company
     Experts
     Legal Opinions
     Distribution
     Calculation of Performance Information
     Federal Tax Status
     Annuity Provisions
     Financial Statements


<TABLE>
<CAPTION>
APPENDIX A
Condensed Financial Information
Accumulation Unit Value History

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


                                             Year or  Period   Year or Period
                                             Ended 12/31/99    Ended 12/31/98
                                              (unaudited)
- ----------------------------------------------------------------------------------------------------
General American Capital Company
Money Market Sub-Account
<S>                                            <C>             <C>
     Beginning of Period                       $11.11          $11.11
     End of Period                              11.56           11.11
     Number of Accum. Units Outstanding             9           2,161

<FN>

The General  American  Capital  Company  Money  Market  Sub-Account
commenced investment operations on December 28, 1998. There are no accumulation
unit values shown for the investment portfolios of Russell Insurance Funds
because they  were not available with your contract until the date of this
prospectus.
</FN>
</TABLE>


APPENDIX B
PERFORMANCE INFORMATION

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

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

PART 1 - SEPARATE ACCOUNT PERFORMANCE

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

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

The  inception  dates shown below  reflect the dates the Separate  Account first
invested in the  Portfolio.

<TABLE>
<CAPTION>
PART 1 General American Capital Company Money Market Fund
Average Annual Total Return for the period ended 12/31/99:

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                    Accumulation Unit Performance
                                                                       Column A                                Column B
                                                                  (reflects all charges                    (reflects insurance
                                                                      and portfolio                            charges and
                                                                       expenses)                           portfolio expenses)
- ------------------------------------------------------------------------------------------------------------------------------------
                                      Separate Account
                                      Inception Date                1 yr        since                       1 yr        since
Portfolio                             in Portfolio                            inception                               inception
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                            <C>        <C>                         <C>           <C>
Money Market Fund                     12/28/98                       -2.36%     -2.31%                       4.04%       4.04%
</TABLE>

<TABLE>
<CAPTION>
PART 2 - HISTORICAL FUND PERFORMANCE

Certain Portfolios  have been in  existence  for a longer time and therefore
have an  investment  performance  history.  In order to show how the historical
performance of the Portfolios  affects  accumulation unit values, we have
developed performance information.

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

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

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

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

Total Return for the period ended 12/31/99:
- ------------------------------------------------------------------------------------------------------------------------------------


                                                                                         Accumulation Unit Performance
                                                                                  Column B                       Column C
                                                                                (reflects all             (reflects insurance
                                              Portfolio Performance             charges and                     charges and
                                                    Column A                 portfolio expenses)            portfolio expenses)
- - ----------------------------------------------------------------------------------------------------------------------------------


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

Russell Insurance Funds

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


   Aggressive Equity Fund        1/2 /97     6.08%     N/A     13.14%       -1.79%     N/A    10.11%        4.61%     N/A     11.74%

   Core Bond Fund                1/2 /97    -0.61%     N/A      5.42%       -8.39%     N/A     2.39%       -1.99%     N/A      4.02%

   Multi-Style Equity Fund       1/2/97    17.17%     N/A     24.73%        9.14%     N/A    21.70%       15.54%     N/A     23.33%

   Non-U.S. Fund                 1/2 /97    33.36%     N/A     14.78%       25.10%     N/A    11.75%       31.50%     N/A     13.38%

   Real Estate Securities Fund  4/30/99      N/A      N/A     -7.26%        N/A       N/A   -13.30%        N/A      N/A     -8.20%
- - ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>





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


                                  First Cova Life
                                     Insurance Company
                                  Attn: Variable Products
                                  120 Broadway, 10th Floor
                                  New York, New York 10271

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


         (Please print or type and fill in all information)


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

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

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



                                   PART B

                     STATEMENT OF ADDITIONAL INFORMATION

            INDIVIDUAL FIXED AND VARIABLE DEFERRED ANNUITY CONTRACT

                                   ISSUED BY

                    FIRST COVA VARIABLE ANNUITY ACCOUNT ONE

                                      AND

                       FIRST COVA LIFE INSURANCE COMPANY


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

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

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


                               TABLE OF CONTENTS




                                                                Page


COMPANY

EXPERTS

LEGAL  OPINIONS

DISTRIBUTION

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

FEDERAL TAX STATUS
General
Diversification
Multiple  Contracts
Contracts  Owned  by  Other  than  Natural  Persons
Tax  Treatment  of  Assignments
Death Benefits
Income Tax Withholding
Tax  Treatment  of  Withdrawals  -  Non-Qualified  Contracts
Qualified  Plans
Tax  Treatment  of  Withdrawals  -  Qualified  Contracts

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

FINANCIAL  STATEMENTS

                                    COMPANY

First Cova Life Insurance  Company (the  "Company") was organized under the laws
of the state of New York on December 31, 1992. The Company is presently licensed
to do  business  only in the state of New York.  The  Company is a  wholly-owned
subsidiary of Cova Financial  Services Life Insurance  Company ("Cova Life"),  a
Missouri  insurance  company.  On December 31, 1992,  Cova Life acquired  Wausau
Underwriters Life Insurance Company  ("Wausau"),  a stock life insurance company
organized  under the laws of the state of Wisconsin.  On April 16, 1993,  Wausau
was merged into the Company, with the Company as the surviving corporation.

On June 1, 1995, a  wholly-owned  subsidiary of General  American Life Insurance
Company ("General  American") purchased Cova Life from Xerox Financial Services,
Inc. The  acquisition  of Cova Life included  related  companies,  including the
Company.  On June 1,  1995,  the  Company  changed  its name to First  Cova Life
Insurance Company.

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

                                    EXPERTS

The statutory statements of admitted assets, liabilities,  and capital stock and
surplus  of the  Company  as of  December  31,  1999 and 1998,  and the  related
statutory statements of operations, capital stock and surplus, and cash flow for
each of the years in the  three-year  period ended  December  31, 1999,  and the
statement of assets and  liabilities of the Separate  Account as of December 31,
1999, and the related  statement of operations for the year then ended,  and the
statements of changes in net assets for the year then ended and 1998,  have been
included herein in reliance upon the reports of KPMG LLP, independent  certified
public  accountants,  appearing elsewhere herein, and upon the authority of said
firm as experts in accounting and auditing.

                                LEGAL OPINIONS

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

                                 DISTRIBUTION

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

                            PERFORMANCE INFORMATION

TOTAL  RETURN

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

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

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

                                             n
                               P  (  1  +  T)  =  ERV

Where:
     P    = a  hypothetical  initial  payment  of  $1,000
     T    = average  annual  total  return
     n    = number  of  years
   ERV    = ending redeemable value at the end of the time periods used (or
            fractional  portion thereof) of a hypothetical $1,000 payment made
            at  the  beginning  of  the  time  periods  used.

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

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

HISTORICAL  UNIT  VALUES

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

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

REPORTING  AGENCIES

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

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

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

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

PERFORMANCE INFORMATION

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

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


                               FEDERAL TAX STATUS

GENERAL

NOTE:  THE FOLLOWING  DESCRIPTION IS BASED UPON THE COMPANY'S  UNDERSTANDING  OF
CURRENT  FEDERAL INCOME TAX LAW APPLICABLE TO ANNUITIES IN GENERAL.  THE COMPANY
CANNOT  PREDICT  THE  PROBABILITY  THAT ANY  CHANGES  IN SUCH LAWS WILL BE MADE.
PURCHASERS ARE CAUTIONED TO SEEK COMPETENT TAX ADVICE  REGARDING THE POSSIBILITY
OF SUCH CHANGES. THE COMPANY DOES NOT GUARANTEE THE TAX STATUS OF THE CONTRACTS.
PURCHASERS  BEAR THE  COMPLETE  RISK THAT THE  CONTRACTS  MAY NOT BE  TREATED AS
"ANNUITY  CONTRACTS"  UNDER  FEDERAL  INCOME  TAX LAWS.  IT  SHOULD  BE  FURTHER
UNDERSTOOD  THAT THE  FOLLOWING  DISCUSSION IS NOT  EXHAUSTIVE  AND THAT SPECIAL
RULES NOT DESCRIBED HEREIN MAY BE APPLICABLE IN CERTAIN SITUATIONS. MOREOVER, NO
ATTEMPT HAS BEEN MADE TO CONSIDER ANY APPLICABLE STATE OR OTHER TAX LAWS.

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

For annuity payments, a portion of each payment in excess of an exclusion amount
is includible in taxable  income.  The exclusion  amount for payments based on a
fixed annuity option is determined by multiplying  the payment by the ratio that
the cost basis of the Contract (adjusted for any period or refund feature) bears
to the expected  return under the Contract.  The  exclusion  amount for payments
based on a variable  annuity  option is determined by dividing the cost basis of
the Contract (adjusted for any period certain or refund guarantee) by the number
of years over which the annuity is expected to be paid.  Payments received after
the  investment in the Contract has been recovered  (i.e.  when the total of the
excludable amount equals the investment in the Contract) are fully taxable.  The
taxable  portion is taxed at ordinary  income tax rates.  For  certain  types of
Qualified Plans there may be no cost basis in the Contract within the meaning of
Section 72 of the Code. Owners, Annuitants and Beneficiaries under the Contracts
should  seek  competent  financial  advice  about  the tax  consequences  of any
distributions.  The Company is taxed as a life insurance company under the Code.
For federal income tax purposes,  the Separate  Account is not a separate entity
from the Company, and its operations form a part of the Company.

DIVERSIFICATION

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

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

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

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

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

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

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

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

MULTIPLE CONTRACTS

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

PARTIAL 1035 EXCHANGES

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

CONTRACTS  OWNED  BY  OTHER  THAN  NATURAL  PERSONS

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

TAX  TREATMENT  OF  ASSIGNMENTS AND TRANSFER OF OWNERSHIP

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

DEATH BENEFITS

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

INCOME  TAX  WITHHOLDING

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

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

TAX  TREATMENT  OF  WITHDRAWALS  -  NON-QUALIFIED  CONTRACTS

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

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

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

QUALIFIED  PLANS

The Contracts  offered herein may also be used as Qualified  Contracts.  Owners,
Annuitants  and  Beneficiaries  are cautioned  that  benefits  under a Qualified
Contract 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.  The
following discussion of Qualified Contracts is not exhaustive and is for general
informational  purposes only. The tax rules  regarding  Qualified  Contracts are
very complex and will have differing  applications depending on individual facts
and  circumstances.  Each purchaser  should obtain competent tax advice prior to
purchasing Qualified Contracts.

An annuity contract will not provide any necessary or additional tax deferral if
it is used to fund a qualified plan that is tax deferred.  However, the contract
has  features  and  benefits  other  than  tax  deferral  that  may  make  it an
appropriate investment for a qualified plan.

Qualified Contracts include special provisions  restricting  Contract provisions
that may  otherwise  be  available as  described  herein.  Generally,  Qualified
Contracts are not transferable except upon surrender or annuitization.

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.  Qualified  Contracts  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.

Section  408(b) of the Code permits  eligible  individuals  to  contribute to an
individual  retirement program known as an Individual  Retirement Annuity (IRA).
THE CONTRACTS ARE NOT AVAILABLE AS QUALIFIED  CONTRACTS UNTIL AN IRA ENDORSEMENT
IS  APPROVED BY THE STATE OF NEW YORK  INSURANCE  DEPARTMENT.  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.

TAX  TREATMENT  OF  WITHDRAWALS  -  QUALIFIED  CONTRACTS

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 Section 408(b) (Individual  Retirement  Annuities).  To the
extent  amounts are not includible in gross income because they have been rolled
over to an IRA or to another  eligible  Qualified  Plan,  no tax penalty will be
imposed. The tax penalty will not apply to the following  distributions:  (a) if
distribution is made on or after the date on which the Annuitant  reaches age 59
1/2; (b)  distributions  following the death or disability of the Annuitant (for
this  purpose  disability  is as defined in Section  72(m)(7) of the Code);  (c)
distributions  that are part of substantially  equal periodic  payments made not
less frequently than annually for the life (or life expectancy) of the Annuitant
or the joint lives (or joint life  expectancies) of the Annuitant and his or her
designated  Beneficiary;  (d)  distributions  made to the Owner or Annuitant (as
applicable) to the extent such  distributions do not exceed the amount allowable
as a deduction  under Code Section 213 to the Owner or Annuitant (as applicable)
for amounts paid during the taxable  year for medical  care;  (e)  distributions
from an Individual  Retirement Annuity for the purchase of medical insurance (as
described in Section  213(d)(1)(D)  of the Code) for the Owner or Annuitant  (as
applicable)  and his or her spouse and  dependents if the Owner or Annuitant (as
applicable) has received  unemployment  compensation for at least 12 weeks (this
exception will no longer apply after the Owner or Annuitant (as  applicable) has
been  re-employed for at least 60 days);  (f)  distributions  from an Individual
Retirement  Annuity made to the Owner or Annuitant (as applicable) to the extent
such  distributions do not exceed the qualified  higher  education  expenses (as
defined  in  Section  72(t)(7)  of the  Code)  of the  Owner  or  Annuitant  (as
applicable)  for the taxable year; (g)  distributions  made on account of an IRS
levy upon the  Qualified  Contract;  and (h)  distributions  from an  Individual
Retirement  Annuity made to the Owner or  Annuitant  (as  applicable)  which are
qualified first-time home buyer distributions (as defined in Section 72(t)(8) of
the Code).

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

Generally, distributions from a qualified plan must commence no later than April
1 of the calendar year  following the year in which the employee  attains age 70
1/2.  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

VARIABLE  ANNUITY

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

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

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

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

FIXED  ANNUITY

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

ANNUITY  UNIT

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

NET  INVESTMENT  FACTOR

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

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

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

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

MORTALITY  AND  EXPENSE  GUARANTEE

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

                             FINANCIAL STATEMENTS

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


                     FIRST COVA VARIABLE ANNUITY ACCOUNT ONE

                              Financial Statements

                           December 31, 1999 and 1998

                   (With Independent Auditors' Report Thereon)



                          INDEPENDENT AUDITORS' REPORT



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


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

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

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


     Chicago, Illinois
     March 20, 2000


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


<TABLE>
<CAPTION>
Assets:
    Investments:
      Cova Series Trust (Cova):
<S>                                                   <C>                                   <C>                        <C>
         Lord Abbett Growth and Income Portfolio      24,000 shares at a net asset value of $24.070563 per share       $ 577,682
         Bond Debenture Portfolio                     18,980 shares at a net asset value of $12.474609 per share         236,768
         Developing Growth Portfolio                   3,162 shares at a net asset value of $14.885144 per share          47,072
         Large Cap Research Portfolio                  7,087 shares at a net asset value of $14.991245 per share         106,244
         Mid-Cap Value Portfolio                       5,744 shares at a net asset value of $11.168093 per share          64,155
         Quality Bond Portfolio                        6,142 shares at a net asset value of $10.669328 per share          65,526
         Small Cap Stock Portfolio                     4,989 shares at a net asset value of $17.268582 per share          86,161
         Large Cap Stock Portfolio                    14,845 shares at a net asset value of $20.674865 per share         306,919
         Select Equity Portfolio                      10,064 shares at a net asset value of $16.112437 per share         162,157
         International Equity Portfolio               12,351 shares at a net asset value of $16.225039 per share         200,393
      General American Capital Company (GACC):
         Money Market Fund                                 5 shares at a net asset value of $20.252283 per share             102
                                                                                                                    -------------
             Total assets                                                                                            $ 1,853,179
                                                                                                                    =============



Liabilities:
    Cova Lord Abbett Growth and Income                                                                                      $ 44
    Cova Bond Debenture                                                                                                       18
    Cova Developing Growth                                                                                                     4
    Cova Large Cap Research                                                                                                    8
    Cova Mid-Cap Value                                                                                                         5
    Cova Quality Bond                                                                                                          5
    Cova Small Cap Stock                                                                                                       6
    Cova Large Cap Stock                                                                                                      24
    Cova Select Equity                                                                                                        13
    Cova International Equity                                                                                                 15
                                                                                                                    -------------
             Total liabilities                                                                                             $ 142
                                                                                                                    =============



Net Assets:
    Accumulation units:
      Cova Lord Abbett Growth and Income              14,640 accumulation units at          $39.456238 per unit        $ 577,638
      Cova Bond Debenture                             17,199 accumulation units at          $13.765717 per unit          236,750
      Cova Developing Growth                           3,257 accumulation units at          $14.452824 per unit           47,068
      Cova Large Cap Research                          7,259 accumulation units at          $14.635296 per unit          106,236
      Cova Mid-Cap Value                               5,899 accumulation units at          $10.875326 per unit           64,150
      Cova Quality Bond                                5,664 accumulation units at          $11.567101 per unit           65,521
      Cova Small Cap Stock                             4,804 accumulation units at          $17.933548 per unit           86,155
      Cova Large Cap Stock                            13,610 accumulation units at          $22.548635 per unit          306,895
      Cova Select Equity                               8,820 accumulation units at          $18.384195 per unit          162,144
      Cova International Equity                       12,265 accumulation units at          $16.337166 per unit          200,378
      GACC Money Market                                    9 accumulation units at          $11.558870 per unit              102
                                                                                                                    -------------
             Net assets                                                                                              $ 1,853,037
                                                                                                                    =============


See accompanying notes to financial statements.

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



<TABLE>
<CAPTION>
                                                                                    Cova
                                          ----------------------------------------------------------------------------------------
                                          Lord Abbett
                                            Growth                                 Large                                 Small
                                             and          Bond      Developing      Cap       Mid-Cap      Quality        Cap
                                            Income     Debenture      Growth      Research     Value         Bond        Stock
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                     <C>                 <C>          <C>         <C>          <C>         <C>          <C>
Investment income:
   Dividends                            $          -        3,910            -          103          53          722          169
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

Expenses:
   Mortality and expense risk                  5,724        2,547          308          831         488          827          700
   Administrative fee                            687          306           37          100          59           99           84
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Total expenses                          6,411        2,853          345          931         547          926          784
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net investment income (expense)        (6,411)       1,057         (345)        (828)       (494)        (204)        (615)
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

Net realized gain on investments:
   Realized gain on sale of portfolio
     shares                                    1,698           42          104          142          23          144           65
   Realized gain distributions                     -        1,267            -            -           -          361            -
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
       Net realized gain                       1,698        1,309          104          142          23          505           65
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

Change in unrealized appreciation             55,182        2,221        9,454       17,889       2,817       (2,260)      26,658
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets from operations         $     50,469        4,587        9,213       17,203       2,346       (1,959)      26,108
                                          ===========  ===========  ===========  =========== ===========  ===========  ===========


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



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

                                              Large                                              Growth
                                               Cap        Select    International   Money         and
                                              Stock       Equity       Equity       Market       Income       Total
                                            -----------  ----------  -----------  -----------  -----------  -----------
<S>                                       <C>               <C>          <C>             <C>       <C>         <C>
Investment income:
   Dividends                              $        311         369          724            -            -        6,361
                                            -----------  ----------  -----------  -----------  -----------  -----------

Expenses:
   Mortality and expense risk                    2,852       1,704        1,739          214           87       18,021
   Administrative fee                              342         204          209           26           10        2,163
                                            -----------  ----------  -----------  -----------  -----------  -----------
       Total expenses                            3,194       1,908        1,948          240           97       20,184
                                            -----------  ----------  -----------  -----------  -----------  -----------

       Net investment income (expense)          (2,883)     (1,539)      (1,224)        (240)         (97)     (13,823)
                                            -----------  ----------  -----------  -----------  -----------  -----------

Net realized gain on investments:
   Realized gain on sale of portfolio
     shares                                      1,093         159          277          846       16,931       21,524
   Realized gain distributions                   6,787      12,513        1,936            -            -       22,864
                                            -----------  ----------  -----------  -----------  -----------  -----------
       Net realized gain                         7,880      12,672        2,213          846       16,931       44,388
                                            -----------  ----------  -----------  -----------  -----------  -----------

Change in unrealized appreciation               30,178        (440)      38,202           (6)      (2,381)     177,514
                                            -----------  ----------  -----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets from operations           $     35,175      10,693       39,191          600       14,453      208,079
                                            ===========  ==========  ===========  ===========  ===========  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999



<TABLE>
<CAPTION>
                                                                                     Cova
                                            ----------------------------------------------------------------------------------------
                                            Lord Abbett
                                              Growth                                 Large                                 Small
                                               and          Bond      Developing      Cap       Mid-Cap      Quality        Cap
                                              Income     Debenture      Growth     Research      Value         Bond        Stock
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------
<S>                                       <C>               <C>           <C>        <C>           <C>          <C>          <C>
Increase (decrease) in net assets
  from operations:
     Net investment income (expense)      $     (6,411)       1,057         (345)       (828)        (494)        (204)        (615)
     Net realized gain                           1,698        1,309          104         142           23          505           65
     Change in unrealized appreciation          55,182        2,221        9,454      17,889        2,817       (2,260)      26,658
       Net increase (decrease) from
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------
         operations                             50,469        4,587        9,213      17,203        2,346       (1,959)      26,108
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                     -            -            -           -            -            -            -
   Cova redemptions                                  -            -            -           -            -            -            -
   Payments received from contract
     owners                                     90,778       41,228       12,849      42,395        9,150            -        3,822
   Transfers between sub-accounts
     (including fixed account), net            442,801       35,530       23,161      14,994       37,227        4,632       22,564
   Transfers for contract benefits,
     terminations and insurance charges         (6,410)      (5,378)           1        (434)         (94)      (5,764)         (48)
       Net increase (decrease) in net
         assets from contract
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------
         transactions                          527,169       71,380       36,011      56,955       46,283       (1,132)      26,338
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                                577,638       75,967       45,224      74,158       48,629       (3,091)      52,446

Net assets at beginning of period                    -      160,783        1,844      32,078       15,521       68,612       33,709
                                            -----------  -----------  -----------  ----------  -----------  -----------  -----------
Net assets at end of period               $    577,638      236,750       47,068     106,236       64,150       65,521       86,155
                                            ===========  ===========  ===========  ==========  ===========  ===========  ===========

</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY  ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1999



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

                                                Large                                                 Growth
                                                 Cap         Select     International    Money         and
                                                Stock        Equity        Equity        Market       Income       Total
                                              -----------  -----------  -------------  -----------  -----------  ----------
<S>                                         <C>               <C>            <C>              <C>                <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)        $     (2,883)      (1,539)        (1,224)        (240)         (97)    (13,823)
     Net realized gain                             7,880       12,672          2,213          846       16,931      44,388
     Change in unrealized appreciation            30,178         (440)        38,202           (6)      (2,381)    177,514
       Net increase (decrease) from
                                              -----------  -----------  -------------  -----------  -----------  ----------
         operations                               35,175       10,693         39,191          600       14,453     208,079
                                              -----------  -----------  -------------  -----------  -----------  ----------

Contract transactions:
   Cova payments                                       -            -              -          100            -         100
   Cova redemptions                                    -            -              -            -            -           -
   Payments received from contract
     owners                                       77,295       20,000         13,209            -        1,382     312,108
   Transfers between sub-accounts
     (including fixed account), net               71,124       43,240         59,115      (24,606)    (328,602)    401,180
   Transfers for contract benefits,
     terminations and insurance charges           (6,781)        (239)          (788)           -            9     (25,926)
       Net increase (decrease) in net
         assets from contract
                                              -----------  -----------  -------------  -----------  -----------  ----------
         transactions                            141,638       63,001         71,536      (24,506)    (327,211)    687,462
                                              -----------  -----------  -------------  -----------  -----------  ----------

       Net increase (decrease) in net
         assets                                  176,813       73,694        110,727      (23,906)    (312,758)    895,541

Net assets at beginning of period                130,082       88,450         89,651       24,008      312,758     957,496
                                              -----------  -----------  -------------  -----------  -----------  ----------
Net assets at end of period                 $    306,895      162,144        200,378          102            -   1,853,037
                                              ===========  ===========  =============  ===========  ===========  ==========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY  ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998



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

                                                                      Large                                 Small        Large
                                             Bond      Developing      Cap        Mid-Cap     Quality        Cap          Cap
                                          Debenture      Growth      Research      Value        Bond        Stock        Stock
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
<S>                                     <C>                 <C>         <C>          <C>         <C>          <C>         <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)    $      2,046           (1)        (171)         (96)        671         (203)        (887)
     Net realized gain (loss)                  1,566            -            3           (4)         64          432          907
     Change in unrealized appreciation         2,573          121        2,958           87       2,940           91       22,305
       Net increase (decrease) from
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
         operations                            6,185          120        2,790          (13)      3,675          320       22,325
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

Contract transactions:
   Cova payments                                   -            -            -            -           -            -            -
   Cova redemptions                                -            -            -            -           -            -            -
   Payments received from contract
     owners                                   25,475            -       28,039       14,334      34,865        9,652       35,989
   Transfers between sub-accounts
     (including fixed account), net           16,036        1,724        1,249        1,200       8,993       16,587       31,944
   Transfers for contract benefits,
     terminations and insurance charges       (1,924)           -            -            -      (1,989)           4       (1,975)
       Net increase (decrease) in net
         assets from contract
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
         transactions                         39,587        1,724       29,288       15,534      41,869       26,243       65,958
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------

       Net increase (decrease) in net
         assets                               45,772        1,844       32,078       15,521      45,544       26,563       88,283

Net assets at beginning of period            115,011            -            -            -      23,068        7,146       41,799
                                          -----------  -----------  -----------  ----------- -----------  -----------  -----------
Net assets at end of period             $    160,783        1,844       32,078       15,521      68,612       33,709      130,082
                                          ===========  ===========  ===========  =========== ===========  ===========  ===========


</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY  ACCOUNT ONE
Statement of Changes in Net Assets
Year ended December 31, 1998



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

                                                                                           Growth
                                                  Select     International    Money         and
                                                  Equity        Equity        Market       Income       Total
                                                 ----------  -------------  -----------  -----------  -----------
<S>                                            <C>                 <C>          <C>         <C>          <C>
Increase (decrease) in net assets from
   operations:
     Net investment income (expense)           $      (527)           205           (3)       1,159        2,193
     Net realized gain (loss)                        2,516             42            -       14,754       20,280
     Change in unrealized appreciation               9,506          7,092           11       10,125       57,809
       Net increase (decrease) from
                                                 ----------  -------------  -----------  -----------  -----------
         operations                                 11,495          7,339            8       26,038       80,282
                                                 ----------  -------------  -----------  -----------  -----------

Contract transactions:
   Cova payments                                         -              -            -            -            -
   Cova redemptions                                      -              -            -            -            -
   Payments received from contract
     owners                                         39,613         16,232       24,000       66,977      295,176
   Transfers between sub-accounts
     (including fixed account), net                 18,967         22,607            -       50,718      170,025
   Transfers for contract benefits,
     terminations and insurance charges               (191)          (501)           -       (2,035)      (8,611)
       Net increase (decrease) in net
         assets from contract
                                                 ----------  -------------  -----------  -----------  -----------
         transactions                               58,389         38,338       24,000      115,660      456,590
                                                 ----------  -------------  -----------  -----------  -----------

       Net increase (decrease) in net
         assets                                     69,884         45,677       24,008      141,698      536,872

Net assets at beginning of period                   18,566         43,974            -      171,060      420,624
                                                 ----------  -------------  -----------  -----------  -----------
Net assets at end of period                    $    88,450         89,651       24,008      312,758      957,496
                                                 ==========  =============  ===========  ===========  ===========


See accompanying notes to financial statements.

</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


(1)    ORGANIZATION
       First Cova Variable Annuity Account One (the Separate Account), a unit
       investment trust registered under the Investment Company Act of 1940 as
       amended, was established by First Cova Life Insurance Company (FCLIC) and
       exists in accordance with the regulations of the New York Department of
       Insurance. The Separate Account is a funding vehicle for variable annuity
       contracts issued by FCLIC.

       The Separate Account is divided into sub-accounts with the assets of each
       sub-account invested in corresponding portfolios of the following
       investment companies which are diversified, open-end, management
       investment companies registered under the Investment Company Act of 1940
       as amended. The sub-accounts available for investment may vary between
       variable annuity contracts offered for sale by FCLIC.

            Cova Series Trust (Cova)                             10 portfolios
            General American Capital Company (GACC)               1 portfolio
            Lord Abbett Series Fund, Inc. (Lord Abbett)           1 portfolio

       The Lord Abbett Series Fund, Inc. Growth and Income sub-account ceased
       operations on January 8, 1999 and the Cova Series Trust Lord Abbett
       Growth and Income sub-account commenced operations on January 8, 1999.

       On August 26, 1999, FCLIC's ultimate parent company, GenAmerica
       Corporation, entered into a definitive agreement to be acquired by
       Metropolitan Life Insurance Company. The acquisition occurred on January
       6, 2000.


(2)    SIGNIFICANT ACCOUNTING POLICIES
       (A)  INVESTMENT VALUATION
            Investments made in the portfolios of the investment companies are
            valued at the reported net asset value of such portfolios, which
            value their investment securities at fair value. The average cost
            method is used to compute the realized gains and losses on the sale
            of portfolio shares owned by the sub-accounts. Income from dividends
            and gains from realized capital gain distributions are recorded on
            the ex-distribution date.

       (B)  REINVESTMENT OF DISTRIBUTIONS
            With the exception of the GACC Money Market Fund, dividends and
            gains from realized gain distributions are reinvested in additional
            shares of the portfolio.

            GACC follows the Federal income tax practice known as consent
            dividending, whereby substantially all of its net investment income
            and realized capital gains are deemed to pass through to the
            Separate Account. As a result, GACC does not distribute dividends
            and realized capital gains. During December of each year, the
            accumulated net investment income and realized capital gains of the
            GACC Money Market Fund are allocated to the Separate Account by
            increasing the cost basis and recognizing a gain in the Separate
            Account.

       (C)  FEDERAL INCOME TAXES
            The operations of the Separate Account are included in the federal
            income tax return of FCLIC which is taxed as a Life Insurance
            Company under the provisions of the Internal Revenue Code (IRC).
            Under current IRC provisions, FCLIC believes it will be treated as
            the owner of the Separate Account assets for federal income tax
            purposes and does not expect to incur federal income taxes on the
            earnings of the Separate Account to the extent the earnings are
            credited to the variable annuity contracts. Based on this, no charge
            has been made to the Separate Account for federal income taxes. A
            charge may be made in future years for any federal income taxes that
            would be attributable to the variable annuity contracts.

       (D)  ANNUITY RESERVES
            Annuity reserves are computed for contracts in the payout stage
            according to the 1983a Mortality Table. The assumed investment
            return is 3%. The mortality risk is borne by FCLIC and may result in
            additional transfers to the Separate Account. Conversely, if
            reserves exceed amounts required, transfers may be made from the
            Separate Account to FCLIC.

<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998



(3)    REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED
       FCLIC deducts a daily charge from the net assets of each Separate Account
       sub-account equivalent to an annual rate of 1.25% for the assumption of
       mortality and expense risks and 0.15% for administrative expenses. The
       mortality risks assumed by FCLIC arise from its contractual obligation to
       make annuity payments after the annuity date for the life of the
       annuitant and to waive the withdrawal fee in the event of the death of
       the contract owner. The administrative fees cover the cost of
       establishing and maintaining the variable annuity contracts and the
       Separate Account.


(4)    CONTRACT FEES
       There are no deductions made from purchase payments for sales fees at the
       time a variable annuity contract is purchased. However, if all or a
       portion of the contract value is withdrawn, a withdrawal fee may be
       assessed and deducted from the contract value or payment to the contract
       owner. The withdrawal fee is imposed on withdrawals of contract values
       attributable to purchase payments within seven years after receipt and is
       equal to 7% of the purchase payment withdrawn in the first and second
       years, 5% of the purchase payments withdrawn withdrawn in the third,
       fourth and fifth years and 3% of the purchase payments withdrawn in the
       sixth and seventh years. After the first contract anniversary, provided
       the contract value exceeds $5,000, the contract owner may make one
       withdrawal each contract year of up to 10% of the aggregate purchase
       payments (on deposit for more than one year) without incurring a
       surrender fee. During the year ended December 31, 1999, withdrawal fees
       of $446 were deducted from the Separate Account.

       An annual contract maintenance fee of $30 is imposed on all variable
       annuity contracts with contract values less than $50,000 on their
       anniversary. This fee covers the cost of contract administration for the
       previous year and is prorated between the Separate Account sub- accounts
       and the fixed rate account to which the contract value is allocated.
       Subject to certain restrictions, the contract owner may transfer all or a
       part of the accumulated value of the contract among the available
       sub-accounts and the fixed rate account. If more than 12 transfers have
       been made in the contract year, a transfer fee of $25 per transfer or, if
       less, 2% of the amount transferred, may be deducted from the contract
       value. Transfers made in a dollar cost averaging program are not subject
       to the transfer fee.

       During the year ended December 31, 1999, contract maintenance and
       transfer fees of $600 were deducted from the Separate Account.

       Currently, FCLIC advances any premium taxes due at the time purchase
       payments are made and then deducts premium taxes at the time annuity
       payments begin. FCLIC reserves the right to deduct premium taxes when
       incurred.




<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(5)    COST BASIS OF INVESTMENTS
       The cost basis of each sub-account's investment follows:


<S>                                                       <C>
       Cova Lord Abbett Growth and Income                 $ 522,500
       Cova Bond Debenture                                  231,928
       Cova Developing Growth                                37,497
       Cova Large Cap Research                               85,397
       Cova Mid-Cap Value                                    61,251
       Cova Quality Bond                                     64,745
       Cova Small Cap Stock                                  59,109
       Cova Large Cap Stock                                 255,034
       Cova Select Equity                                   151,989
       Cova International Equity                            157,064
       GACC Money Market                                         97
                                                      --------------
                                                        $ 1,626,611
                                                      ==============
</TABLE>

<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(6)   UNIT FAIR VALUE
      A summary of accumulation unit values, net assets, total return and expense ratios for each sub-account follows:


                                           Commenced          Accumulation Unit Value                   Net Assets (in thousands)
                                                        ------------------------------------    ------------------------------------
                                          Operations    12/31/99     12/31/98    12/31/97        12/31/99     12/31/98     12/31/97
                                          ------------  -----------  ----------- -----------    -----------  ------------  ---------
<S>                                           <C>        <C>          <C>         <C>              <C>            <C>           <C>
      Cova Lord Abbett Growth and Income       1/8/99  $ 39.456238            -           -       $ 578             -             -
      Cova Bond Debenture                     5/15/97    13.765717    13.496763   12.882042         237           161           115
      Cova Developing Growth                 11/23/98    14.452824    11.068002           -          47             2             -
      Cova Large Cap Research                  3/3/98    14.635296    11.825475           -         106            32             -
      Cova Mid-Cap Value                       3/4/98    10.875326    10.437999           -          64            16             -
      Cova Quality Bond                       5/15/97    11.567101    11.914486   11.155130          66            69            23
      Cova Small Cap Stock                    3/17/97    17.933548    12.583415   13.492111          86            34             7
      Cova Large Cap Stock                    3/11/97    22.548635    19.428714   14.889594         307           130            42
      Cova Select Equity                      3/11/97    18.384195    16.987197   14.053502         162            88            19
      Cova International Equity               3/11/97    16.337166    12.891430   11.462941         200            90            44
      GACC Money Market                      12/28/98    11.558870    11.109941           -           -            24             -

</TABLE>



<TABLE>

                                                                                                      Separate Account Expenses
                                           Commenced                 Total Return*                  As a % of Average Net Assets**
                                                        ------------------------------------  -------------------------------------
                                          Operations      1999           1998        1997       1999         1998          1997
                                          ------------  -----------  ------------  ---------  ---------  ------------  ------------
<S>                                           <C>           <C>          <C>        <C>         <C>           <C>           <C>
      Cova Lord Abbett Growth and Income       1/8/99        9.89%            -          -      1.40%             -             -
      Cova Bond Debenture                     5/15/97        1.99%        4.77%      9.71%      1.40%         1.40%         1.40%
      Cova Developing Growth                 11/23/98       30.58%        8.57%          -      1.40%         1.40%             -
      Cova Large Cap Research                  3/3/98       23.76%        8.01%          -      1.40%         1.40%             -
      Cova Mid-Cap Value                       3/4/98        4.19%       -5.54%          -      1.40%         1.40%             -
      Cova Quality Bond                       5/15/97       -2.92%        6.81%      6.79%      1.40%         1.40%         1.40%
      Cova Small Cap Stock                    3/17/97       42.52%       -6.74%     23.53%      1.40%         1.40%         1.40%
      Cova Large Cap Stock                    3/11/97       16.06%       30.49%     20.08%      1.40%         1.40%         1.40%
      Cova Select Equity                      3/11/97        8.22%       20.88%     19.47%      1.40%         1.40%         1.40%
      Cova International Equity               3/11/97       26.73%       12.46%      2.87%      1.40%         1.40%         1.40%
      GACC Money Market                      12/28/98        4.04%            -          -      1.40%             -             -




*     The total return for sub-accounts that commenced operations during the period is not annualized.
**    The expense ratio for sub-accounts that commenced operations during the period is annualized.



</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(7)   REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION
      The realized gain (loss) on the sale of fund shares and the change in
      unrealized appreciation for each sub-account during the years ended
      December 31, 1999 and 1998 follows:


                                                                                      Realized Gain (Loss)
                                                              ----------------------------------------------------------------
                                                                   Aggregate            Aggregate Cost
                                                 Year or      Proceeds from Sales       of Fund Shares           Realized
                                                 Period         of Fund Shares             Redeemed             Gain (Loss)
                                                ----------    --------------------    --------------------    ----------------
<S>                                                <C>                 <C>                     <C>                  <C>
      Cova Lord Abbett Growth and Income           1999                $ 45,506                $ 43,808             $ 1,698
                                                   1998                       -                       -                   -

      Cova Bond Debenture                          1999                   5,846                   5,804                  42
                                                   1998                   3,263                   3,243                  20

      Cova Developing Growth                       1999                   3,945                   3,841                 104
                                                   1998                       1                       1                   -

      Cova Large Cap Research                      1999                   1,385                   1,243                 142
                                                   1998                     206                     203                   3

      Cova Mid-Cap Value                           1999                     484                     461                  23
                                                   1998                     105                     109                  (4)

      Cova Quality Bond                            1999                   6,688                   6,544                 144
                                                   1998                   2,573                   2,509                  64

      Cova Small Cap Stock                         1999                     873                     808                  65
                                                   1998                     205                     216                 (11)

      Cova Large Cap Stock                         1999                   7,899                   6,806               1,093
                                                   1998                   2,908                   2,698                 210

      Cova Select Equity                           1999                   2,424                   2,265                 159
                                                   1998                     759                     722                  37

      Cova International Equity                    1999                   2,628                   2,351                 277
                                                   1998                   1,440                   1,412                  28

      GACC Money Market                            1999                  24,749                  23,903                 846
                                                   1998                       -                       -                   -

      Lord Abbett Growth and Income                1999                 330,371                 313,440              16,931
                                                   1998                   3,648                   3,636                  12


</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(7)   REALIZED GAIN (LOSS) AND CHANGE IN UNREALIZED APPRECIATION, CONTINUED


                                                                              Unrealized Appreciation (Depreciation)
                                                              ----------------------------------------------------------------
                                                                 Appreciation            Appreciation
                                                 Year or        (Depreciation)          (Depreciation)
                                                 Period          End of Period        Beginning of Period         Change
                                                ----------    --------------------    --------------------    ----------------
<S>                                               <C>                 <C>                          <C>            <C>
      Cova Lord Abbett Growth and Income          1999                $ 55,182                     $ -            $ 55,182
                                                  1998                       -                       -                   -

      Cova Bond Debenture                         1999                   4,840                   2,619               2,221
                                                  1998                   2,619                      46               2,573

      Cova Developing Growth                      1999                   9,575                     121               9,454
                                                  1998                     121                       -                 121

      Cova Large Cap Research                     1999                  20,847                   2,958              17,889
                                                  1998                   2,958                       -               2,958

      Cova Mid-Cap Value                          1999                   2,904                      87               2,817
                                                  1998                      87                       -                  87

      Cova Quality Bond                           1999                     781                   3,041              (2,260)
                                                  1998                   3,041                     101               2,940

      Cova Small Cap Stock                        1999                  27,052                     394              26,658
                                                  1998                     394                     303                  91

      Cova Large Cap Stock                        1999                  51,885                  21,707              30,178
                                                  1998                  21,707                    (598)             22,305

      Cova Select Equity                          1999                  10,168                  10,608                (440)
                                                  1998                  10,608                   1,102               9,506

      Cova International Equity                   1999                  43,329                   5,127              38,202
                                                  1998                   5,127                  (1,965)              7,092

      GACC Money Market                           1999                       5                      11                  (6)
                                                  1998                      11                       -                  11

      Lord Abbett Growth and Income               1999                       -                   2,381              (2,381)
                                                  1998                   2,381                  (7,744)             10,125

</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS
      The change in the number of units for each sub-account follows:


                                                                                     Cova
                                           ----------------------------------------------------------------------------------------
                                           Lord Abbett
                                             Growth                                 Large                                 Small
                                              and          Bond      Developing      Cap        Mid-Cap     Quality        Cap
                                             Income     Debenture      Growth      Research      Value        Bond        Stock
                                           -----------  -----------  -----------  -----------  ----------  -----------  -----------
<S>                                            <C>          <C>           <C>          <C>         <C>          <C>          <C>
Accumulation units:
      Unit balance at 12/31/97                      -        8,928            -            -           -        2,068          530

        Cova units purchased                        -            -            -            -           -            -            -
        Cova units redeemed                         -            -            -            -           -            -            -
        Contract units purchased                    -        1,929            -        2,602       1,370        3,068          711
        Contract units transferred, net             -        1,205          167          111         117          794        1,439
        Contract units redeemed                     -         (149)           -            -           -         (171)          (1)
                                           -----------  -----------  -----------  -----------  ----------  -----------  -----------
      Unit balance at 12/31/98                      -       11,913          167        2,713       1,487        5,759        2,679

        Cova units purchased                        -            -            -            -           -            -            -
        Cova units redeemed                         -            -            -            -           -            -            -
        Contract units purchased                2,611        3,066        1,155        3,404         935            -          322
        Contract units transferred, net        12,203        2,618        1,936        1,175       3,486          400        1,807
        Contract units redeemed                  (174)        (398)          (1)         (33)         (9)        (495)          (4)
                                           -----------  -----------  -----------  -----------  ----------  -----------  -----------
      Unit balance at 12/31/99                 14,640       17,199        3,257        7,259       5,899        5,664        4,804
                                           ===========  ===========  ===========  ===========  ==========  ===========  ===========


</TABLE>
<PAGE>
FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
Notes to Financial Statements
December 31, 1999 and 1998


<TABLE>
<CAPTION>
(8)   UNIT TRANSACTIONS, CONTINUED



                                                              Cova                         GACC      Lord Abbett
                                               ----------------------------------------  ----------  -----------

                                                 Large                                                 Growth
                                                  Cap        Select     International      Money        and
                                                 Stock       Equity         Equity        Market       Income
                                               -----------  ----------  ---------------  ----------  -----------
<S>                                                <C>          <C>             <C>              <C>
Accumulation units:
      Unit balance at 12/31/97                      2,807       1,321            3,836           -        5,547

        Cova units purchased                            -           -                -           -            -
        Cova units redeemed                             -           -                -           -            -
        Contract units purchased                    2,093       2,639            1,307       2,161        2,036
        Contract units transferred, net             1,930       1,260            1,863           -        1,600
        Contract units redeemed                      (135)        (13)             (52)          -          (71)
                                               -----------  ----------  ---------------  ----------  -----------
      Unit balance at 12/31/98                      6,695       5,207            6,954       2,161        9,112

        Cova units purchased                            -           -                -           9            -
        Cova units redeemed                             -           -                -           -            -
        Contract units purchased                    3,821       1,160            1,031           -           63
        Contract units transferred, net             3,422       2,467            4,337           -       (9,152)
        Contract units redeemed                      (328)        (14)             (57)     (2,161)         (23)
                                               -----------  ----------  ---------------  ----------  -----------
      Unit balance at 12/31/99                     13,610       8,820           12,265           9            -
                                               ===========  ==========  ===============  ==========  ===========

</TABLE>





                        FIRST COVA LIFE INSURANCE COMPANY

                   Statutory Financial Statements and Schedule

                        December 31, 1999, 1998, and 1997

                   (With Independent Auditors' Report Thereon)




                          INDEPENDENT AUDITORS' REPORT



     The Board of Directors and Shareholder
     First Cova Life Insurance Company:


     We have audited the accompanying statutory statements of admitted assets,
     liabilities, and capital stock and surplus of First Cova Life Insurance
     Company (the Company) as of December 31, 1999 and 1998, and the related
     statutory statements of operations, capital stock and surplus, and cash
     flow for each of the years in the three-year period ended December 31,
     1999. These statutory financial statements are the responsibility of the
     Company's management. Our responsibility is to express an opinion on these
     statutory financial statements based on our audits.

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

     As described more fully in note 2 to the financial statements, the Company
     prepared these financial statements using accounting practices prescribed
     or permitted by the New York State Insurance Department, which practices
     differ from generally accepted accounting principles. The effects on the
     financial statements of the variances between the statutory basis of
     accounting and generally accepted accounting principles are also described
     in note 2.

     In our opinion, because of the effects of the matter discussed in the
     preceding paragraph, the financial statements referred to above do not
     present fairly, in conformity with generally accepted accounting
     principles, the financial position of First Cova Life Insurance Company as
     of December 31, 1999 and 1998, or the results of its operations or its cash
     flows for each of the years in the three-year period ended December 31,
     1999.

     Also, in our opinion, the financial statements referred to above present
     fairly, in all material respects, the admitted assets, liabilities, and
     capital stock and surplus of First Cova Life Insurance Company as of
     December 31, 1999 and 1998, and the results of its operations and its cash
     flow for each of the years in the three-year period ended December 31,
     1999, on the basis of accounting described in note 2.

     Our audits were made for the purpose of forming an opinion on the basic
     statutory financial statements taken as a whole. The supplementary
     information included in the accompanying schedule is presented for purposes
     of additional analysis and is not a required part of the basic statutory
     financial statements. Such information has been subjected to the auditing
     procedures applied in the audits of the basic statutory financial
     statements and, in our opinion, is fairly stated in all material respects
     in relation to the basic statutory financial statements taken as a whole.






     Chicago, Illinois
     March 3, 2000





<PAGE>

                        FIRST COVA LIFE INSURANCE COMPANY

              Statutory Statements of Admitted Assets, Liabilities,
                          and Capital Stock and Surplus

                           December 31, 1999 and 1998

                        (In thousands, except share data)



<TABLE>
<CAPTION>

                          ADMITTED ASSETS                                         1999         1998
                                                                               -----------  ------------

<S>                                                                          <C>                 <C>
Bonds                                                                        $     54,543        58,302
Other invested asset                                                                  520            --
Cash and short-term investments                                                     1,169         5,894
                                                                               -----------  ------------

             Total cash and investments                                            56,232        64,196
                                                                               -----------  ------------

Investment income due and accrued                                                     803           829
Other assets                                                                            1             8
                                                                               -----------  ------------

             Total admitted assets excluding Separate Account assets               57,036        65,033

Separate Account assets                                                             1,853           958
                                                                               -----------  ------------

             Total admitted assets                                           $     58,889        65,991
                                                                               ===========  ============

             LIABILITIES AND CAPITAL STOCK AND SURPLUS

Aggregate reserve for life policies and annuity contracts                    $     21,918        30,366
Supplementary contracts without life contingencies                                    331           288
Life policy and annuity contract claims                                                (1)           (1)
Interest maintenance reserve                                                        3,516         3,192
General expenses due or accrued                                                       114            64
Transfers to Separate Accounts due or accrued                                         (54)          (31)
Taxes, licenses, and fees due or accrued
    excluding Federal income taxes                                                    225           216
Federal income taxes                                                                1,103         1,393
Remittances and items not allocated                                                    14            22
Asset valuation reserve                                                               472           523
Payable to parent, subsidiaries, and affiliates                                        19            20
Reinsurance payable to parent                                                          --         1,369
Checks outstanding                                                                    141           291
Accounts payable - security purchases                                                  --           480
                                                                               -----------  ------------

             Total liabilities excluding Separate Account liabilities              27,798        38,192

Separate Account liabilities                                                        1,853           958
                                                                               -----------  ------------

             Total liabilities                                                     29,651        39,150
                                                                               -----------  ------------

Common capital stock, $10 par value.  Authorized,
    issued, and outstanding 200,000 shares                                          2,000         2,000
Gross paid-in and contributed surplus                                              11,501        11,501
Unassigned surplus                                                                 15,737        13,340
                                                                               -----------  ------------

             Total capital stock and surplus                                       29,238        26,841
                                                                               -----------  ------------

             Total liabilities and capital stock and surplus                 $     58,889        65,991
                                                                               ===========  ============
</TABLE>

See accompanying notes to statutory financial statements.
<PAGE>

                        FIRST COVA LIFE INSURANCE COMPANY

                       Statutory Statements of Operations

                  Years ended December 31, 1999, 1998, and 1997

                                 (In thousands)


<TABLE>
<CAPTION>
                                                                                           1999          1998         1997
                                                                                       ------------  ------------  ----------

Income:
<S>                                                                                  <C>                <C>          <C>
    Premiums and annuity considerations                                              $          --      (128,883)         --
    Deposit-type funds                                                                         977           948       6,851
    Considerations for supplementary contracts
      without life contingencies                                                               106           219          54
    Net investment income                                                                    4,169        13,813      13,771
    Amortization of interest maintenance reserve                                              (228)         (347)       (244)
    Separate Account net gain from operations
      excluding unrealized gains or losses                                                      --            11          --
    Separate Account administration fee income                                                  21             9           2
                                                                                       ------------  ------------  ----------

             Total income                                                                    5,045      (114,230)     20,434
                                                                                       ------------  ------------  ----------

Benefits and expenses:
    Death benefits                                                                              --         2,471       3,294
    Annuity benefits                                                                           360           383         365
    Surrender benefits and other fund withdrawals                                            9,607        12,758       7,222
    Interest on policy or contract funds                                                        --            47          11
    Payment on supplementary contracts without
      life contingencies                                                                        78            62          24
    (Decrease) increase in aggregate reserves
      for life policies and annuity contracts                                               (8,448)     (134,624)      5,904
    Increase in reserve for supplementary
      contracts without life contingencies                                                      43           168          30
    Commissions on premiums, annuity
      considerations and deposit-type funds                                                     38            44         239
    Commissions and expense allowances on
      reinsurance assumed                                                                       --           405         423
    General insurance expenses                                                                 727           679         966
    Insurance taxes, licenses, and fees,
      excluding Federal income taxes                                                            --          (170)        142
    Net transfers to Separate Accounts                                                         665           446         388
    Other expenses                                                                                            --           1
                                                                                       ------------  ------------  ----------

             Total benefits and expenses                                                     3,070      (117,331)     19,009
                                                                                       ------------  ------------  ----------

Income from operations before Federal income taxes
    and realized capital gains                                                               1,975         3,101       1,425

Federal income tax (benefit) expense,
    excluding tax on capital gains                                                            (371)          837         145
                                                                                       ------------  ------------  ----------

             Net gain from operations before realized capital gains                          2,346         2,264       1,280

Realized capital gains (net of tax expense of $75 and $992 in 1999 and 1998,
    respectively, and tax benefit of $89 in 1997, and net of amounts transferred
    to the IMR of $95, $1,263 and
    $(122), in 1999, 1998, and 1997, respectively)                                              --            --          --
                                                                                       ------------  ------------  ----------

             Net income                                                              $       2,346         2,264       1,280
                                                                                       ============  ============  ==========

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

<PAGE>
                        FIRST COVA LIFE INSURANCE COMPANY

                Statutory Statements of Capital Stock and Surplus

                  Years ended December 31, 1999, 1998, and 1997

                                 (In thousands)




<TABLE>
<CAPTION>
                                                                        1999        1998        1997
                                                                      ----------  ----------  ----------

<S>                                                                 <C>              <C>         <C>
Capital stock - balance at beginning and end of year                $     2,000       2,000       2,000
                                                                      ----------  ----------  ----------

Gross paid-in and contributed surplus -
    balance at beginning and end of year                                 11,501      11,501      11,501
                                                                      ----------  ----------  ----------

Unassigned surplus:
    Balance at beginning of year                                         13,340      10,863       9,642
    Net income                                                            2,346       2,264       1,280
    Change in reserve on account of change in valuation basis                --        (781)         --
    Change in asset valuation reserve                                        51       1,005         (59)
    Other changes in surplus in Separate Accounts Statement                  --         (11)         --
                                                                      ----------  ----------  ----------

Balance at end of year                                                   15,737      13,340      10,863
                                                                      ----------  ----------  ----------

             Total capital stock and surplus                        $    29,238      26,841      24,364
                                                                      ==========  ==========  ==========


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

<PAGE>
                        FIRST COVA LIFE INSURANCE COMPANY

                        Statutory Statements of Cash Flow

                  Years ended December 31, 1999, 1998, and 1997

                                 (In thousands)


<TABLE>
<CAPTION>
                                                                                  1999          1998         1997
                                                                              ------------  ------------  ----------

Cash from operations:
<S>                                                                         <C>                <C>           <C>
    Premiums and annuity considerations                                     $          --      (128,883)         --
    Deposit-type funds                                                                977           948       6,852
    Considerations for supplementary contracts without
      life contingencies                                                              106           219          54
    Net investment income                                                           4,236        15,912      13,310
    Separate Account administration fee income                                         21             9           2
                                                                              ------------  ------------  ----------

                                                                                    5,340      (111,795)     20,218
                                                                              ------------  ------------  ----------

    Death benefits                                                                     --         3,196       2,842
    Surrender benefits and other fund withdrawals                                   9,607        12,758       7,222
    Other benefits to policyholders, primarily annuity benefits                       438           495         399
    Commissions, other expenses, and taxes paid,
      excluding Federal income tax                                                    726         1,262       1,709
    Net transfers to Separate Accounts                                                688           456         409
    Federal income taxes (recovered) paid, excluding
      tax on capital gains                                                            (81)         (622)        544
                                                                              ------------  ------------  ----------

                                                                                   11,378        17,545      13,125
                                                                              ------------  ------------  ----------

             Net cash (used in) from operations                                    (6,038)     (129,340)      7,093
                                                                              ------------  ------------  ----------

Cash from investments:
    Proceeds from investments sold, matured, or repaid:
      Bonds                                                                        21,380       118,066      40,473
      Mortgage loans                                                                   --        11,057         364
                                                                              ------------  ------------  ----------

             Total investment proceeds                                             21,380       129,123      40,837
                                                                              ------------  ------------  ----------

    Taxes (paid) recovered on capital gains and losses                                (54)         (721)         67
                                                                              ------------  ------------  ----------

    Cost of investments acquired:
      Bonds                                                                        17,492        14,981      44,688
      Mortgage loans                                                                   --         1,500         479
      Other invested asset                                                            520            --          --
                                                                              ------------  ------------  ----------

             Total investments acquired                                            18,012        16,481      45,167
                                                                              ------------  ------------  ----------

    Net (decrease) increase in policy loans                                            --       (20,544)      1,651
                                                                              ------------  ------------  ----------

             Net cash from (used for) investments                                   3,314       132,465      (5,914)
                                                                              ------------  ------------  ----------

Cash from (used in) financing and miscellaneous sources:

    Cash provided - other                                                               8           761          13
    Cash applied - other                                                           (2,009)       (1,018)     (2,155)
                                                                              ------------  ------------  ----------

             Net cash used in financing and miscellaneous sources                  (2,001)         (257)     (2,142)
                                                                              ------------  ------------  ----------

             Net change in cash and short-term investments                         (4,725)        2,868        (963)

Cash and short-term investments at beginning of year                                5,894         3,026       3,989
                                                                              ------------  ------------  ----------

Cash and short-term investments at end of year                              $       1,169         5,894       3,026
                                                                              ============  ============  ==========

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


<PAGE>

                        FIRST COVA LIFE INSURANCE COMPANY

                     Notes to Statutory Financial Statements

                        December 31, 1999, 1998, and 1997






  (1)   COMPANY OWNERSHIP AND NATURE OF BUSINESS

              COMPANY OWNERSHIP

              First Cova Life Insurance Company (the Company) is a wholly owned
              subsidiary of Cova Financial Services Life Insurance Company
              (CFSLIC), which is a downstream subsidiary of General American
              Life Insurance Company (GALIC), a Missouri domiciled life
              insurance company. GALIC is wholly owned by GenAmerica
              Corporation, which in turn is wholly owned by the ultimate parent,
              General American Mutual Holding Company (GAMHC).

              On August 26, 1999, GAMHC entered into a definitive agreement,
              whereby Metropolitan Life Insurance Company (MetLife), a New York
              domiciled life insurance company, will acquire GenAmerica
              Corporation and all its holdings for $1.2 billion in cash. The
              purchase was approved by the Missouri Director of Insurance on
              November 10, 1999. The purchase was completed on January 6, 2000.

              NATURE OF BUSINESS

              The Company is licensed to do business in the state of New York.
              The Company markets and services single premium deferred annuities
              and variable annuities. Most of the policies issued present no
              significant mortality nor longevity risk to the Company, but
              rather represent investment deposits by the policyholders. Life
              insurance policies provide policy beneficiaries with mortality
              benefits amounting to a multiple, which declines with age, of the
              original premium.

              Under the deferred annuity contracts, interest rates credited to
              policyholder deposits are guaranteed by the Company for periods
              from one to seven years, but in no case may renewal rates be less
              than 3%. The Company may assess surrender fees against amounts
              withdrawn prior to scheduled rate reset and adjust account values
              based on current crediting rates. Policyholders may also incur
              certain Federal income tax penalties on withdrawals.

              Under the variable annuity contracts, policyholder deposits are
              allocated to various separate account sub-accounts or the general
              accounts. A sub-account is valued at the sum of market values of
              the securities in its underlying investment portfolio. The
              contract value allocated to a sub-account will fluctuate based on
              the performance of the sub-accounts. The contract value allocated
              to the general accounts is credited with a fixed interest rate for
              a specified period. The Company may assess surrender fees against
              amounts withdrawn prior to the end of the withdrawal charge
              period. Policyholders also may incur certain federal income tax
              penalties on withdrawals.

              Although the Company markets its products through numerous
              distributors, including regional brokerage firms, national
              brokerage firms, and banks, approximately 54% of the Company's
              sales were through Edward Jones and Company in both 1999 and 1998,
              and approximately 58% of the Company's sales were through Dreyfus
              Service Organization in 1997.





  (2)   BASIS OF PRESENTATION

        The accompanying statutory financial statements have been prepared in
        conformity with accounting practices prescribed or permitted by the New
        York State Insurance Department, which is a comprehensive basis of
        accounting other than generally accepted accounting principles.
        Prescribed statutory accounting practices include state laws,
        regulations, and general administrative rules, as well as a variety of
        publications of the National Association of Insurance Commissioners
        (NAIC). Permitted statutory accounting practices encompass all
        accounting practices that are not prescribed; such practices differ from
        state to state, may differ from company to company within a state, and
        may change in the future. All material transactions recorded by the
        Company during 1999, 1998, and 1997 are in conformity with prescribed
        practices.

        Generally accepted accounting principles (GAAP) differ in certain
        respects from the accounting practices prescribed or permitted by
        insurance regulatory authorities (statutory accounting principles).

        The major differences arise principally from the immediate expense
        recognition of policy acquisition costs and intangible assets for
        statutory reporting, determination of policy reserves based on different
        discount rates and methods, the non-recognition of financial reinsurance
        for GAAP reporting, the establishment of an Asset Valuation Reserve as a
        contingent liability based on the credit quality of the Company's
        investment securities on a statutory basis, and the establishment of an
        Interest Maintenance Reserve on a statutory basis as an unearned
        liability to defer the realized gains and losses of fixed income
        investments presumably resulting from changes to interest rates and
        amortize them into income over the remaining life of the investment
        sold. In addition, adjustments to record the carrying values of debt
        securities and certain equity securities at market are applied only
        under GAAP reporting.

        Another difference arises from Federal income taxes being charged to
        operations based on income that is currently taxable. Deferred income
        taxes are not provided for the tax effect of temporary differences
        between book and tax basis of assets and liabilities on a statutory
        basis.

        Purchase accounting creates another difference as it requires the
        restatement of GAAP assets and liabilities to their estimated fair
        values and shareholder's equity to the net purchase price. Statutory
        accounting does not recognize the purchase method of accounting.

        The following schedules set forth the adjustments to statutory net
        income and capital stock and surplus necessary to present them in
        accordance with generally accepted accounting principles:



<PAGE>



<TABLE>
<CAPTION>

                                                                                     1999          1998          1997
                                                                                  ------------  ------------  -----------
                                                                                              (IN THOUSANDS)
        Net income (loss):
<S>                                                                            <C>                   <C>           <C>
            As reported under statutory accounting practices                   $       2,346         2,264         1,280
            Deferred acquisition costs                                                    61            51           477
            Change in reserve for policies and contracts                                (168)       (5,499)          344
            Interest maintenance reserve                                                 323         1,609           122
            Deferred income taxes                                                       (923)        3,003          (827)
            Amortization of intangible assets and liabilities                           (338)       (4,370)         (216)
            Loss on securities due to reinsurance recaptured                              --        (1,986)           --
            Premiums recaptured                                                           --         2,164            --
            Other, net                                                                   (25)          (17)          421
                                                                                  ------------  ------------  -----------

                 As reported under generally accepted accounting
                     principles                                                $       1,276        (2,781)        1,601
                                                                                  ============  ============  ===========

                                                                                     1999          1998          1997
                                                                                  ------------  ------------  -----------
                                                                                              (IN THOUSANDS)

        Capital stock and surplus:
            As reported under statutory accounting practices                   $      29,238        26,841        24,364
            Deferred acquisition costs                                                   637           576           525
            Reserves for policies and contracts                                          110           301         5,173
            Asset valuation reserve                                                      472           523         1,528
            Interest maintenance reserve                                               3,516         3,192         1,583
            Unrealized (depreciation) appreciation of investments                     (2,654)          897         2,964
            Deferred income taxes                                                      2,010         2,191        (1,163)
            Present value of future profits                                            1,705           491         3,350
            Goodwill                                                                   1,886         2,009         2,131
                                                                                  ------------  ------------  -----------

                 As reported under generally accepted accounting
                     principles                                                $      36,920        37,021        40,455
                                                                                  ============  ============  ===========
</TABLE>

        In March 1998, the NAIC adopted the Codification of Statutory Accounting
        Principles (the Codification). The Codification will constitute the only
        source of "prescribed" statutory accounting practices. Accordingly, once
        implemented, the definitions of what comprises prescribed versus
        permitted statutory accounting practices may result in changes to the
        accounting policies that insurance enterprises use to prepare their
        statutory financial statements. The implementation date for the
        Company's state of domicile is January 1, 2001. The Company is currently
        evaluating the impact of the Codification on its statutory financial
        statements.

        In preparing the statutory financial statements, management is required
        to make estimates and assumptions that affect the reported amounts of
        assets and liabilities and disclosures of contingent assets and
        liabilities as of the date of the balance sheet and revenues and
        expenses for the period. Actual results could differ significantly from
        those estimates. Investment valuation is most affected by the use of
        estimates and assumptions.

        The fair value of the Company's investments is subject to the risk that
        interest rates will change and cause a temporary increase or decrease in
        the liquidation value of debt securities. To the extent that
        fluctuations in interest rates cause the cash flow of assets and
        liabilities to change, the Company might have to liquidate assets prior
        to their maturity and recognize a gain or a loss. Interest rate exposure
        for the investment portfolio is managed through asset/liability
        management techniques which attempt to control the risks presented by
        differences in the probable cash flows and reinvestment of assets with
        the timing of crediting rate changes in the Company's policies and
        contracts. Changes in the estimated prepayments of mortgage-backed
        securities also may cause retrospective changes in the amortization
        period of such securities and the related recognition of income.


<PAGE>

  (3)   BASIS OF VALUATION AND INCOME RECOGNITION OF INVESTED ASSETS

        Asset values are generally stated as follows:

        O    Investments are valued as prescribed by the NAIC.

        O    Bonds not backed by other loans are valued at amortized cost using
             the interest method.

        O    Mortgage-backed bonds, included in bonds, are valued at amortized
             cost. Amortization of the discount or premium from the purchase of
             these securities is recognized using a level-yield method which
             considers the estimated timing and amount of prepayments of the
             underlying mortgage loans. Actual prepayment experience is
             periodically reviewed and effective yields are recalculated when
             differences arise between the prepayments originally anticipated
             and the actual prepayments received and currently anticipated. When
             such differences occur, the net investment in the mortgage-backed
             bond is adjusted to the amount that would have existed had the new
             effective yield been applied since the acquisition of the bond with
             a corresponding charge or credit to interest income (the
             retrospective method).

        Other invested asset consists of investment in Farmers Insurance
        Exchange surplus note. The surplus note carries an interest rate of 8.5%
        and matures in August 1, 2004.

        Investment income is recorded when earned. Realized capital gains and
        losses on the sales of investments are determined on the basis of
        specific costs of investments and are credited or charged to income net
        of federal income taxes.

  (4)   REVENUE AND EXPENSE RECOGNITION

        Premiums, annuity considerations and deposit-type funds are credited to
        revenue when collected. Expenses, including acquisition costs related to
        acquiring new business, are charged to operations as incurred.

  (5)   ASSET VALUATION RESERVE AND INTEREST MAINTENANCE RESERVE

        Life insurance companies are required to establish an Asset Valuation
        Reserve (AVR) and an Interest Maintenance Reserve (IMR). The AVR
        provides for a standardized statutory investment valuation reserve for
        bonds, preferred stocks, short-term investments, mortgage loans, common
        stocks, real estate, and other invested assets. The IMR is designed to
        defer net realized capital gains and losses presumably resulting from
        changes in the level of interest rates in the market and to amortize
        them into income over the remaining life of the bond or mortgage loan
        sold. The IMR represents the unamortized portion not yet taken
        into income.

  (6)   FEDERAL INCOME TAXES

        Federal income taxes are charged to operations based on income that is
        currently taxable. No charge to operations is made nor liability
        established for the tax effect of timing differences between financial
        reporting and taxable income.

        For 1999, the Company will file a consolidated Federal income tax return
        with its parent company, CFSLIC. The method of allocation between the
        companies is both subject to written agreement and approval by the Board
        of Directors. Allocation is to be based upon separate return
        calculations, adjusted for any tax deferred intercompany transactions,
        with current credit for net losses to the extent recoverable in the
        consolidated return. Intercompany tax balances are to be settled no
        later than 30 days after related returns are filed.

        Amounts payable or recoverable related to periods before June 1, 1995
        are subject to an indemnification agreement with Xerox Corporation which
        has the effect that the Company is not at risk for any income taxes or
        entitled to recoveries related to those periods.


<PAGE>

        The actual Federal income tax expense differed from the expected tax
        expense computed by applying the U.S. Federal statutory rate to the
        1999, 1998, and 1997 net gain from operations before Federal income
        taxes as follows:

<TABLE>
<CAPTION>
                                                     1999                       1998                       1997
                                           -------------------------  -------------------------  -------------------------
                                                                           (IN THOUSANDS)
                                           -------------------------------------------------------------------------------

<S>                                      <C>                <C>          <C>            <C>           <C>         <C>
        Computed expected tax expense    $       692          35.0%$      1,085          35.0%$        499         35.0%
        Tax basis reserve adjustment              44           2.2           41           1.3           13          0.9
        IMR amortization                          80           4.0          121           3.9           85          6.0
        Proxy tax on insurance
            acquisition costs                     --          --              3           0.1           33          2.3
        Adjustment for prior years              (821)        (41.6)          48           1.5         (127)        (8.9)
        Intangible amortization                 (376)        (19.0)        (376)        (12.1)        (376)       (26.4)
        Other                                     10           0.6          (85)         (2.7)          18          1.3
                                           ------------  -----------  ------------  -----------  ------------  -----------

                                         $      (371)       (18.8)%$        837          27.0%$        145         10.2%
                                           ============  ===========  ============  ===========  ============  ===========
</TABLE>

        The Budget Reconciliation Act of 1990 requires life insurers to
        capitalize and amortize a "proxy" amount of policy acquisition costs
        beginning in 1990. This proxy amount is based on a percentage of the
        life insurance company's premium income and not on actual policy
        acquisition costs.

  (7)   TRANSACTIONS WITH AFFILIATES

        The Company has entered into a service agreement and an investment
        accounting service agreement with its parent, CFSLIC. The Company has
        also entered into an investment services agreement with Conning Asset
        Management Company, a Missouri corporation and an affiliate of the
        Company, pursuant to which the Company receives investment advice. Under
        the terms of the agreements, the companies (Service Providers) perform
        various services for the Company which include investment, underwriting,
        claims, and certain administrative functions. The Service Providers are
        reimbursed for their services. Expenses and fees paid to affiliated
        companies during 1999, 1998, and 1997 were $361,042, $386,821, and
        $339,670, respectively.

  (8)   CAPITAL STOCK AND SURPLUS RESTRICTIONS

        The amount of dividends which can be paid by State of New York insurance
        companies to shareholders is subject to prior approval of the Insurance
        Commissioner. There have been no other restrictions placed on the
        unassigned surplus funds.

  (9)   FAIR VALUE OF FINANCIAL INSTRUMENTS

        Statement of Financial Accounting Standards No. 107, Disclosures About
        Fair Value of Financial Instruments (SFAS 107), extends fair value
        disclosure practices with regard to financial instruments, both assets
        and liabilities, for which it is practical to estimate fair value. In
        cases where quoted market prices are not readily available, fair values
        are based on estimates that use present value or other valuation
        techniques.

        These techniques are significantly affected by the assumptions used,
        including the discount rate and estimates of future cash flows. Although
        fair value estimates are calculated using assumptions that management
        believes are appropriate, changes in assumptions or market conditions
        could cause these estimates to vary materially. In that regard, the
        derived fair value estimates cannot be substantiated by comparison to
        independent markets and, in many cases, could not be realized in the
        immediate settlement of the instruments. SFAS 107 excludes certain
        financial instruments and all nonfinancial instruments from its
        disclosure requirements. Accordingly, the aggregate fair value amounts
        presented do not represent the underlying value of the Company.


<PAGE>

        The following methods and assumptions were used by the Company in
        estimating its fair value disclosures for financial instruments:

              CASH AND CASH EQUIVALENTS, SHORT-TERM INVESTMENTS
              AND ACCRUED INVESTMENT INCOME

              The carrying value amounts reported in the balance sheets for
              these instruments approximate their fair values.

              BONDS

              Fair value of bonds are based on quoted market prices, where
              applicable. For bonds not actively traded, fair value estimates
              are obtained from independent pricing services. In some cases,
              such as private placements, certain mortgage-backed securities,
              and mortgage loans, fair values are estimated by discounting
              expected future cash flows using a current market rate applicable
              to the yield, credit quality, and maturity of the investments (see
              note 3 for fair value disclosures).



              OTHER INVESTED ASSET

              Other invested asset consists of investment in Farmers Insurance
              Exchange surplus note, at 8.5% and matures at August 1, 2004. The
              amortized cost and estimated fair value of the surplus note is
              approximately $520,000.

              INVESTMENT CONTRACTS

              The Company's policy contracts require beneficiaries commence
              receipt of payments by the later of age 85 or 10 years after
              purchase, and may permit earlier surrenders, generally subject to
              fees and adjustments. Fair values for the Company's liabilities
              under investment type contracts are estimated as the amount
              payable on demand. As of December 31, 1999 and 1998, the cash
              surrender value of policyholder deposits was approximately
              $883,000 and $1,118,000 less than their stated carrying value. Of
              the contracts permitting surrender, substantially all provide the
              option to surrender without fee or adjustment during the 30 days
              following reset of guaranteed crediting rates. The Company has not
              determined a practical method to determine the present value of
              this option.

(10)    LIFE AND ANNUITY ACTUARIAL RESERVES

        There are no deferred fractional premiums on any policies sold or
        currently in force. There are no premiums beyond the date of death.
        There are no required reserves for the waiver of deferred fractionals or
        refund of premiums beyond the date of death.

        Substandard policies are valued using a modification of the standard
        valuation tables based on the substandard rating. The modification is a
        25% additional mortality increase of the standard table for each table
        rating.

        As of December 31, 1999, the Company had no insurance in force for which
        the gross premiums were less than the net premiums according to the
        standard valuation set by the State of New York.

        The tabular interest has been determined from the basic data for the
        calculation of policy reserves.

        Tabular interest for funds not involving life contingencies for each
        valuation rate and contractual guaranteed rate was determined as the
        statutory amount required to support the required statutory reserve
        based on the Commissioner's annuity reserve valuation method. Generally
        it is 1/100 of the product of such valuation rate of interest times the
        mean funds at the beginning and end of the valuation period or issue
        date of the policy, if less.


<PAGE>

<TABLE>
<CAPTION>
        The life and annuity actuarial reserves as provided in the accompanying
        statutory financial statements segregated by type and valuation
        characteristics for 1999 and 1998 are given below.

                                            1999          1998                VALUATION                    WITHDRAWAL
                                          ----------  --------------
                  TYPE                     RESERVE       RESERVE              BASIC/RATE                 CHARACTERISTIC
                                          ----------  --------------  ---------------------------  ---------------------------
                                             (IN THOUSANDS)

<S>                                     <C>              <C>          <C>                          <C>
        Structured settlements          $    1,124        1,090       1983 IAM 8.25%               No withdrawal permitted
        SPDA - 1 year                       11,192       11,585       CARVM 5.25% - 6.25%          Fixed surrender charge
        SPDA - 5 year                            -       11,867       CARVM 5.75% - 6.25%          Withdrawal limited to
                                                                                                       10% per year
        SPDA - 5 year                        4,889          314       CARVM 5.25% - 6.25%          Market value adjustment
        SPDA - 6 year                           43           42       CARVM 5.75%                  Market value adjustment
        SPDA - 7 year                        5,564        6,249       CARVM 5.25% - 5.75%          Market value adjustment
        Variable annuity-fixed                 229          310       5.25% - 7.00%                Fixed surrender charge
        Ordinary life                          130          123       1958 CSO 3.5% NL             Fixed surrender charge
        Ordinary life                          271           39       1980 CSO CRVM                Fixed surrender charge
        Ordinary life                           43          249       1980 CSO 4.5% NO             Fixed surrender charge
        Ordinary life                            1            2       Group conversion             Fixed surrender charge
                                                                         excess mortality
        Ordinary life                            3            3       Guaranteed insurability      Fixed surrender charge
        Miscellaneous                           19           16                  --                           --
        Reinsurance ceded                   (1,590)      (1,523)                 --                           --
                                          ----------   -----------

                                        $   21,918       30,366
                                          ==========   ===========
</TABLE>

<PAGE>


(11)    INVESTMENTS

<TABLE>
<CAPTION>
        The cost or amortized cost and estimated fair value of bonds at December
        31, 1999 and 1998 is as follows:

                                                                               1999
                                        -----------------------------------------------------------------------------------
                                           COST OR           GROSS            GROSS          ESTIMATED
                                          AMORTIZED        UNREALIZED       UNREALIZED          FAIR           CARRYING
                                             COST            GAINS            LOSSES           VALUE            VALUE
                                        ---------------  ---------------  ---------------  ---------------  ---------------
                                                                          (IN THOUSANDS)

        Bonds:
<S>                                  <C>                    <C>              <C>               <C>               <C>
            Governments              $        1,446            --               41              1,405             1,446
            Public utilities                  3,814            --              121              3,693             3,814
            Industrial and
            miscellaneous                    49,283             31             988             48,326            49,283
                                        ---------------  ---------------  ---------------  ---------------  ---------------

                 Total bonds         $       54,543             31           1,150             53,424            54,543
                                        ===============  ===============  ===============  ===============  ===============

                                                                               1998
                                        -----------------------------------------------------------------------------------
                                           COST OR           GROSS            GROSS          ESTIMATED
                                          AMORTIZED        UNREALIZED       UNREALIZED          FAIR           CARRYING
                                             COST            GAINS            LOSSES           VALUE            VALUE
                                        ---------------  ---------------  ---------------  ---------------  ---------------
                                                                          (IN THOUSANDS)

        Bonds:
            Governments              $        1,288             45              --              1,333             1,288
            Public utilities                  1,800             45              --              1,845             1,800
            Industrial and
            miscellaneous                    55,214          1,039             114             56,139            55,214
                                        ---------------  ---------------  ---------------  ---------------  ---------------

                 Total bonds         $       58,302          1,129             114             59,317            58,302
                                        ===============  ===============  ===============  ===============  ===============
</TABLE>
<PAGE>


        The amortized cost and estimated fair value of bonds at December 31,
        1999, by contractual maturity, are shown in the following table.
        Expected maturities will differ from contractual maturities because
        borrowers may have the right to call or prepay obligations with or
        without call or prepayment penalties. Maturities of mortgage-backed
        securities will be substantially shorter than their contractual maturity
        because they may require monthly principal installments and mortgagees
        may prepay principal.

<TABLE>
<CAPTION>
                                                                         ESTIMATED
                                                         CARRYING           FAIR
                                                          VALUE            VALUE
                                                      ---------------  ---------------
                                                              (IN THOUSANDS)

<S>                                                 <C>                     <C>
        Due in one year or less                     $       3,490            3,489
        Due after one year through five years              21,583           21,305
        Due after five years through ten years             15,474           14,635
        Due after ten years                                 7,120            7,120
        Mortgage-backed securities                          6,876            6,875
                                                      ---------------  ---------------

                 Total                              $      54,543           53,424
                                                      ===============  ===============
</TABLE>

        Approximately 45.9% of the Company's bonds are of highest quality, 48.1%
        are of high quality, and 6.0% are of medium quality based on NAIC rating
        methodology. No provision was made for possible decline in the fair
        value of individual bonds, other than the establishment of AVR, as of
        December 31, 1999 or 1998, as the Company intends to hold the
        investments until such time as no significant loss would result.

<TABLE>
<CAPTION>
        The components of net investment income were as follows:

                                                                               1999           1998            1997
                                                                           -------------  --------------  --------------
                                                                                          (IN THOUSANDS)
<S>                                                                      <C>                  <C>              <C>
        Income on bonds                                                  $      4,061         11,211           11,354
        Income on mortgage loans                                                   --            855              786
        Income on short-term investments                                          144            242              197
        Income on cash on deposit                                                  --              6                7
        Income on policy loans                                                     --          1,588            1,531
        Income on other invested assets                                            18             --               --
                                                                           -------------  --------------  --------------

        Total investment income                                                 4,223         13,902           13,875
        Investment expenses                                                       (54)           (89)            (104)
                                                                           -------------  --------------  --------------

                 Net investment income                                   $      4,169         13,813           13,771
                                                                           =============  ==============  ==============

        Realized capital gains/(losses):
            Mortgages                                                    $          --           661               --
            Bonds                                                                 170          1,594             (211)
            Short-term investments                                                  --            --               --
                                                                           -------------  --------------  --------------

                 Net realized gains/(losses) on investments              $        170          2,255             (211)
                                                                           =============  ==============  ==============

</TABLE>
        Proceeds from sales, redemptions, and paydowns of investments in bonds
        during 1999 were $21,379,855. Gross gains of $224,080 and gross losses
        of $56,712 were realized on those sales.

        Proceeds from sales, redemptions, and paydowns of investments in bonds
        during 1998 were $118,066,396. Gross gains of $2,641,028 and gross
        losses of $1,046,860 were realized on those sales.

        Proceeds from sales, redemptions, and paydowns of investments in bonds
        during 1997 were $40,473,142. Gross gains of $213,835 and gross losses
        of $424,506 were realized on those sales.

        Bonds with a carrying  value of  approximately  $866,583 at
        December 31,  1999 were  deposited  with  governmental authorities
        as required by law.

        The Company held the following individual securities which exceeded 10%
        of capital stock and surplus as of December 31, 1999 and 1998:

<PAGE>

<TABLE>
<CAPTION>

                                                        AMORTIZED
        LONG-TERM DEBT SECURITIES                         COST
                                                    -------------------
                                                     (IN THOUSANDS)

        1999:
<S>                                               <C>
            Community First Bankshares            $        4,000
            Time Warner                                    3,145
            Develop Div Rlty                               3,005
            ERAC USA Finance                               2,998
            Salomon Inc.                                   2,947
                                                    ===================

        1998:
            Community First Bankshares            $        4,000
            FNMA Remic Tr 1992 Ser 124-PH                  3,433
            Countryside Mtg. 1993-12 A4                    3,211
            Time Warner                                    3,200
            Develop Div Rlty                               3,019
            ERAC USA Finance                               2,998
            RJR Nabisco Inc.                               2,947
            Salomon Inc.                                   2,934
                                                    ===================
</TABLE>

(12)    NON-ADMITTED ASSETS

        Assets must be included in the statements of assets and liabilities at
        admitted asset value, and non-admitted assets, principally agents'
        balances greater than 90 days past due, must be excluded through a
        charge against unassigned surplus.

(13)    REINSURANCE

        In 1993, the Company entered into a reinsurance treaty with its parent,
        CFSLIC. The underlying block of business assumed was single premium
        whole life policies. On December 31, 1998, the reinsurance contract was
        terminated and CFSLIC recaptured all of the single premium whole life
        policies previously assumed by the Company.

        The Company ceded reserves of $1,687,957 and $1,634,569 at December 31,
        1999 and 1998, respectively, to Nationwide Life Insurance Company.
        Reinsurance does not discharge the Company from its primary liability to
        policyholders.

(14)    RISK-BASED CAPITAL

        The NAIC has developed certain risk-based capital (RBC) requirements for
        life insurers. If prescribed levels of RBC are not maintained, certain
        actions may be required on the part of the Company or its regulators. At
        December 31, 1999, the Company's total adjusted capital and authorized
        control level - RBC were $29,710,733 and $903,209, respectively. At this
        level of adjusted capital, no action is required.

(15)    GUARANTY FUND ASSESSMENTS

        The Company participates, along with all life insurance companies
        licensed in New York, in an association formed to guarantee benefits to
        policyholders of insolvent life insurance companies. Under the state
        law, the Company is contingently liable for its share of claims covered
        by the guaranty association for insolvencies incurred through 1999 but
        for which assessments have not yet been determined.

        The Company has not established an estimated liability for unassessed
        guarantee fund claims incurred prior to December 31, 1999 as management
        believes that such assessments are not material to the financial
        statements.

(16)    COMMITMENTS AND CONTINGENCIES

        In the ordinary course of business the Company is involved in various
        legal actions for which it establishes reserves where appropriate. In
        the opinion of the Company's management, based upon the advice of legal
        counsel, the resolution of such litigation is not expected to have a
        material adverse effect on the statutory financial statements.

 (17)   OTHER

        Certain 1998 and 1997 amounts have been reclassified to conform to the
        1999 presentation.

<PAGE>

SCHEDULE 1
                        FIRST COVA LIFE INSURANCE COMPANY

            Schedule of Selected Financial Data from Annual Statement

                          Year ended December 31, 1999

                            (In thousands of dollars)



<TABLE>
<CAPTION>

Investment income earned:
<S>                                                                            <C>
    Government bonds                                                           $          73
    Other bonds (unaffiliated)                                                         3,988
    Bonds of affiliates                                                                   --
    Preferred stocks (unaffiliated)                                                       --
    Preferred stocks of affiliates                                                        --
    Common stocks (unaffiliated)                                                          --
    Common stocks of affiliates                                                           --
    Mortgage loans                                                                        --
    Real estate                                                                           --
    Premium notes, policy loans, and liens                                                --
    Collateral loans                                                                      --
    Cash on hand and on deposit                                                           --
    Short-term investments                                                               144
    Other invested assets                                                                 18
    Derivative instruments                                                                --
    Aggregate write-in for investment income                                              --
                                                                                 ------------

             Gross investment income                                                   4,223
                                                                                 ------------

Real estate owned - book value less encumbrances                                           --

Mortgage loans - book value:
    Farm mortgages                                                                         --
    Residential mortgages                                                                  --
    Commercial mortgages                                                                   --
                                                                                 ------------

             Total mortgage loans                                                          --
                                                                                 ------------

Mortgage loans by standing - book value:
    Good standing                                                                          --
    Good standing with restructured terms                                                  --
    Interest overdue                                                                       --
    Foreclosure in process                                                                 --

Other long-term assets - statement value                                                   --

Collateral loans                                                                           --

Bonds and stocks of parents, subsidiaries, and affiliates - book value:
    Bonds                                                                                  --
    Preferred stocks                                                                       --
    Common stocks                                                                          --
</TABLE>

<PAGE>
SCHEDULE 1, CONT.
                        FIRST COVA LIFE INSURANCE COMPANY

            Schedule of Selected Financial Data from Annual Statement

                          Year ended December 31, 1999

                            (In thousands of dollars)


<TABLE>
<CAPTION>

Bonds and short-term investments by class and maturity: Bonds by maturity -
    statement value:
<S>                                                                               <C>
      Due within 1 year or less                                                   $       7,243
      Over 1 year through 5 years                                                        26,784
      Over 5 years through 10 years                                                      18,857
      Over 10 years through 20 years                                                      2,750
      Over 20 years                                                                           3
                                                                                    ------------

             Total by maturity                                                           55,637
                                                                                    ------------

    Bonds by class - statement value:
      Class 1                                                                            25,565
      Class 2                                                                            26,791
      Class 3                                                                             3,281
      Class 4                                                                                --
      Class 5                                                                                --
      Class 6                                                                                --
                                                                                    ------------

             Total by class                                                              55,637
                                                                                    ------------

Total bonds publicly traded                                                              42,562

Total bonds privately placed                                                             11,981

Preferred stocks - statement value                                                           --

Common stocks - market value                                                                 --

Short-term investments - book value                                                       1,094

Financial options owned - statement value                                                    --

Financial options written and in force - statement value                                     --

Financial futures contracts open - current price                                             --

Cash on deposit                                                                              75

Life insurance in force (000's omitted):
    Industrial                                                                               --
    Ordinary                                                                                 --
    Credit life                                                                              --
    Group life                                                                               --
                                                                                    ------------

Amount of accidental death insurance in
    force under ordinary policies                                                            --
                                                                                    ------------
</TABLE>

<PAGE>
SCHEDULE 1, CONT.
                        FIRST COVA LIFE INSURANCE COMPANY

            Schedule of Selected Financial Data from Annual Statement

                          Year ended December 31, 1999

                            (In thousands of dollars)


<TABLE>
<CAPTION>

Life insurance policies with disability provisions in force:
<S>                                                                               <C>
    Industrial                                                                    $           --
    Ordinary                                                                                  --
    Credit life                                                                               --
    Group life                                                                                --

Supplementary contracts in force:
    Ordinary - not involving life contingencies                                               10
    Amount on deposit                                                                         --
    Income payable                                                                        82,618

Ordinary - involving life contingencies                                                       --
Income payable                                                                                --

Group - not involving life contingencies                                                      --
Amount on deposit                                                                             --
Income payable                                                                                --

Group - involving life contingencies                                                          --
Income payable                                                                                --

Annuities:
    Ordinary:
      Immediate - amount of income payable                                                    --
      Deferred - fully paid account balance                                                23,610
      Deferred - not fully paid - account balance                                             --

    Group:
      Immediate - amount of income payable                                                    --
      Fully paid account balance                                                              --
      Not fully paid - account balance                                                        --

    Accident and health insurance - premiums in force:
      Ordinary                                                                                --
      Group                                                                                   --
      Credit                                                                                  --

    Deposit funds and dividend accumulations:
      Deposit funds - account balance                                                         --
      Dividend accumulations - account balance                                                --

    Claim payments 1998:
      Group accident and health year ended December 31, 1999:
             1999                                                                             --
             1998                                                                             --
             1997                                                                             --

    Other accident and health:
             1999                                                                             --
             1998                                                                             --
             1997                                                                             --

    Other coverages that use developmental methods to
       calculate claims reserves:
             1999                                                                             --
             1998                                                                             --
             1997                                                                             --
                                                                                    ============


See accompanying independent auditors' report.
</TABLE>




                                    PART C
                              OTHER INFORMATION


ITEM 24.   FINANCIAL STATEMENTS AND EXHIBITS

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

a.         Financial Statements
           ---------------------------------------------------------------

           The following financial statements of the Separate Account
           are included in Part B hereof:


       1.  Independent Auditors' Report.

       2.  Statement of Assets and Liabilities as of December 31, 1999.

       3.  Statement of Operations for the year ended December 31, 1999.

       4.  Statements of Changes in Net Assets for the years ended December
           31, 1999 and 1998.

       5.  Notes to Financial Statements - December 31, 1999 and 1998.

        The following financial statements of the Company are included in
        Part B hereof:

       1.   Independent Auditors' Report.

       2.   Statutory Statements of Admitted Assets, Liabilities, and
            Capital Stock and Surplus as of December 31, 1999 and 1998.

       3.   Statutory Statements of Operations for the years ended
            December 31, 1999, 1998, and 1997.

       4.   Statutory Statements of Capital Stock and Surplus for
            the years ended December 31, 1999, 1998, and 1997.

       5.   Statutory Statements of Cash Flow for the Years ended
            December 31, 1999, 1998, and 1997.

       6.   Notes to Statutory Financial Statements - December 31, 1999,
            1998, and 1997.


    b.     Exhibits
           ---------------------------------------------------------------

       1.  Resolution of Board of Directors of the Company authorizing the
           establishment of the Variable Account.*

       2.  Not Applicable.

       3.  Principal Underwriter's Agreement.*

       4.  Individual Flexible Purchase Payment Deferred Variable Annuity
           Contract.*

           (i)  Rebalancing Transfers Endorsement.**
           (ii) Automatic Withdrawals Endorsement.*
           (iii)Dollar Cost Averaging Endorsement.**
           (iv) Endorsement (Death Benefit)*
           (v) Withdrawal Charge Endorsement

       5.  Application for Variable Annuity.**

    6.(i)  Copy of Articles of Incorporation of the Company.*
     (ii)  Copy of the Bylaws of the Company.*

       7.  Not Applicable.

       8.  Not Applicable.

       9.  Opinion and Consent of Counsel.

      10.  Consent of Independent Auditors.

      11.  Not Applicable.

      12.  Not Applicable.

      13.  Calculation of Performance Information.

      14.  Company Organizational Chart.

      27.  Not Applicable
  <FN>
       *  incorporated by reference to Registrant's Post-Effective
          Amendment No. 4 (File Nos. 33-74174 and 811-8306) as
          electronically filed on December 30, 1999.

      **  incorporated by reference to Registrant's Pre-Effective
          Amendment No. 1 to Form N-4 (File No. 33-74174) as electronically
          filed on May 14, 1996.


</FN>
</TABLE>



ITEM 25.   DIRECTORS AND OFFICERS OF THE DEPOSITOR

The following are the Officers and Directors of the Company:

<TABLE>
<CAPTION>
<S>                               <C>
Name and Principal                Positions and Offices
 Business Address                 with Depositor

Richard A. Liddy                  Chairman of the Board and Director
700 Market Street
St. Louis, MO 63101


Lorry J. Stensrud                 President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

John W. Barber                    Director
13045 Tesson Ferry Road
St. Louis, MO 63128

Norse N. Blazzard                 Director
4401 West Tradewinds Avenue
Suite 207
Lauderdale by the Sea, FL 33308

William P. Boscow                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Connie A. Doern                   Vice President
4700 Westown Parkway
West Des Moines, IA 50266

Francis A. Goodhue III            Director
Morgan Guaranty
345 Park Avenue
New York, NY 10017

Patricia E. Gubbe                 Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Philip A. Haley                   Executive Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

Richard A. Hemmings                Director
Lord, Bissell & Brook
115 S. LaSalle Street
Chicago, IL 60603

J. Robert Hopson                  Vice President,
One Tower Lane, Suite 3000        Chief Actuary and Director
Oakbrook Terrace, IL  60181-4644

E. Thomas Hughes, Jr.             Treasurer
700 Market St.
St. Louis, MO 63101

James W. Koeger                   Assistant Treasurer
700 Market Street
St. Louis, MO 63101

Lisa O. Kirchner                  Vice President
1776 West Lakes Parkway
West Des Moines, IA 50266


William C. Mair                   Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL  60181-4644

John J. Myers                     Vice President
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Matthew P. McCauley               Assistant Secretary and Director
700 Market St.
St. Louis, MO 63101

Thomas A. Price                   Director
Bank of New York
1 Wall Street
New York, NY 10286

Mark E. Reynolds                  Executive Vice President, Chief Financial
One Tower Lane, Suite 3000        Officer and Director
Oakbrook Terrace, IL 60181-4644

Br. Thomas J. Scanlan, F.S.C.     Director
Manhattan College
Riverdale, NY 10471

Bernard J. Spaulding              Senior Vice President, General Counsel and
One Tower Lane, Suite 3000        Secretary
Oakbrook Terrace, IL 60181-4644

Joann T. Tanaka                   Senior Vice President and Director
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644

Patricia M. Wersching             Assistant Treasurer
700 Market Street
St. Louis, MO 63101

Peter L. Witkewiz                 Vice President and Controller
One Tower Lane, Suite 3000
Oakbrook Terrace, IL 60181-4644
</TABLE>

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

A company organizational chart is filed as Exhibit 14 herein.

ITEM 27.   NUMBER OF CONTRACT OWNERS

As of April 12, 2000, there were 42 Non-Qualified Contract Owners and 6
Qualified Contract Owners.

ITEM 28.   INDEMNIFICATION

The Bylaws of the Company (Article II, Section 13) provide that:

Each person who is or was a director,  officer or employee of the Corporation or
is or was serving at the request of the  Corporation  as a director,  officer or
employee of another corporation,  partnership,  joint venture,  trust,  employee
benefit plan or other enterprise (including the heirs, executors, administrators
or estate of such person) shall be indemnified by the Corporation as of right to
the full extent that officers and directors are permitted to be  indemnified  by
the laws of the State of New York,  as now in effect and as  hereafter  amended,
against  any  liability,  judgment,  fine,  amount paid in  settlement,  cost or
expense including attorneys' fees) asserted or threatened against or incurred by
such  person in his  capacity  as or arising  out of his  status as a  director,
officer or  employee  of the  Corporation  or if  serving at the  request of the
Corporation,  as  a  director,  officer  or  employee  of  another  corporation,
partnership,  joint venture,  trust,  employee benefit plan or other enterprise.
The indemnification  provided by this By-Law provision shall not be exclusive of
any other  rights to which those  indemnified  may be  entitled  under any other
By-Law or under any  agreement,  resolution  of  shareholders  or  directors  or
otherwise,  which forms of indemnification are hereby expressly authorized,  and
shall  not limit in any way any right  which  the  Corporation  may have to make
different  or further  indemnification  with  respect  to the same or  different
persons or classes of persons.  Notwithstanding the foregoing,  a director shall
not be entitled to  indemnification  for liability to the  Corporation or any of
its  shareholders  under the By-Laws or under any  agreement  or  resolution  of
shareholders  or  directors,  if such  liability  is of the  type  described  in
subsections  (i) or (ii)  of  Section  10 of the  Corporation's  Certificate  of
Incorporation and Charter.


The  Corporation  shall have the power, in furtherance of the provisions of this
Section 13, to apply for,  purchase  and  maintain  insurance of the type and in
such amounts as is or may  hereafter be permitted by Section 726 of the Business
Corporation Law.

No payment of  indemnification,  advancement or allowance  under Sections 721 to
726,  inclusive,  of the Business  Corporation Law shall be made unless a notice
has been filed with the  Superintendent  of  Insurance of the State of New York,
not less than  thirty days prior to such  payment,  specifying  the payees,  the
amounts,  the manner in which  such  payment  is  authorized  and the nature and
status, at the time of such notice, of the litigation or threatened  litigation.
If any action with respect to  indemnification  of directors and officers of the
Corporation  shall be taken by  resolution  of  directors,  or by  agreement  or
otherwise,  a notice shall be filed with the  Superintended  of Insurance of the
State of New York not less than thirty  days  thereafter  specifying  the action
taken.

Insofar as  indemnification  for liability  arising under the  Securities Act of
1933 may be  permitted  directors  and  officers or  controlling  persons of the
Company  pursuant to the foregoing,  or otherwise,  the Company has been advised
that  in  the  opinion  of  the   Securities   and  Exchange   Commission   such
indemnification is against public policy as expressed in the Act and, therefore,
unenforceable.  In the  event  that a claim  for  indemnification  against  such
liabilities  (other than the payment by the Company of expenses incurred or paid
by a director,  officer or  controlling  person of the Company in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling  person in connection with the securities being  registered,  the
Company  will,  unless in the opinion of its counsel the matter has been settled
by  controlling  precedent,  submit to a court of appropriate  jurisdiction  the
question  whether  such  indemnification  by  it is  against  public  policy  as
expressed  in the Act and will be  governed  by the final  adjudication  of such
issue.


ITEM 29.   PRINCIPAL UNDERWRITERS

     (a) Cova Life Sales Company is the principal  underwriter for the following
investment companies (other than Registrant):

      Cova Variable Annuity Account One
      Cova Variable Annuity Account Five
      Cova Variable Life Account One
      Cova Variable Life Account Five
      Cova Variable Annuity Account Four
      General American Separate Account Twenty-Eight
      General American Separate Account Twenty-Nine
      Security Equity Separate Account 26
      Security Equity Separate Account 27

     (b) Cova Life Sales Company is the principal underwriter for the Contracts.
The following persons are the officers and directors of Cova Life Sales Company.
The principal  business address for each officer and director of Cova Life Sales
Company is One Tower Lane, Suite 3000, Oakbrook Terrace, Illinois 60181-4644.

<TABLE>
<CAPTION>
<S>                 <C>
Name and Principal  Positions and Offices
 Business Address   with Underwriter

Lorry J. Stensrud   Director

Patricia E. Gubbe   President, Chief Compliance Officer and Director

William C. Mair     Director

Philip A. Haley     Vice President

Shari Ruecker       Vice President

Mark E. Reynolds    Treasurer

James W. Koeger     Assistant Treasurer

Bernard J. Spaulding Secretary
</TABLE>



     (c)  Not Applicable.

ITEM 30.   LOCATION OF ACCOUNTS AND RECORDS

William Flory,  whose address is One Tower Lane, Suite 3000,  Oakbrook  Terrace,
Illinois 60181-4644 and Cova Life Administration  Services Company, 4700 Westown
Parkway,  Bldg.  4, Suite  200,  West Des  Moines,  IA 50266  maintain  physical
possession of the accounts,  books or documents of the Variable Account required
to be maintained by Section 31(a) of the Investment  Company Act of 1940 and the
rules promulgated thereunder.

ITEM 31.   MANAGEMENT SERVICES

Not Applicable.

ITEM 32.     UNDERTAKINGS

     a. Registrant hereby undertakes to file a post-effective  amendment to this
registration  statement as frequently as is necessary to ensure that the audited
financial  statements in the registration  statement are never more than sixteen
(16) months old for so long as payment under the variable annuity  contracts may
be accepted.

     b.  Registrant  hereby  undertakes  to  include  either  (1) as part of any
application to purchase a contract  offered by the  Prospectus,  a space that an
applicant can check to request a Statement of Additional  Information,  or (2) a
postcard  or  similar  written  communication  affixed  to or  included  in  the
Prospectus  that the  applicant can remove to send for a Statement of Additional
Information.

     c.  Registrant  hereby  undertakes  to deliver any  Statement of Additional
Information and any financial statement required to be made available under this
Form promptly upon written or oral request.

     d. First Cova Life Insurance Company ("Company") hereby represents that the
fees and charges  deducted under the Contracts  described in the Prospectus,  in
the aggregate, are reasonable in relation to the services rendered, the expenses
to be incurred and the risks assumed by the Company.


                                  SIGNATURES

As  required by the  Securities  Act of 1933 and the  Investment  Company Act of
1940, the Registrant  certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Registration Statement and has caused this
Registration  Statement  to be signed  on its  behalf,  in the City of  Oakbrook
Terrace, and State of Illinois on this 28th day of April, 2000.

<TABLE>
<CAPTION>
<S>                                   <C>
                                      FIRST COVA VARIABLE ANNUITY ACCOUNT ONE
                                      (Registrant)


                                 By: FIRST COVA LIFE INSURANCE COMPANY



                                 By: /s/BERNARD J. SPAULDING
                                      ____________________________________
                                     Senior Vice President, General Counsel and
                                     Secretary


                                      FIRST COVA LIFE INSURANCE COMPANY
                                      Depositor

                                 By: /s/BERNARD J. SPAULDING
                                      ____________________________________
                                     Senior Vice President, General Counsel and
                                     Secretary
</TABLE>


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


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


- ----------------------       Chairman of the Board and     ------
Richard A. Liddy              Director                      Date

/s/LORRY J. STENSRUD         President and Director        4-28-00
- ----------------------                                     -------
Lorry J. Stensrud                                           Date

/s/ J. Robert Hopson*        Director                      4-28-00
- ----------------------                                     -------
J. Robert Hopson                                            Date

/s/ William C. Mair*         Director                      4-28-00
- ----------------------                                     -------
William C. Mair                                             Date

/s/ Matthew P. McCauley*     Director                      4-28-00
- ------------------------                                   -------
Matthew P. McCauley                                         Date


                             Director
- ----------------------                                     -------
John W. Barber                                              Date

/s/ Norse N. Blazzard*                                     4-28-00
- ----------------------       Director                      -------
Norse N. Blazzard                                           Date

/s/ Francis A. Goodhue III*                                4-28-00
- ---------------------------   Director                      -------
Francis A. Goodhue III                                       Date

/s/ Richard A. Hemmings*                                   4-28-00
- ----------------------        Director                      -------
Richard A. Hemmings                                          Date

/s/ Thomas A. Price*                                       4-28-00
- ----------------------        Director                      -------
Thomas A. Price                                              Date

/s/ Thomas J. Scanlan, FSC*                                4-28-00
- ----------------------        Director                      -------
Thomas J. Scanlan, FSC                                       Date

/s/MARK E. REYNOLDS                                        4-28-00
- ----------------------        Director                      -------
Mark E. Reynolds                                             Date


/s/J. TERRI TANAKA                                         4-28-00
- ----------------------        Director                      -------
J. Terri Tanaka                                             Date


/s/PETER L. WITKEWIZ                                       4-28-00
- ---------------------         Controller                    --------
Peter L. Witkewiz                                            Date
</TABLE>


                                  *By: /s/LORRY J. STENSRUD
                                       ____________________________________
                                       Lorry J. Stensrud, Attorney-in-Fact



                              INDEX TO EXHIBITS

EXHIBIT NO.

EX-99.B4(ii)   Automatic Withdrawals Endorsement
EX-99.B4(v)    Withdrawal Charge Endorsement
EX-99.B9       Opinion and Consent of Counsel
EX-99.B10      Consent of Independent Auditors
EX-99.B13      Calculation of Performance Information
EX-99.B14      Company Organizational Chart




                                   EXHIBITS

                                      TO

                        POST-EFFECTIVE AMENDMENT NO. 5

                                      TO

                                   FORM N-4

                                     FOR

                      FIRST COVA VARIABLE ANNUITY ACCOUNT ONE


                        First Cova Life Insurance Company
                                  120 Broadway
                            New York, New York 10271






ENDORSEMENT

This  Endorsement  forms a part of the  Contract  to which it is  attached.  The
effective  date of this  Endorsement  is May 1, 2000. The Contract is amended in
the following manner:

The first  paragraph  of the  WITHDRAWAL  CHARGE  provision  is  deleted  in its
entirety and replaced with the following:

     "WITHDRAWAL CHARGE -- A Withdrawal Charge may be deducted in the event of a
     withdrawal of all or a portion of the Contract Value. The Withdrawal Charge
     is imposed on a withdrawal  of Contract  Value  attributable  to a Purchase
     Payment  within  seven (7) years of receipt of the  Purchase  Payment.  The
     Withdrawal Charge, if any, is equal to 7% of the Purchase Payment withdrawn
     within  the  first  year  following  receipt,  6% of the  Purchase  Payment
     withdrawn  within the second year  following  receipt,  5% of the  Purchase
     Payment  withdrawn  within  the third  year  following  receipt,  4% of the
     Purchase Payment withdrawn within the fourth year following receipt,  3% of
     the Purchase Payment withdrawn within the fifth year of receipt,  2% of the
     Purchase  Payment  withdrawn  within the sixth year of  receipt,  1% of the
     Purchase  Payment  withdrawn  within the  seventh  year of  receipt  and 0%
     thereafter."

All other terms and conditions of the Contract remain unchanged.

First Cova Life  Insurance  Company has caused this  Endorsement to be signed by
its President and Secretary.




_______________________________Secretary       ________________________President





CNY-4339 (3/00)


April 28, 2000

Board of Directors
First Cova Life Insurance Company
120 Broadway
New York, NY 10271

Re:     Opinion of Counsel - First Cova Variable Annuity Account One
        ------------------------------------------------------------

Gentlemen:

You have requested our Opinion of Counsel in connection with the filing with the
Securities  and  Exchange   Commission  of  a  Post-Effective   Amendment  to  a
Registration  Statement on Form N-4 for the Fixed and Variable Annuity Contracts
(the  "Contracts")  to be issued by First Cova Life  Insurance  Company  and its
separate account, First Cova Variable Annuity Account One.

We have made such  examination  of the law and have  examined  such  records and
documents as in our judgment are necessary or appropriate to enable us to render
the opinions expressed below.

We are of the following opinions:

1.   First Cova Variable  Annuity Account One is a Unit Investment Trust as that
     term is defined in Section 4(2) of the Investment  Company Act of 1940 (the
     "Act"),  and is  currently  registered  with the  Securities  and  Exchange
     Commission, pursuant to Section 8(a) of the Act.

2.   Upon the  acceptance of purchase  payments  made by an Owner  pursuant to a
     Contract  issued  in  accordance  with  the  Prospectus  contained  in  the
     Registration  Statement and upon  compliance  with  applicable law, such an
     Owner will have a legally-issued,  fully paid,  non-assessable  contractual
     interest under such Contract.

You may use  this  opinion  letter,  or a copy  thereof,  as an  exhibit  to the
Registration Statement.

We  consent to the  reference  to our Firm under the  caption  "Legal  Opinions"
contained in the Statement of Additional  Information  which forms a part of the
Registration Statement.

Sincerely,

BLAZZARD, GRODD & HASENAUER, P.C.



By: /s/LYNN KORMAN STONE
    -----------------------------
    Lynn Korman Stone



                        Consent of Independent Auditors


The Board of Directors
First Cova Life Insurance Company


We consent to the use of our reports on the statutory financial statements of
First Cova Life Insurance Company (the Company) dated March 3, 2000, and
on the financial statements of the sub-accounts of First Cova Variable Annuity
Account One dated March 20, 2000, and to the reference to our firm under the
heading "Experts" in the Statement of Additional Information, in the
Post-Effective Amendment No. 5 to the Registration Statement (Form N-4, File
No. 33-74174) of First Cova Variable Annuity Account One.

                                                 /s/KPMG LLP
                                                 ------------
                                                   KPMG LLP



Chicago, Illinois
April 28, 2000


<TABLE>
<CAPTION>
       First Cova Variable Annuity Account One
       Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit      Unit Balance   Transaction     Unit
                                                                               Value        Before         Units       Balance
                                                                                          Transaction                   After
                                                                                                                     Transaction

     6 Lord Abbett Growth & Income
<S>  <C>  <C>                                                     <C>          <C>              <C>           <C>          <C>
     6 12/31/1998                                purchase         1,000.00     0.000000         0.0000   #DIV/0!      #DIV/0!
     6 12/31/1999                                annual fee     #DIV/0!       39.456238    #DIV/0!       #DIV/0!      #DIV/0!
     6 12/31/1999                                surrender fee      (63.00)   39.456238    #DIV/0!          (1.5967)  #DIV/0!

     8 LA Bond Debenture
     8 12/31/1998                                purchase         1,000.00    13.496763         0.0000      74.0918      74.0918
     8 12/31/1999                                annual fee          (1.02)   13.765717        74.0918      (0.0741)     74.0177
     8 12/31/1999                                surrender fee      (63.00)   13.765717        74.0177      (4.5766)     69.4411

     9 GACC Money Market
     9 12/31/1998                                purchase         1,000.00    11.109941         0.0000      90.0095      90.0095
     9 12/31/1999                                annual fee          (1.04)   11.558870        90.0095      (0.0900)     89.9195
     9 12/31/1999                                surrender fee      (63.00)   11.558870        89.9195      (5.4504)     84.4691

    11 LA Developing Growth
    11 12/31/1998                                purchase         1,000.00    11.068002         0.0000      90.3505      90.3505
    11 12/31/1999                                annual fee          (1.31)   14.452824        90.3505      (0.0906)     90.2599
    11 12/31/1999                                surrender fee      (63.00)   14.452824        90.2599      (4.3590)     85.9009

    12 LA Large Cap Research
    12 12/31/1998                                purchase         1,000.00    11.825475         0.0000      84.5632      84.5632
    12 12/31/1999                                annual fee          (1.24)   14.635296        84.5632      (0.0847)     84.4785
    12 12/31/1999                                surrender fee      (63.00)   14.635296        84.4785      (4.3047)     80.1738

    13 LA Mid-Cap Value
    13 12/31/1998                                purchase         1,000.00    10.437999         0.0000      95.8038      95.8038
    13 12/31/1999                                annual fee          (1.04)   10.875326        95.8038      (0.0956)     95.7082
    13 12/31/1999                                surrender fee      (63.00)   10.875326        95.7082      (5.7929)     89.9153

    15 JPM Quality Bond
    15 12/31/1998                                purchase         1,000.00    11.914486         0.0000      83.9314      83.9314
    15 12/31/1999                                annual fee          (0.97)   11.567101        83.9314      (0.0839)     83.8475
    15 12/31/1999                                surrender fee      (63.00)   11.567101        83.8475      (5.4465)     78.4010

    16 JPM Small Cap Stock
    16 12/31/1998                                purchase         1,000.00    12.583415         0.0000      79.4697      79.4697
    16 12/31/1999                                annual fee          (1.43)   17.933548        79.4697      (0.0797)     79.3900
    16 12/31/1999                                surrender fee      (63.00)   17.933548        79.3900      (3.5130)     75.8770

    17 JPM Large Cap Stock
    17 12/31/1998                                purchase         1,000.00    19.428714         0.0000      51.4702      51.4702
    17 12/31/1999                                annual fee          (1.16)   22.548635        51.4702      (0.0514)     51.4188
    17 12/31/1999                                surrender fee      (63.00)   22.548635        51.4188      (2.7940)     48.6248

    18 JPM Select Equity
    18 12/31/1998                                purchase         1,000.00    16.987197         0.0000      58.8679      58.8679
    18 12/31/1999                                annual fee          (1.08)   18.384195        58.8679      (0.0587)     58.8092
    18 12/31/1999                                surrender fee      (63.00)   18.384195        58.8092      (3.4269)     55.3823

    19 JPM International Equity
    19 12/31/1998                                purchase         1,000.00    12.891430         0.0000      77.5709      77.5709
    19 12/31/1999                                annual fee          (1.27)   16.337166        77.5709      (0.0777)     77.4932
    19 12/31/1999                                surrender fee      (63.00)   16.337166        77.4932      (3.8562)     73.6370






       First Cova Variable Annuity Account One
       Standard 1 Year Returns
       12/31/1999

                         Sub-Account                              Total       Account     12/31/1999      Initial     Inception
                                                                 Return        Value          AUV       Investment      Date


     6 Lord Abbett Growth & Income                         (1)               #DIV/0!        $39.456238    $1,000.00     1/8/1999
     8 LA Bond Debenture                                            -4.41%       955.91      13.765717     1,000.00    5/15/1997
     9 GACC Money Market                                            -2.36%       976.37      11.558870     1,000.00   12/28/1998
    11 LA Developing Growth                                         24.15%     1,241.51      14.452824     1,000.00   11/23/1998
    12 LA Large Cap Research                                        17.34%     1,173.37      14.635296     1,000.00     3/3/1998
    13 LA Mid-Cap Value                                             -2.21%       977.86      10.875326     1,000.00     3/4/1998
    15 JPM Quality Bond                                             -9.31%       906.87      11.567101     1,000.00    5/15/1997
    16 JPM Small Cap Stock                                          36.07%     1,360.74      17.933548     1,000.00    3/17/1997
    17 JPM Large Cap Stock                                           9.64%     1,096.42      22.548635     1,000.00    3/11/1997
    18 JPM Select Equity                                             1.82%     1,018.16      18.384195     1,000.00    3/11/1997
    19 JPM International Equity                                     20.30%     1,203.02      16.337166     1,000.00    3/11/1997
                                                              =============             ============================
                                                                    91.02%                  191.514916    11,000.00
                                                              =============             ============================







    (1)Sub-account has not been in existence for 1 year.
       First Cova Variable Annuity Account One
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit      Unit Balance   Transaction     Unit
                                                                               Value        Before         Units       Balance
                                                                                          Transaction                   After
                                                                                                                     Transaction

     6 Lord Abbett Growth & Income                                    0.98 yrs
     6 1/8/1999                                  purchase         1,000.00    35.903751         0.0000      27.8522      27.8522
     6 12/31/1999                                annual fee          (1.10)   39.456238        27.8522      (0.0279)     27.8243
     6 12/31/1999                                surrender fee      (70.00)   39.456238        27.8243      (1.7741)     26.0502

     8 LA Bond Debenture                                              2.63 yrs
     8 5/15/1997                                 purchase         1,000.00    11.739181         0.0000      85.1848      85.1848
     8 5/15/1998                                 annual fee          (1.15)   13.492811        85.1848      (0.0852)     85.0996
     8 5/17/1999                                 annual fee          (1.16)   13.636712        85.0996      (0.0851)     85.0145
     8 12/31/1999                                annual fee          (1.17)   13.765717        85.0996      (0.0850)     85.0146
     8 12/31/1999                                surrender fee      (45.00)   13.765717        85.0146      (3.2690)     81.7456

     9 GACC Money Market                                              1.01 yrs
     9 12/28/1998                                purchase         1,000.00    11.106100         0.0000      90.0406      90.0406
     9 12/28/1999                                annual fee          (1.04)   11.552038        90.0406      (0.0900)     89.9506
     9 12/31/1999                                annual fee          (1.04)   11.558870        89.9506      (0.0900)     89.8606
     9 12/31/1999                                surrender fee      (63.00)   11.558870        89.9506      (5.4504)     84.5002

    11 LA Developing Growth                                           1.10 yrs
    11 11/23/1998                                purchase         1,000.00    10.194480         0.0000      98.0923      98.0923
    11 11/23/1999                                annual fee          (1.24)   12.669157        98.0923      (0.0979)     97.9944
    11 12/31/1999                                annual fee          (1.42)   14.452824        97.9944      (0.0983)     97.8961
    11 12/31/1999                                surrender fee      (63.00)   14.452824        97.9944      (4.3590)     93.6354

    12 LA Large Cap Research                                          1.83 yrs
    12 3/3/1998                                  purchase         1,000.00    10.948763         0.0000      91.3345      91.3345
    12 3/3/1999                                  annual fee          (1.06)   11.646603        91.3345      (0.0910)     91.2435
    12 12/31/1999                                annual fee          (1.34)   14.635296        91.2435      (0.0916)     91.1519
    12 12/31/1999                                surrender fee      (63.00)   14.635296        91.1519      (4.3047)     86.8472

    13 LA Mid-Cap Value                                               1.83 yrs
    13 3/4/1998                                  purchase         1,000.00    11.049791         0.0000      90.4994      90.4994
    13 3/4/1999                                  annual fee          (0.90)    9.949762        90.4994      (0.0905)     90.4089
    13 12/31/1999                                annual fee          (0.98)   10.875326        90.4089      (0.0901)     90.3188
    13 12/31/1999                                surrender fee      (63.00)   10.875326        90.3188      (5.7929)     84.5259




    15 JPM Quality Bond                                               2.63 yrs
    15 5/15/1997                                 purchase         1,000.00    10.446609         0.0000      95.7248      95.7248
    15 5/15/1998                                 annual fee          (1.09)   11.366225        95.7248      (0.0959)     95.6289
    15 5/17/1999                                 annual fee          (1.12)   11.686540        95.6289      (0.0958)     95.5331
    15 12/31/1999                                annual fee          (1.11)   11.567101        95.5331      (0.0960)     95.4371
    15 12/31/1999                                surrender fee      (45.00)   11.567101        95.4371      (3.8903)     91.5468

    16 JPM Small Cap Stock                                            2.79 yrs
    16 3/17/1997                                 purchase         1,000.00    10.922871         0.0000      91.5510      91.5510
    16 3/17/1998                                 annual fee          (1.35)   14.721789        91.5510      (0.0917)     91.4593
    16 3/17/1999                                 annual fee          (1.08)   11.819980        91.4593      (0.0914)     91.3679
    16 12/31/1999                                annual fee          (1.64)   17.933548        91.3679      (0.0914)     91.2765
    16 12/31/1999                                surrender fee      (45.00)   17.933548        91.2765      (2.5093)     88.7672

    17 JPM Large Cap Stock                                            2.81 yrs
    17 3/11/1997                                 purchase         1,000.00    12.396556         0.0000      80.6676      80.6676
    17 3/11/1998                                 annual fee          (1.33)   16.534692        80.6676      (0.0804)     80.5872
    17 3/11/1999                                 annual fee          (1.63)   20.221179        80.5872      (0.0806)     80.5066
    17 12/31/1999                                annual fee          (1.82)   22.548635        80.5066      (0.0807)     80.4259
    17 12/31/1999                                surrender fee      (45.00)   22.548635        80.4259      (1.9957)     78.4302

    18 JPM Select Equity                                              2.81 yrs
    18 3/11/1997                                 purchase         1,000.00    11.761258         0.0000      85.0249      85.0249
    18 3/11/1998                                 annual fee          (1.31)   15.372541        85.0249      (0.0852)     84.9397
    18 3/11/1999                                 annual fee          (1.47)   17.351972        84.9397      (0.0847)     84.8550
    18 12/31/1999                                annual fee          (1.56)   18.384195        84.8550      (0.0849)     84.7701
    18 12/31/1999                                surrender fee      (45.00)   18.384195        84.7701      (2.4478)     82.3223

    19 JPM International Equity                                       2.81 yrs
    19 3/11/1997                                 purchase         1,000.00    11.144845         0.0000      89.7276      89.7276
    19 3/11/1998                                 annual fee          (1.12)   12.474291        89.7276      (0.0898)     89.6378
    19 3/11/1999                                 annual fee          (1.15)   12.866528        89.6378      (0.0894)     89.5484
    19 12/31/1999                                annual fee          (1.46)   16.337166        89.5484      (0.0894)     89.4590
    19 12/31/1999                                surrender fee      (45.00)   16.337166        89.4590      (2.7545)     86.7045















       First Cova Variable Annuity Account One
       Standard Since Inception Returns
       12/31/1999

                  Sub-Account                                  Annualized     Account     12/31/1999      Initial     Inception
                                                                Inception      Value          AUV       Investment      Date
                                                                 Return

     6 Lord Abbett Growth & Income                         (1)                $1,027.84     $39.456238    $1,000.00     1/8/1999
     8 LA Bond Debenture                                             4.59%     1,125.29      13.765717     1,000.00    5/15/1997
     9 GACC Money Market                                            -2.31%       976.73      11.558870     1,000.00   12/28/1998
    11 LA Developing Growth                                         31.52%     1,353.30      14.452824     1,000.00   11/23/1998
    12 LA Large Cap Research                                        14.00%     1,271.03      14.635296     1,000.00     3/3/1998
    13 LA Mid-Cap Value                                             -4.50%       919.25      10.875326     1,000.00     3/4/1998
    15 JPM Quality Bond                                              2.20%     1,058.93      11.567101     1,000.00    5/15/1997
    16 JPM Small Cap Stock                                          18.12%     1,591.91      17.933548     1,000.00    3/17/1997
    17 JPM Large Cap Stock                                          22.51%     1,768.49      22.548635     1,000.00    3/11/1997
    18 JPM Select Equity                                            15.90%     1,513.43      18.384195     1,000.00    3/11/1997
    19 JPM International Equity                                     13.20%     1,416.51      16.337166     1,000.00    3/11/1997





























    (1)Returns are not annualized for sub-accounts in existence less than 1 year.
       First Cova Variable Annuity Account One
       Non-Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit      Unit Balance   Transaction     Unit
                                                                               Value        Before         Units       Balance
                                                                                          Transaction                   After
                                                                                                                     Transaction

     6 Lord Abbett Growth & Income
     6 12/31/1998                                purchase         1,000.00     0.000000         0.0000   #DIV/0!      #DIV/0!
     6 12/31/1999                                annual fee                   39.456238    #DIV/0!           0.0000   #DIV/0!
     6 12/31/1999                                surrender fee                39.456238    #DIV/0!           0.0000   #DIV/0!

     8 LA Bond Debenture
     8 12/31/1998                                purchase         1,000.00    13.496763         0.0000      74.0918      74.0918
     8 12/31/1999                                annual fee                   13.765717        74.0918       0.0000      74.0918
     8 12/31/1999                                surrender fee                13.765717        74.0918       0.0000      74.0918

     9 GACC Money Market
     9 12/31/1998                                purchase         1,000.00    11.109941         0.0000      90.0095      90.0095
     9 12/31/1999                                annual fee                   11.558870        90.0095       0.0000      90.0095
     9 12/31/1999                                surrender fee                11.558870        90.0095       0.0000      90.0095

    11 LA Developing Growth
    11 12/31/1998                                purchase         1,000.00    11.068002         0.0000      90.3505      90.3505
    11 12/31/1999                                annual fee                   14.452824        90.3505       0.0000      90.3505
    11 12/31/1999                                surrender fee                14.452824        90.3505       0.0000      90.3505

    12 LA Large Cap Research
    12 12/31/1998                                purchase         1,000.00    11.825475         0.0000      84.5632      84.5632
    12 12/31/1999                                annual fee                   14.635296        84.5632       0.0000      84.5632
    12 12/31/1999                                surrender fee                14.635296        84.5632       0.0000      84.5632

    13 LA Mid-Cap Value
    13 12/31/1998                                purchase         1,000.00    10.437999         0.0000      95.8038      95.8038
    13 12/31/1999                                annual fee                   10.875326        95.8038       0.0000      95.8038
    13 12/31/1999                                surrender fee                10.875326        95.8038       0.0000      95.8038

    15 JPM Quality Bond
    15 12/31/1998                                purchase         1,000.00    11.914486         0.0000      83.9314      83.9314
    15 12/31/1999                                annual fee                   11.567101        83.9314       0.0000      83.9314
    15 12/31/1999                                surrender fee                11.567101        83.9314       0.0000      83.9314

    16 JPM Small Cap Stock
    16 12/31/1998                                purchase         1,000.00    12.583415         0.0000      79.4697      79.4697
    16 12/31/1999                                annual fee                   17.933548        79.4697       0.0000      79.4697
    16 12/31/1999                                surrender fee                17.933548        79.4697       0.0000      79.4697
    17 JPM Large Cap Stock
    17 12/31/1998                                purchase         1,000.00    19.428714         0.0000      51.4702      51.4702
    17 12/31/1999                                annual fee                   22.548635        51.4702       0.0000      51.4702
    17 12/31/1999                                surrender fee                22.548635        51.4702       0.0000      51.4702

    18 JPM Select Equity
    18 12/31/1998                                purchase         1,000.00    16.987197         0.0000      58.8679      58.8679
    18 12/31/1999                                annual fee                   18.384195        58.8679       0.0000      58.8679
    18 12/31/1999                                surrender fee                18.384195        58.8679       0.0000      58.8679

    19 JPM International Equity
    19 12/31/1998                                purchase         1,000.00    12.891430         0.0000      77.5709      77.5709
    19 12/31/1999                                annual fee                   16.337166        77.5709       0.0000      77.5709
    19 12/31/1999                                surrender fee                16.337166        77.5709       0.0000      77.5709






       First Cova Variable Annuity Account One
       Non-Standard 1 Year Returns
       12/31/1999

                         Sub-Account                             Total       Account      12/31/1999     Initial     Inception
                                                                 Return       Value          AUV        Investment      Date


     6 Lord Abbett Growth & Income                         (1)               #DIV/0!        $39.456238    $1,000.00     1/8/1999
     8 LA Bond Debenture                                             1.99%     1,019.93      13.765717     1,000.00    5/15/1997
     9 GACC Money Market                                             4.04%     1,040.41      11.558870     1,000.00   12/28/1998
    11 LA Developing Growth                                         30.58%     1,305.82      14.452824     1,000.00   11/23/1998
    12 LA Large Cap Research                                        23.76%     1,237.61      14.635296     1,000.00     3/3/1998
    13 LA Mid-Cap Value                                              4.19%     1,041.90      10.875326     1,000.00     3/4/1998
    15 JPM Quality Bond                                             -2.92%       970.84      11.567101     1,000.00    5/15/1997
    16 JPM Small Cap Stock                                          42.52%     1,425.17      17.933548     1,000.00    3/17/1997
    17 JPM Large Cap Stock                                          16.06%     1,160.58      22.548635     1,000.00    3/11/1997
    18 JPM Select Equity                                             8.22%     1,082.24      18.384195     1,000.00    3/11/1997
    19 JPM International Equity                                     26.73%     1,267.29      16.337166     1,000.00    3/11/1997









 (1)    Sub-account has not been in existence for 1 year.
       First Cova Variable Annuity Account One
       Non-Standard Since Inception Return Data
       As of 12/31/99


                      Sub-Account                Transaction     Amount        Unit      Unit Balance   Transaction     Unit
                                                                               Value        Before         Units       Balance
                                                                                          Transaction                   After
                                                                                                                     Transaction

     6 Lord Abbett Growth & Income                                    0.98 yrs
     6 1/8/1999                                  purchase         1,000.00    35.903751         0.0000      27.8522      27.8522
     6 12/31/1999                                annual fee                   39.456238        27.8522       0.0000      27.8522
     6 12/31/1999                                surrender fee                39.456238        27.8522       0.0000      27.8522

     8 LA Bond Debenture                                              2.63 yrs
     8 5/15/1997                                 purchase         1,000.00    11.739181         0.0000      85.1848      85.1848
     8 5/15/1998                                 annual fee                   13.492811        85.1848       0.0000      85.1848
     8 5/17/1999                                 annual fee                   13.636712        85.1848       0.0000      85.1848
     8 12/31/1999                                annual fee                   13.765717        85.1848       0.0000      85.1848
     8 12/31/1999                                surrender fee                13.765717        85.1848       0.0000      85.1848

     9 GACC Money Market                                              1.01 yrs
     9 12/28/1998                                purchase         1,000.00    11.106100         0.0000      90.0406      90.0406
     9 12/28/1999                                annual fee                   11.552038        90.0406       0.0000      90.0406
     9 12/31/1999                                annual fee                   11.558870        90.0406       0.0000      90.0406
     9 12/31/1999                                surrender fee                11.558870        90.0406       0.0000      90.0406

    11 LA Developing Growth                                           1.10 yrs
    11 11/23/1998                                purchase         1,000.00    10.194480         0.0000      98.0923      98.0923
    11 11/23/1999                                annual fee                   12.669157        98.0923       0.0000      98.0923
    11 12/31/1999                                annual fee                   14.452824        98.0923       0.0000      98.0923
    11 12/31/1999                                surrender fee                14.452824        98.0923       0.0000      98.0923

    12 LA Large Cap Research                                          1.83 yrs
    12 3/3/1998                                  purchase         1,000.00    10.948763         0.0000      91.3345      91.3345
    12 3/3/1999                                  annual fee                   11.646603        91.3345       0.0000      91.3345
    12 12/31/1999                                annual fee                   14.635296        91.3345       0.0000      91.3345
    12 12/31/1999                                surrender fee                14.635296        91.3345       0.0000      91.3345

    13 LA Mid-Cap Value                                               1.83 yrs
    13 3/4/1998                                  purchase         1,000.00    11.049791         0.0000      90.4994      90.4994
    13 3/4/1999                                  annual fee                    9.949762        90.4994       0.0000      90.4994
    13 12/31/1999                                annual fee                   10.875326        90.4994       0.0000      90.4994
    13 12/31/1999                                surrender fee                10.875326        90.4994       0.0000      90.4994




    15 JPM Quality Bond                                               2.63 yrs
    15 5/15/1997                                 purchase         1,000.00    10.446609         0.0000      95.7248      95.7248
    15 5/15/1998                                 annual fee                   11.366225        95.7248       0.0000      95.7248
    15 5/17/1999                                 annual fee                   11.686540        95.7248       0.0000      95.7248
    15 12/31/1999                                annual fee                   11.567101        95.7248       0.0000      95.7248
    15 12/31/1999                                surrender fee                11.567101        95.7248       0.0000      95.7248

    16 JPM Small Cap Stock                                            2.79 yrs
    16 3/17/1997                                 purchase         1,000.00    10.922871         0.0000      91.5510      91.5510
    16 3/17/1998                                 annual fee                   14.721789        91.5510       0.0000      91.5510
    16 3/17/1999                                 annual fee                   11.819980        91.5510       0.0000      91.5510
    16 12/31/1999                                annual fee                   17.933548        91.5510       0.0000      91.5510
    16 12/31/1999                                surrender fee                17.933548        91.5510       0.0000      91.5510

    17 JPM Large Cap Stock                                            2.81 yrs
    17 3/11/1997                                 purchase         1,000.00    12.396556         0.0000      80.6676      80.6676
    17 3/11/1998                                 annual fee                   16.534692        80.6676       0.0000      80.6676
    17 3/11/1999                                 annual fee                   20.221179        80.6676       0.0000      80.6676
    17 12/31/1999                                annual fee                   22.548635        80.6676       0.0000      80.6676
    17 12/31/1999                                surrender fee                22.548635        80.6676       0.0000      80.6676

    18 JPM Select Equity                                              2.81 yrs
    18 3/11/1997                                 purchase         1,000.00    11.761258         0.0000      85.0249      85.0249
    18 3/11/1998                                 annual fee                   15.372541        85.0249       0.0000      85.0249
    18 3/11/1999                                 annual fee                   17.351972        85.0249       0.0000      85.0249
    18 12/31/1999                                annual fee                   18.384195        85.0249       0.0000      85.0249
    18 12/31/1999                                surrender fee                18.384195        85.0249       0.0000      85.0249

    19 JPM International Equity                                       2.81 yrs
    19 3/11/1997                                 purchase         1,000.00    11.144845         0.0000      89.7276      89.7276
    19 3/11/1998                                 annual fee                   12.474291        89.7276       0.0000      89.7276
    19 3/11/1999                                 annual fee                   12.866528        89.7276       0.0000      89.7276
    19 12/31/1999                                annual fee                   16.337166        89.7276       0.0000      89.7276
    19 12/31/1999                                surrender fee                16.337166        89.7276       0.0000      89.7276















       First Cova Variable Annuity Account One
       Non-Standard Since Inception Returns
       12/31/1999

                  Sub-Account                                  Annualized     Account     12/31/1999      Initial     Inception
                                                                Inception      Value          AUV       Investment      Date
                                                                 Return

     6 Lord Abbett Growth & Income                         (1)                $1,098.94     $39.456238    $1,000.00     1/8/1999
     8 LA Bond Debenture                                             6.24%     1,172.63      13.765717     1,000.00    5/15/1997
     9 GACC Money Market                                             4.04%     1,040.77      11.558870     1,000.00   12/28/1998
    11 LA Developing Growth                                         37.18%     1,417.71      14.452824     1,000.00   11/23/1998
    12 LA Large Cap Research                                        17.18%     1,336.71      14.635296     1,000.00     3/3/1998
    13 LA Mid-Cap Value                                             -0.87%       984.21      10.875326     1,000.00     3/4/1998
    15 JPM Quality Bond                                              3.95%     1,107.26      11.567101     1,000.00    5/15/1997
    16 JPM Small Cap Stock                                          19.43%     1,641.83      17.933548     1,000.00    3/17/1997
    17 JPM Large Cap Stock                                          23.74%     1,818.94      22.548635     1,000.00    3/11/1997
    18 JPM Select Equity                                            17.24%     1,563.11      18.384195     1,000.00    3/11/1997
    19 JPM International Equity                                     14.59%     1,465.89      16.337166     1,000.00    3/11/1997


 (1)    Returns are not annualized for sub-accounts in existence less than 1 year.





       First Cova Variable Annuity Account One
       Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                    Account       Account
                                                      Value         Value
                                                      Before        After
                                                   Transaction   Transaction

     6 Lord Abbett Growth & Income
     6 12/31/1998                                          0.00   #DIV/0!
     6 12/31/1999                                    #DIV/0!      #DIV/0!
     6 12/31/1999                                    #DIV/0!      #DIV/0!

     8 LA Bond Debenture
     8 12/31/1998                                          0.00     1,000.00
     8 12/31/1999                                      1,019.93     1,018.91
     8 12/31/1999                                      1,018.91       955.91

     9 GACC Money Market
     9 12/31/1998                                          0.00     1,000.00
     9 12/31/1999                                      1,040.41     1,039.37
     9 12/31/1999                                      1,039.37       976.37

    11 LA Developing Growth
    11 12/31/1998                                          0.00     1,000.00
    11 12/31/1999                                      1,305.82     1,304.51
    11 12/31/1999                                      1,304.51     1,241.51

    12 LA Large Cap Research
    12 12/31/1998                                          0.00     1,000.00
    12 12/31/1999                                      1,237.61     1,236.37
    12 12/31/1999                                      1,236.37     1,173.37

    13 LA Mid-Cap Value
    13 12/31/1998                                          0.00     1,000.00
    13 12/31/1999                                      1,041.90     1,040.86
    13 12/31/1999                                      1,040.86       977.86

    15 JPM Quality Bond
    15 12/31/1998                                          0.00     1,000.00
    15 12/31/1999                                        970.84       969.87
    15 12/31/1999                                        969.87       906.87

    16 JPM Small Cap Stock
    16 12/31/1998                                          0.00     1,000.00
    16 12/31/1999                                      1,425.17     1,423.74
    16 12/31/1999                                      1,423.74     1,360.74

    17 JPM Large Cap Stock
    17 12/31/1998                                          0.00     1,000.00
    17 12/31/1999                                      1,160.58     1,159.42
    17 12/31/1999                                      1,159.42     1,096.42

    18 JPM Select Equity
    18 12/31/1998                                          0.00     1,000.00
    18 12/31/1999                                      1,082.24     1,081.16
    18 12/31/1999                                      1,081.16     1,018.16

    19 JPM International Equity
    19 12/31/1998                                          0.00     1,000.00
    19 12/31/1999                                      1,267.29     1,266.02
    19 12/31/1999                                      1,266.02     1,203.02






       First Cova Variable Annuity Account One
       Standard 1 Year Returns
       12/31/1999

                         Sub-Account                Days Since
                                                    Inception


     6 Lord Abbett Growth & Income                          357
     8 LA Bond Debenture                                    960
     9 GACC Money Market                                    368
    11 LA Developing Growth                                 403
    12 LA Large Cap Research                                668
    13 LA Mid-Cap Value                                     667
    15 JPM Quality Bond                                     960
    16 JPM Small Cap Stock                                1,019
    17 JPM Large Cap Stock                                1,025
    18 JPM Select Equity                                  1,025
    19 JPM International Equity                           1,025










    (1)Sub-account has not been in existence for
       First Cova Variable Annuity Account One
       Standard Inception to Date Return Data
       As of 12/31/99


                      Sub-Account                    Account       Account
                                                      Value         Value
                                                      Before        After
                                                   Transaction   Transaction

     6 Lord Abbett Growth & Income
     6 1/8/1999                                            0.00     1,000.00
     6 12/31/1999                                      1,098.94     1,097.84
     6 12/31/1999                                      1,097.84     1,027.84

     8 LA Bond Debenture
     8 5/15/1997                                           0.00     1,000.00
     8 5/15/1998                                       1,149.38     1,148.23
     8 5/17/1999                                       1,160.48     1,159.32
     8 12/31/1999                                      1,171.46     1,170.29
     8 12/31/1999                                      1,170.29     1,125.29

     9 GACC Money Market
     9 12/28/1998                                          0.00     1,000.00
     9 12/28/1999                                      1,040.15     1,039.11
     9 12/31/1999                                      1,039.73     1,038.69
     9 12/31/1999                                      1,039.73       976.73

    11 LA Developing Growth
    11 11/23/1998                                          0.00     1,000.00
    11 11/23/1999                                      1,242.75     1,241.51
    11 12/31/1999                                      1,416.30     1,414.88
    11 12/31/1999                                      1,416.30     1,353.30

    12 LA Large Cap Research
    12 3/3/1998                                            0.00     1,000.00
    12 3/3/1999                                        1,063.74     1,062.68
    12 12/31/1999                                      1,335.38     1,334.04
    12 12/31/1999                                      1,334.04     1,271.03

    13 LA Mid-Cap Value
    13 3/4/1998                                            0.00     1,000.00
    13 3/4/1999                                          900.45       899.55
    13 12/31/1999                                        983.23       982.25
    13 12/31/1999                                        982.25       919.25




    15 JPM Quality Bond
    15 5/15/1997                                           0.00     1,000.00
    15 5/15/1998                                       1,088.03     1,086.94
    15 5/17/1999                                       1,117.57     1,116.45
    15 12/31/1999                                      1,105.04     1,103.93
    15 12/31/1999                                      1,103.93     1,058.93

    16 JPM Small Cap Stock
    16 3/17/1997                                           0.00     1,000.00
    16 3/17/1998                                       1,347.79     1,346.44
    16 3/17/1999                                       1,081.05     1,079.97
    16 12/31/1999                                      1,638.55     1,636.91
    16 12/31/1999                                      1,636.91     1,591.91

    17 JPM Large Cap Stock
    17 3/11/1997                                           0.00     1,000.00
    17 3/11/1998                                       1,333.81     1,332.48
    17 3/11/1999                                       1,629.57     1,627.94
    17 12/31/1999                                      1,815.31     1,813.49
    17 12/31/1999                                      1,813.49     1,768.49

    18 JPM Select Equity
    18 3/11/1997                                           0.00     1,000.00
    18 3/11/1998                                       1,307.05     1,305.74
    18 3/11/1999                                       1,473.87     1,472.40
    18 12/31/1999                                      1,559.99     1,558.43
    18 12/31/1999                                      1,558.43     1,513.43

    19 JPM International Equity
    19 3/11/1997                                           0.00     1,000.00
    19 3/11/1998                                       1,119.29     1,118.17
    19 3/11/1999                                       1,153.33     1,152.18
    19 12/31/1999                                      1,462.97     1,461.51
    19 12/31/1999                                      1,461.51     1,416.51















       First Cova Variable Annuity Account One
       Standard Since Inception Returns
       12/31/1999

                  Sub-Account                       Days Since
                                                    Inception


     6 Lord Abbett Growth & Income                          357
     8 LA Bond Debenture                                    960
     9 GACC Money Market                                    368
    11 LA Developing Growth                                 403
    12 LA Large Cap Research                                668
    13 LA Mid-Cap Value                                     667
    15 JPM Quality Bond                                     960
    16 JPM Small Cap Stock                                1,019
    17 JPM Large Cap Stock                                1,025
    18 JPM Select Equity                                  1,025
    19 JPM International Equity                           1,025





























    (1)Returns are not annualized for sub-account
       First Cova Variable Annuity Account One
       Non-Standard 1 Year Return Data
       As of 12/31/99


                      Sub-Account                    Account       Account
                                                      Value         Value
                                                      Before        After
                                                   Transaction   Transaction

     6 Lord Abbett Growth & Income
     6 12/31/1998                                          0.00   #DIV/0!
     6 12/31/1999                                    #DIV/0!      #DIV/0!
     6 12/31/1999                                    #DIV/0!      #DIV/0!

     8 LA Bond Debenture
     8 12/31/1998                                          0.00     1,000.00
     8 12/31/1999                                      1,019.93     1,019.93
     8 12/31/1999                                      1,019.93     1,019.93

     9 GACC Money Market
     9 12/31/1998                                          0.00     1,000.00
     9 12/31/1999                                      1,040.41     1,040.41
     9 12/31/1999                                      1,040.41     1,040.41

    11 LA Developing Growth
    11 12/31/1998                                          0.00     1,000.00
    11 12/31/1999                                      1,305.82     1,305.82
    11 12/31/1999                                      1,305.82     1,305.82

    12 LA Large Cap Research
    12 12/31/1998                                          0.00     1,000.00
    12 12/31/1999                                      1,237.61     1,237.61
    12 12/31/1999                                      1,237.61     1,237.61

    13 LA Mid-Cap Value
    13 12/31/1998                                          0.00     1,000.00
    13 12/31/1999                                      1,041.90     1,041.90
    13 12/31/1999                                      1,041.90     1,041.90

    15 JPM Quality Bond
    15 12/31/1998                                          0.00     1,000.00
    15 12/31/1999                                        970.84       970.84
    15 12/31/1999                                        970.84       970.84

    16 JPM Small Cap Stock
    16 12/31/1998                                          0.00     1,000.00
    16 12/31/1999                                      1,425.17     1,425.17
    16 12/31/1999                                      1,425.17     1,425.17
    17 JPM Large Cap Stock
    17 12/31/1998                                          0.00     1,000.00
    17 12/31/1999                                      1,160.58     1,160.58
    17 12/31/1999                                      1,160.58     1,160.58

    18 JPM Select Equity
    18 12/31/1998                                          0.00     1,000.00
    18 12/31/1999                                      1,082.24     1,082.24
    18 12/31/1999                                      1,082.24     1,082.24

    19 JPM International Equity
    19 12/31/1998                                          0.00     1,000.00
    19 12/31/1999                                      1,267.29     1,267.29
    19 12/31/1999                                      1,267.29     1,267.29






       First Cova Variable Annuity Account One
       Non-Standard 1 Year Returns
       12/31/1999

                         Sub-Account               Days Since
                                                    Inception


     6 Lord Abbett Growth & Income                          357
     8 LA Bond Debenture                                    960
     9 GACC Money Market                                    368
    11 LA Developing Growth                                 403
    12 LA Large Cap Research                                668
    13 LA Mid-Cap Value                                     667
    15 JPM Quality Bond                                     960
    16 JPM Small Cap Stock                                1,019
    17 JPM Large Cap Stock                                1,025
    18 JPM Select Equity                                  1,025
    19 JPM International Equity                           1,025









 (1)    Sub-account has not been in existence for
       First Cova Variable Annuity Account One
       Non-Standard Since Inception Return Data
       As of 12/31/99


                      Sub-Account                    Account       Account
                                                      Value         Value
                                                      Before        After
                                                   Transaction   Transaction

     6 Lord Abbett Growth & Income
     6 1/8/1999                                            0.00     1,000.00
     6 12/31/1999                                      1,098.94     1,098.94
     6 12/31/1999                                      1,098.94     1,098.94

     8 LA Bond Debenture
     8 5/15/1997                                           0.00     1,000.00
     8 5/15/1998                                       1,149.38     1,149.38
     8 5/17/1999                                       1,161.64     1,161.64
     8 12/31/1999                                      1,172.63     1,172.63
     8 12/31/1999                                      1,172.63     1,172.63

     9 GACC Money Market
     9 12/28/1998                                          0.00     1,000.00
     9 12/28/1999                                      1,040.15     1,040.15
     9 12/31/1999                                      1,040.77     1,040.77
     9 12/31/1999                                      1,040.77     1,040.77

    11 LA Developing Growth
    11 11/23/1998                                          0.00     1,000.00
    11 11/23/1999                                      1,242.75     1,242.75
    11 12/31/1999                                      1,417.71     1,417.71
    11 12/31/1999                                      1,417.71     1,417.71

    12 LA Large Cap Research
    12 3/3/1998                                            0.00     1,000.00
    12 3/3/1999                                        1,063.74     1,063.74
    12 12/31/1999                                      1,336.71     1,336.71
    12 12/31/1999                                      1,336.71     1,336.71

    13 LA Mid-Cap Value
    13 3/4/1998                                            0.00     1,000.00
    13 3/4/1999                                          900.45       900.45
    13 12/31/1999                                        984.21       984.21
    13 12/31/1999                                        984.21       984.21




    15 JPM Quality Bond
    15 5/15/1997                                           0.00     1,000.00
    15 5/15/1998                                       1,088.03     1,088.03
    15 5/17/1999                                       1,118.69     1,118.69
    15 12/31/1999                                      1,107.26     1,107.26
    15 12/31/1999                                      1,107.26     1,107.26

    16 JPM Small Cap Stock
    16 3/17/1997                                           0.00     1,000.00
    16 3/17/1998                                       1,347.79     1,347.79
    16 3/17/1999                                       1,082.13     1,082.13
    16 12/31/1999                                      1,641.83     1,641.83
    16 12/31/1999                                      1,641.83     1,641.83

    17 JPM Large Cap Stock
    17 3/11/1997                                           0.00     1,000.00
    17 3/11/1998                                       1,333.81     1,333.81
    17 3/11/1999                                       1,631.19     1,631.19
    17 12/31/1999                                      1,818.94     1,818.94
    17 12/31/1999                                      1,818.94     1,818.94

    18 JPM Select Equity
    18 3/11/1997                                           0.00     1,000.00
    18 3/11/1998                                       1,307.05     1,307.05
    18 3/11/1999                                       1,475.35     1,475.35
    18 12/31/1999                                      1,563.11     1,563.11
    18 12/31/1999                                      1,563.11     1,563.11

    19 JPM International Equity
    19 3/11/1997                                           0.00     1,000.00
    19 3/11/1998                                       1,119.29     1,119.29
    19 3/11/1999                                       1,154.48     1,154.48
    19 12/31/1999                                      1,465.89     1,465.89
    19 12/31/1999                                      1,465.89     1,465.89















       First Cova Variable Annuity Account One
       Non-Standard Since Inception Returns
       12/31/1999

                  Sub-Account                       Days Since
                                                    Inception


     6 Lord Abbett Growth & Income                          357
     8 LA Bond Debenture                                    960
     9 GACC Money Market                                    368
    11 LA Developing Growth                                 403
    12 LA Large Cap Research                                668
    13 LA Mid-Cap Value                                     667
    15 JPM Quality Bond                                     960
    16 JPM Small Cap Stock                                1,019
    17 JPM Large Cap Stock                                1,025
    18 JPM Select Equity                                  1,025
    19 JPM International Equity                           1,025



 (1)    Returns are not annualized for sub-accounts in existence less than 1 year.
</TABLE>





Cova  Corporation,  a  Missouri corporation, is owned by General American Life
Insurance Company, a Missouri company.

General American Life Insurance Company is owned by GenAmerica Corporation, a
Missouri corporation.

GenAmerica Corporation is owned by Metropolitan Life Insurance Company, a New
York company.

Cova  Corporation owns 100% of Cova Financial Services Life Insurance Company,
a  Missouri  company, and Cova Life Management Company, a Delaware company.

Cova  Financial  Services  Life  Insurance  Company owns 100% of First Cova Life
Insurance  Company,  a New York  company,  and  Cova  Financial  Life  Insurance
Company, a California company.

Cova Life Management Company owns 100% of Cova Investment Advisory  Corporation,
an Illinois  corporation,  Cova Investment Allocation  Corporation,  an Illinois
corporation, and Cova Life Sales Company, a Delaware company.


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