EQUITABLE LIFE INSURANCE CO OF IOWA SEPARATE ACCOUNT A
485BPOS, 1998-05-01
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 As Filed with the Securities and Exchange Commission on May 1, 1998
                                            File Nos. 33-79170,  811-8524
=========================================================================

                       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. 8                                       [X]
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940           [ ]
     Amendment No. 9                                                      [X]

                        (Check appropriate box or boxes.)

     EQUITABLE LIFE INSURANCE COMPANY OF IOWA SEPARATE ACCOUNT A
     ___________________________________________________________
     (Exact Name of Registrant)

     EQUITABLE LIFE INSURANCE COMPANY OF IOWA
     ________________________________________
     (Name of Depositor)

     909 Locust Street, Des Moines, Iowa                            50309
     ____________________________________________________         __________
     (Address of Depositor's Principal Executive Offices)         (Zip Code)

Depositor's Telephone Number, including Area Code     (800) 344-6860

     NAME AND ADDRESS OF AGENT FOR SERVICE
          Marilyn Talman, Secretary 
          Equitable Life Insurance Company of Iowa
          1001 Jefferson Street, Suite400
          Wilmington, DE  19801
          (302)576-3400

COPIES TO:
Marilyn Talman, Esq.                        COPY TO:
Golden American Life Insurance Company       Stephen E. Roth, Esq.
1001 Jefferson Street, Suite 400             Sutherland, Asbill & Brennan LLP
Wilmington, DE  19801                        1275 Pennsylvania Avenue, N.W.
Washington, D.C. 20004-2404

It is proposed that this filing will become effective:

     ___  immediately upon filing pursuant to paragraph (b) of Rule 485
     _X_  on May 1, 1998 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 BEING REGISTERED:  
     Individual Flexible Purchase Payment Deferred Variable and Fixed 
     Annuity Contracts 

<TABLE>
<CAPTION>

                              CROSS REFERENCE SHEET
                             (required by Rule 495)

Item No.                                                Location
- --------                                                -------------------
                                     PART A
<S>       <C>                                           <C>
Item 1.   Cover Page.................................   Cover Page

Item 2.   Definitions................................   Definitions

Item 3.   Synopsis...................................   Highlights

Item 4.   Condensed Financial Information............   Fee Table, Condensed 
                                                        Financial Information

Item 5.   General Description of Registrant,
          Depositor, and Portfolio Companies.........   The Company; The
                                                        Separate Account;
                                                        Equi-Select Series
                                                        Trust; Travelers
                                                        Series Fund Inc.;
                                                        Greenwich Street Series
                                                        Fund; Warburg Pincus
                                                        Trust; The GCG Trust;
                                                        Smith Barney Concert
                                                        Allocation Series Inc.

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

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

Item 8.   Annuity Period.............................   Annuity Provisions

Item 9.   Death Benefit..............................   The Contracts;
                                                        Annuity
                                                        Provisions

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

Item 11.  Redemptions................................   Withdrawals

Item 12.  Taxes......................................   Tax Status

Item 13.  Legal Proceedings..........................   Legal Proceedings

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



<TABLE>
<CAPTION>
                         CROSS REFERENCE SHEET (CONT'D)
                             (required by Rule 495)

Item No.                                                Location
- --------                                           --------------------
                                     PART B
<S>       <C>                                           <C>
Item 15.  Cover Page.................................   Cover Page

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

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

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

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

Item 20.  Underwriters...............................   Distributor

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 two Prospectuses for the Contract. The
distribution system for each version of the Prospectus is different.  One
version (Version A) of the Prospectus contains nine Portfolios of Equi-Select
Series Trust, one Portfolio of Warburg Pincus Trust and three Portfolios of
The GCG Trust.  The other version (Version B) of the Prospectus contains three
Portfolios of Equi-Select Series Trust, four Portfolios of Travelers Series
Fund Inc, one Portfolio of Greenwich Street Series Fund and five Portfolios of 
Smith Barney Concert Allocation Series Inc.  These Prospectuses and any
applicable Supplements will be filed with the Commission pursuant to Rule 497.

The Registrant undertakes to update this Explanatory Note each time a Post-
Effective Amendment is filed.

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

[NAME]     ES_0598
   [CIK]     0000847554
   [CCC]     dweq4vr$

[NAME]     PRIMELITE_0598
   [CIK]     0000847554
   [CCC]     dweq4vr$

                  

    
<PAGE>
                                    


                                   PART B

                      STATEMENT OF ADDITIONAL INFORMATION

                 INDIVIDUAL FLEXIBLE PURCHASE PAYMENT DEFERRED
                     VARIABLE AND FIXED ANNUITY CONTRACTS

                                   issued by

          EQUITABLE LIFE INSURANCE COMPANY OF IOWA SEPARATE ACCOUNT A

                                      AND

                   EQUITABLE LIFE INSURANCE COMPANY OF IOWA


   
THIS  IS NOT A PROSPECTUS.  THIS STATEMENT OF ADDITIONAL INFORMATION SHOULD
BE READ  IN  CONJUNCTION  WITH  THE  PROSPECTUS  DATED  MAY 1, 1998, FOR THE
INDIVIDUAL  FLEXIBLE  PURCHASE  PAYMENT  DEFERRED  VARIABLE  AND FIXED ANNUITY
CONTRACTS  WHICH  ARE  REFERRED  TO  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:    P.O.  BOX  8794,  WILMINGTON, DELAWARE  19899-8794, 
(800) 344-6864.

   
     THIS  STATEMENT  OF  ADDITIONAL  INFORMATION  IS  DATED MAY 1, 1998.
    



                               TABLE OF CONTENTS

                                                                         PAGE

Company

Experts

Legal  Opinions

Distributor

Yield  Calculation  For  Money  Market  Subaccounts

Performance  Information

Annuity  Provisions

Financial  Statements

<PAGE>
                                    COMPANY

Information regarding Equitable Life Insurance Company of Iowa (the "Company")
and  its  ownership  is  contained  in  the  Prospectus.

                                    EXPERTS

The  consolidated  financial  statements  and  schedules  of the Company as of
December  31,  1997  and  1996  and  for each of the three years in the period
ended  December    31,  1997,  and  the  Statement  of  Assets and Liabilities
of the Separate Account A as of December 31, 1997,  and the related statements
of  operations  and  changes in  net  assets for each of the periods indicated
therein have  been  audited by Ernst & Young LLP, independent auditors, as set
forth  in  their  reports  appearing  elsewhere  herein,  and  are included in
reliance upon such reports given upon the authority of such firm as experts in
accounting  and  auditing.


                                LEGAL OPINIONS

The Legal validity of the Contract described in the prospectus and herein 
has been passed upon by James R. Mumford, Esquite, General Counsel and 
Secretary of the Company. The law firm of Sutherland, Asbill & Brennan LLP,
of Washington, D.C. has provided advice on certain matters relating to 
Federal Securities laws.

                                  DISTRIBUTOR

   
Equitable of Iowa Securities Network, Inc. ("EISN") acts as the distributor.  
EISN is an affiliate of the Company and is registered as a broker-dealer. 
The offering is on a continuous basis.

                YIELD CALCULATION FOR MONEY MARKET SUBACCOUNTS
The  Money  Market  Subaccounts  of  the Separate Account will calculate their
current  yield based upon the seven days ended on the date of calculation.  
For the  seven  calendar  days  ended December 31, 1997, the annualized yield
and effective  yield  for  the  Money  Market  Subaccounts were  3.77%  and 
3.84%, respectively.    For  the  seven  calendar  days ended December 31,
1998, the annualized  yield  and  effective  yield  for  the  Smith  Barney
Money Market Subaccount  were  3.65%  and  3.72%,  respectively.
    


The current yields of the Money Market Subaccounts are computed by determining
the  net  change (exclusive of capital changes) in the value of a hypothetical
pre-existing  Owner  account  having a balance of one Accumulation Unit of the
Subaccount  at  the  beginning  of  the  period, subtracting the Mortality and
Expense  Risk  Charge,  the  Administrative  Charge  and  the  Annual Contract
Maintenance Charge, dividing the difference by the value of the account at the
beginning  of the same period to obtain the base period return and multiplying
the  result  by  (365/7).

The  Money Market Subaccounts compute their effective compound yield according
to  the  method  prescribed  by  the  Securities  and Exchange Commission. The
effective  yield reflects the reinvestment of net income earned daily on Money
Market  Subaccounts  assets.

Net  investment  income  for  yield quotation purposes will not include either
realized capital gains and losses or unrealized appreciation and depreciation,
whether  reinvested  or  not.

The  yields  quoted  should not be considered a representation of the yield of
the  Money  Market  Subaccounts  in  the  future since the yield is not fixed.
Actual  yields will depend not only on the type, quality and maturities of the
investments  held  by the Money Market Subaccounts and changes in the interest
rates  on  such  investments,  but  also  on  changes  in  the  Money  Market
Subaccounts'  expenses  during  the  period.

Yield  information  may  be  useful  in reviewing the performance of the Money
Market  Subaccounts  and  for  providing  a  basis  for  comparison with other
investment  alternatives.  However,  the  Money  Market  Subaccounts'  yield
fluctuates,  unlike  bank  deposits or other investments which typically pay a
fixed  yield  for  a  stated  period  of  time. The yield information does not
reflect  the  deduction of any applicable Withdrawal Charge at the time of the
surrender.  (See  "Charges  and  Deductions  - Deduction for Withdrawal Charge
(Sales  Load)"  in  the  Prospectus.)

                            PERFORMANCE INFORMATION

From  time to time, the Company may advertise performance data as described in
the  Prospectus.  Any such advertisement will include average annual 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 Charge, a .15%  Administrative  Charge,  the  expenses for the underlying
Portfolio being  advertised  and  any  applicable Annual Contract  Maintenance
Charge and Withdrawal  Charges.

SEC Standard Average Annual Total Return
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
Annual  Contract  Maintenance  Charge  and any applicable Withdrawal Charge 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


       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.



SEC Standard 30-Day Yield for Non-Money Market SubAccounts
In addition to total return data, the Company may include yield information in
its  advertisements.  For  each  Subaccount  (other  than  the  Money  Market
Subaccounts)  for which the Company will advertise yield, it will show a yield
quotation  based  on  a  30 day (or one month) period ended on the date of the
most recent balance sheet of the Separate Account included in the registration
statement,  computed  by  dividing  the net investment income per Accumulation
Unit  earned  during  the period by the maximum offering price per Unit on the
last  day  of  the  period,  according  to  the  following  formula:

                      Yield =    a-b       6
                             [2(_____  + 1)  - 1]
                                  cd

Where:

       a  =    Net  investment  income  earned  during the period by the
               Portfolio attributable  to  shares  owned  by  the  Subaccount.

       b  =    Expenses  accrued  for  the  period  (net  of reimbursements).

       c  =    The  average  daily  number  of  Accumulation Units outstanding
               during  the  period.

       d  =    The  maximum  offering  price per Accumulation Unit on the last
               day  of  the  period.


   
Hypothetical Average Annualized Total Return for the SubAccounts presented on
a standarized basis for the period ending December 31, 1997 were as follows:


<TABLE>
<CAPTION>
Returns for Equi-Select Product:

Subaccounts Investing in:
                                   One Year Period Inception to   Subaccount
                                   Ended 12/31/97    12/31/97 Inception Date
                                   ____________________________________________
<S>                                        <C>          <C>           <C>
EQUI-SELECT SERIES TRUST
Money Market Portfolio                     (4.42)%        1.98%       10/07/94 
Advantage Portfolio                        (3.84)%       (3.85)%      10/07/94
International Fixed Income
 Portfolio                                 (8.84)%       (3.93)%      10/07/94
Mortgage-Backed Securities
 Portfolio                                 (1.69)%        5.37%       10/07/94
OTC Portfolio                               9.89%        19.89%       10/07/94
Research Portfolio                         10.35%        20.59%       10/07/94
Total Return Portfolio                     11.08%        14.65%       10/07/94
Value + Growth Portfolio                    6.05%        12.61%       04/01/96
Growth & Income Portfolio                  15.30%        24.56%       04/01/96

THE GCG TRUST
Small Cap                                   0.69%        11.14%       02/03/97                          
Rising Dividend                            19.91%        17.11%       02/03/97             
Fully Managed                               5.64%         7.92%       02/03/97

WARBURG PINCUS TRUST
International Equity Portfolio            (11.72)%       (4.74)%      04/01/96


</TABLE>
<TABLE>
<CAPTION>

Returns for PrimElite Product:

Subaccounts Investing in:
                                   One Year Period Inception to   Subaccount
+                                  Ended 12/31/97    12/31/97 Inception Date
                                   ____________________________________________
<S>                                        <C>          <C>           <C>

TRAVELERS SERIES FUND INC.
Smith Barney Money Market Portfolio        (4.46)%        1.01%       05/24/95 
Smith Barney Income and Growth
 Portfolio                                 16.77%        21.71%       04/05/95
Smith Barney International Equity
 Portfolio                                 (6.82)%        9.84%       03/27/95
Smith Barney High Income Portfolio          4.17%        10.57%       04/28/95

GREENWICH STREET SERIES FUND
Appreciation Portfolio                     16.53%        17.38%       03/22/96

EQUI-SELECT SERIES TRUST
OTC Portfolio                               9.90%        19.89%       10/07/94
Research Portfolio                         10.35%        20.60%       10/07/94
Total Return Portfolio                     11.08%        14.66%       10/07/94

SMITH BARNEY CONCERT ALLOCATION SERIES INC.
Select High Growth                           N/A          0.69%       05/06/97
Select Growth                                N/A          2.67%       05/06/97
Select Balanced                              N/A          2.78%       05/06/97
Select Conservative                          N/A          2.60%       05/06/97
Select Income                                N/A          2.44%       05/06/97

</TABLE>


Nonstandard Total Return
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 or Annual Contract Maintenance Charge.

Hypothetical Total Return for the SubAccounts presented on a nonstandarized
basis for the period ending December 31, 1997 were as follows:

<TABLE>
<CAPTION>

Subaccounts Investing in:
                                   One Year Period   Inception to  Subaccount
                                   Ended 12/31/97      12/31/97  Inception Date
                                   __________________________________________
<S>                                        <C>          <C>           <C>
EQUI-SELECT SERIES TRUST
Money Market Portfolio                       3.68%        3.56%     10/07/94
Advantage Portfolio                          4.26%        5.36%     10/07/94
International Fixed Income Portfolio        (0.75)%       5.43%     10/07/94
Mortgage-Backed Securities Portfolio         6.41%        6.83%     10/07/94
OTC Portfolio                               17.99%       20.98%     10/07/94
Research Portfolio                          18.44%       21.67%     10/07/94
Total Return Portfolio                      19.17%       15.86%     10/07/94
Value + Growth Portfolio                    14.15%       16.32%     04/01/96
Growth & Income Portfolio                   23.40%       28.00%     04/01/96

THE GCG TRUST
Small Cap                                    8.78%       13.54%     02/03/97
Rising Dividend                             28.01%       17.87%     02/03/97
Fully Managed                               13.74%        7.86%     02/03/97

WARBURG PINCUS TRUST
International Equity Portfolio              (3.62)%      (0.55%)    04/01/96

TRAVELERS SERIES FUND INC.
Smith Barney Money Market Portfolio          3.63%        3.62%     05/24/95
Smith Barney Income and Growth Portfolio    24.86%       23.31%     04/05/95
Smith Barney International Equity Portfolio  1.27%       11.73%     03/27/95
Smith Barney High Income Portfolio          12.26%       12.52%     04/28/95

GREENWICH SERIES FUND
Appreciation Portfolio                      24.62%       20.90%     03/22/96

SMITH BARNEY CONCERT ALLOCATION SERIES INC.
Select High Growth                           N/A          8.71%     05/06/97
Select Growth                                N/A         10.49%     05/06/97
Select Balanced                              N/A         10.59%     05/06/97
Select Conservative                          N/A         10.69%     05/06/97
Select Income                                N/A         10.29%     05/06/97


</TABLE>

    

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

                              ANNUITY PROVISIONS

Currently,  the  Company  makes available payment plans on a fixed basis only.
(See  the  Prospectus  -  "Contract  Proceeds  -  Fixed  Payment  Plans" for a
description  of  the  Payment  Plans.)

                             FINANCIAL STATEMENTS

The consolidated 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.














                   Financial Statements - Statutory-Basis
                       
                  Equitable Life Insurance Company of Iowa
                       
                Years ended December 31, 1997, 1996 and 1995
                     with Report of Independent Auditors








































                  

                  Equitable Life Insurance Company of Iowa

                   Financial Statements - Statutory-Basis


                Years ended December 31, 1997, 1996 and 1995






                                 CONTENTS

Report of Independent Auditors                           

Audited Financial Statements

Balance Sheets - Statutory-Basis                         
Statements of Operations - Statutory-Basis               
Statements of Changes in Capital and Surplus - Statutory-Basis 
Statements of Cash Flows - Statutory-Basis               
Notes to Financial Statements                            


Schedules

Schedule I - Summary of Investments - Other Than Investments
             in Related Parties                              
Schedule III - Supplemental Insurance Information       
Schedule IV - Reinsurance                               





























                       Report of Independent Auditors



The Board of Directors and Stockholder
Equitable Life Insurance Company of Iowa

We have audited the accompanying statutory-basis balance sheets of Equitable
Life Insurance Company of Iowa (wholly owned by Equitable of Iowa Companies,
Inc.) as of December 31, 1997 and 1996, and the related statutory-basis
statements of operations, changes in capital and surplus, and cash flows for
each of the three years in the period ended December 31, 1997.  Our audits
also included the accompanying statutory-basis financial statement schedules
required by Article 7 of Regulation S-X. These financial statements and
schedules are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements and
schedules 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 in Note 2 to the financial statements, the Company presents its
financial statements in conformity with accounting practices prescribed or
permitted by the Insurance Division, Department of Commerce, of the State of
Iowa, which practices differ from generally accepted accounting principles.
The variances between such practices and generally accepted accounting
principles and the effects on the accompanying financial statements are
described in Note 2.

In our opinion, because of the effects of the matters described 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 Equitable Life Insurance Company of Iowa at
December 31, 1997 and 1996, or the results of its operations or its cash
flows for each of the three years in the period ended December 31, 1997.

However, in our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Equitable Life
Insurance Company of Iowa at December 31, 1997 and 1996, and the results of
its operations and its cash flows for each of the three years in the period
ended December 31, 1997 in conformity with accounting practices prescribed or
permitted by the Insurance Division, Department of Commerce, of the State of
Iowa.  Also, in our opinion, the related financial statement schedules, when
considered in relation to the basic statutory-basis financial statements
taken as a whole, present fairly in all material respects the information set
forth therein.


February 12, 1998                              /S/Ernst & Young LLP




                  Equitable Life Insurance Company of Iowa
                     Balance Sheets - Statutory-Basis
                (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
                                                             December 31
                                                         1997          1996
                                                     __________________________
<S>                                                   <C>           <C>
ADMITTED ASSETS
Bonds:
 United States government and agencies                   $56,563       $83,906
 Public utilities                                        306,382       334,155
 Industrial and miscellaneous                          1,630,968     1,338,875
                                                     __________________________
                                                       1,993,913     1,756,936
Stocks:
 Common stocks of unaffiliated companies, at
  market (cost: 1997 - $7,806; 1996 - $7,280)              7,617         7,089
 Common stocks of affiliated companies
  (cost: 1997 - $408,837; 1996 - $419,926)               631,814       573,878
                                                     __________________________
                                                         639,431       580,967

Mortgage loans on real estate                            505,116       402,358
Real estate                                                3,449            --
Policy loans                                             165,161       164,659
Cash and short-term investments                           52,474         8,212
Derivative financial instruments                          33,388        18,041
Funds in transit                                           7,746         3,463
Other invested assets                                      5,959         5,997
                                                     __________________________
Total cash and investments                             3,406,637     2,940,633

Due from non-affiliated reinsurers                           148           266
Electronic data processing equipment                       2,319            --
Due from parent under tax allocation agreement            22,904         4,612
Premiums deferred and uncollected                          9,214         9,822
Investment income due and accrued                         37,071        34,312
Due from affiliates                                        2,943         2,844
Other assets                                               3,499         3,867
Separate account assets                                1,142,251       450,623
                                                     __________________________
Total admitted assets                                 $4,626,986    $3,446,979
                                                     ==========================
</TABLE>













See accompanying notes.
                  Equitable Life Insurance Company of Iowa
                Balance Sheets - Statutory-Basis (continued)
                (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
                                                             December 31
                                                         1997          1996
                                                     __________________________
<S>                                                   <C>           <C>
LIABILITIES AND CAPITAL AND SURPLUS
Liabilities:
 Policy reserves:
  Annuity and life policy reserves                    $2,483,277    $2,109,884
  Policy proceeds left at interest                        40,265        37,398
  Policyholders' dividend accumulations                  113,602       113,491
                                                     __________________________
                                                       2,637,144     2,260,773

 Policy and contract claims                                8,949         6,148

 Other policyholders' funds:
  Dividends payable to policyholders                      25,104        25,357
  Premium deposit funds and other                         40,305        43,144
                                                     __________________________
                                                          65,409        68,501

 Interest maintenance reserve                             26,426        23,926
 Borrowed money from parent                               50,000            --
 Other liabilities                                        17,697        36,427
 Asset valuation reserve                                  31,488        33,266
 Separate account liabilities                          1,142,251       450,623
                                                     __________________________
Total liabilities                                      3,979,364     2,879,664

Commitments and contingencies

Capital and surplus:
 Common stock, par value $1.00 per share - 
  authorized 7,500,000 shares, issued and
  outstanding 5,000,300 shares                             5,000         5,000
 Additional paid-in capital                              248,743       248,743
 Unassigned surplus                                      393,879       313,572
                                                     __________________________
Total capital and surplus                                647,622       567,315
                                                     __________________________
Total liabilities and capital and surplus             $4,626,986    $3,446,979
                                                     ==========================
</TABLE>











See accompanying notes.
                 Equitable Life Insurance Company of Iowa
                Statements of Operations - Statutory-Basis
                        (Dollars in thousands)
<TABLE>
<CAPTION>
                                                 Year ended December 31
                                              1997         1996         1995
                                          _____________________________________
<S>                                        <C>            <C>         <C>
Revenues:
 Annuity and life premiums                 $1,155,513     $569,866    $354,601
 Policy proceeds and dividends left
  at interest                                  27,270       30,982      23,670
 Investment income, less investment
  expenses of $8,335 in 1997, $6,105
  in 1996 and $5,841 in 1995                  282,745      252,120     234,864
 Commission and expense allowances on
  reinsurance ceded                               299          348         389
 Reserve transfer for reinsurance ceded            --       24,523          --
 Other income                                   1,238           64         155
                                          _____________________________________
                                            1,467,065      877,903     613,679
Benefits and expenses:
 Benefits paid or provided for:
  Death benefits                               37,197       33,136      37,579
  Annuity benefits                             48,306      118,850      75,229
  Surrender benefits                          189,194       37,078      34,222
  Payments from funds left at interest         32,524       29,091      21,647
  Other benefits                                1,547        1,617       2,681
  Increase in policy reserves                 375,717      231,684     193,114
  Increase (decrease) in liability
   for premium deposit funds and other         (2,840)      (6,073)        521
                                          _____________________________________
                                              681,645      445,383     364,993
 Insurance expenses:
  Commissions                                  82,521       42,272      31,676
  General expenses                             44,455       32,732      28,851
  Insurance taxes, licenses and fees            5,386        4,125       5,240
  Net transfers to separate account           539,820      221,241      56,888
  Interest expense                              3,088           --          --
  Other                                           539          231       8,272
                                          _____________________________________
                                              675,809      300,601     130,927
                                          _____________________________________
                                            1,357,454      745,984     495,920
                                          _____________________________________

</TABLE>











See accompanying notes.
                 Equitable Life Insurance Company of Iowa
           Statements of Operations - Statutory-Basis (continued)
                        (Dollars in thousands)
<TABLE>
<CAPTION>
                                                 Year ended December 31
                                              1997         1996         1995
                                          _____________________________________
<S>                                          <C>          <C>         <C>
Gain from operations before dividends to
 policyholders, federal income taxes
 and net realized capital gains              $109,611     $131,919    $117,759

Dividends to policyholders                     25,015       25,259      25,063
                                          _____________________________________
Gain from operations before federal
 income taxes and net realized
 capital gains                                 84,596      106,660      92,696

Federal income taxes                          (19,726)      11,297       6,938
                                          _____________________________________
Net gain from operations before net
 realized capital gains                       104,322       95,363      85,758

Net realized capital gains                      7,610        1,479       1,421
                                          _____________________________________
Net income                                   $111,932      $96,842     $87,179
                                          =====================================

</TABLE>





























See accompanying notes.
                  Equitable Life Insurance Company of Iowa
        Statements of Changes in Capital and Surplus - Statutory-Basis
                          (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                       Total
                                             Additional               Capital
                                     Common    Paid-In   Unassigned     and
                                     Stock     Capital     Surplus    Surplus
                                    ___________________________________________
<S>                                  <C>       <C>         <C>        <C>
Balance at January 1, 1995           $5,000    $198,743    $227,842   $431,585
 Net income                              --          --      87,179     87,179
 Net unrealized capital losses           --          --     (19,658)   (19,658)
 Increase in non-admitted assets         --          --      (7,687)    (7,687)
 Increase in policy reserves due
  to change in valuation basis           --          --      (1,011)    (1,011)
 Decrease in liability for
  reinsurance in unauthorized
  companies                              --          --           9          9
 Increase in asset valuation
  reserve                                --          --      (7,600)    (7,600)
 Contributions from parent               --      50,000          --     50,000
                                    ___________________________________________
Balance at December 31, 1995          5,000     248,743     279,074    532,817
 Net income                              --          --      96,842     96,842
 Net unrealized capital losses           --          --     (23,172)   (23,172)
 Increase in non-admitted assets         --          --      (9,442)    (9,442)
 Increase in policy reserves due
  to change in valuation basis           --          --        (828)      (828)
 Decrease in liability for
  reinsurance in unauthorized
  companies                              --          --          21         21
 Increase in asset valuation
  reserve                                --          --      (4,927)    (4,927)
 Non-admitted investment income          --          --           4          4
 Dividends paid to parent                --          --     (24,000)   (24,000)
                                    ___________________________________________
Balance at December 31, 1996          5,000     248,743     313,572    567,315
 Net income                              --          --     111,932    111,932
 Net unrealized capital losses           --          --     (19,672)   (19,672)
 Increase in non-admitted assets         --          --     (27,080)   (27,080)
 Increase in policy reserves due
  to change in valuation basis           --          --        (653)      (653)
 Decrease in asset valution
  reserve                                --          --       1,778      1,778
 Non-admitted investment income          --          --          (4)        (4)
 Pension adjustment                      --          --      14,006     14,006
                                    ___________________________________________
Balance at December 31, 1997         $5,000    $248,743    $393,879   $647,622
                                    ===========================================
</TABLE>







See accompanying notes.
                  Equitable Life Insurance Company of Iowa
                 Statements of Cash Flows - Statutory-Basis
                         (Dollars in thousands)
<TABLE>
<CAPTION>
                                                 Year ended December 31
                                                1997        1996       1995
                                            __________________________________
<S>                                          <C>          <C>        <C>
OPERATING ACTIVITIES
Premiums, policy proceeds and other
 considerations                              $1,183,197   $345,052   $313,017
Investment income, less investment expenses     190,346    177,849    161,637
Reserve transfer for reinsurance ceded               --     24,523         --
Commissions and expense allowances on
 reinsurance ceded                                  314        345        401
Other income                                      1,244         72        148
Benefits                                       (305,862)  (214,353)  (169,994)
Insurance expenses                             (713,749)   (69,694)   (73,437)
Dividends to policyholders                      (25,269)   (25,116)   (25,172)
Federal income taxes paid                        (9,051)   (19,974)    (1,915)
                                            __________________________________
Net cash provided by operating activities       321,170    218,704    204,685

INVESTING ACTIVITIES
Proceeds from investments sold, matured
 or repaid:
 Bonds                                          280,112    124,325     89,186
 Common stocks - money market funds                  --    226,468    184,911
 Common stocks - affiliates                      25,058     26,358      6,572
 Mortgage loans on real estate                   49,411     39,615     32,912
 Policy loans - net                                  --      3,185        809
 Real estate                                         68      7,034         --
 Other invested assets                            3,245        924      6,227
                                            __________________________________
                                                357,894    427,909    320,617
Cost of investments acquired:
 Bonds                                         (510,735)  (210,135)  (246,092)
 Common stocks - money market funds                  --   (226,519)  (184,911)
 Common stocks - unaffilited companies             (526)      (637)    (6,368)
 Common stocks - affiliates                      (3,223)   (11,288)   (50,258)
 Mortgage loans on real estate                 (155,883)  (138,611)  (111,475)
 Policy loans - net                                (502)        --         --
 Real estate                                         --       (559)      (247)
 Other invested assets                           (1,586)      (650)       (17)
                                            __________________________________
                                               (672,455)  (588,399)  (599,368)
Other                                           (12,347)   (35,620)    10,292
                                            __________________________________
Net cash used in investing activities          (326,908)  (196,110)  (268,459)






</TABLE>


See accompanying notes.
                  Equitable Life Insurance Company of Iowa
            Statements of Cash Flows - Statutory-Basis (continued)
                         (Dollars in thousands)
<TABLE>
<CAPTION>
                                                 Year ended December 31
                                                1997        1996       1995
                                            __________________________________
<S>                                             <C>       <C>         <C>
FINANCING ACTIVITIES
Cash contributions from parent                       --         --    $50,000
Borrowed money from parent                      $50,000         --         --
Dividends paid to parent                             --   ($24,000)        --
                                            __________________________________
Net cash provided by (used in) 
 financing activities                            50,000    (24,000)    50,000
                                            __________________________________
Increase (decrease) in cash and
 short-term investments                          44,262     (1,406)   (13,774)

Cash and short-term investments at
 beginning of year                                8,212      9,618     23,392
                                            __________________________________
Cash and short-term investments at
 end of year                                    $52,474     $8,212     $9,618
                                            ==================================

</TABLE>































See accompanying notes.
                  Equitable Life Insurance Company of Iowa

                        Notes to Financial Statements

                              December 31, 1997


1.  SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

Equitable Life Insurance Company of Iowa (the "Company") is domiciled in Iowa
and is a wholly owned subsidiary of Equitable of Iowa Companies, Inc.  The
Company offers various insurance products including deferred and immediate
annuities, variable annuities and interest sensitive and traditional life
insurance.  These products are marketed by the Company's career agency force,
independent insurance agents, broker/dealers and financial institutions.  The
Company's primary customers are individuals.

On October 24, 1997, PFHI Holdings, Inc. ("PFHI"), a Delaware corporation,
acquired all of the outstanding capital stock of Equitable of Iowa Companies
("Equitable") pursuant to an Agreement and Plan of Merger among Equitable,
PFHI, and ING Groep N.V. ("ING").  PFHI is a wholly owned subsidiary of ING,
a global financial services holding company based in The Netherlands.  As a
result of the merger, Equitable was merged into PFHI which was simultaneously
renamed Equitable of Iowa Companies, Inc. ("EIC" or the "Parent"), a Delaware
corporation.

FINANCIAL STATEMENTS

The financial statements presented herein are prepared on a statutory-basis
for the Company only and, as such, the accounts of the Company's wholly owned
subsidiaries, USG Annuity & Life Company ("USG"), Equitable American
Insurance Company ("Equitable American") and Equitable Companies are not
consolidated with those of the Company.

The preparation of financial statements of the Company requires management to
make estimates and assumptions that affect the amounts reported in the
financial statements and accompanying notes.  Such estimates and assumptions
could change in the future as more information becomes known which could
impact the amounts reported and disclosed herein.

INVESTMENTS

Investments in bonds [except those to which the Securities Valuation
Committee of the National Association of Insurance Commissioners ("NAIC") has
ascribed a value], mortgage loans on real estate and short-term investments
are reported at cost adjusted for amortization of premiums and accrual of
discounts.  Premiums and discounts are amortized/accrued utilizing the
scientific interest method which results in a constant yield over the
security's expected life.  The amortization of premiums and accretion of dis-
counts of bonds backed by mortgages and other loans are periodically adjusted
for changes in the expected prepayment rate of the loans using the
retrospective method. Common stocks of unaffiliated companies, the Company's
Parent and affiliated mutual funds are carried at estimated fair value.
Common stock of subsidiaries (all 100% owned) are recorded at the equity in
net assets. Estimated fair values of publicly traded securities are based on
the latest quoted market prices as reported by an independent pricing
service.

                  Equitable Life Insurance Company of Iowa

                  Notes to Financial Statements (continued)


1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Estimated fair values of conventional mortgage-backed securities not actively
traded in a liquid market are estimated using a third party pricing system.
This pricing system uses a matrix calculation assuming a spread over U.S.
Treasury bonds based upon the expected average lives of the securities.
Estimated fair values of private placement bonds are estimated using a matrix
that assumes a spread (based on interest rates and a risk assessment of the
bonds) over U.S. Treasury bonds.  Estimated fair values of common stocks of
unaffiliated companies, as reported herein, are based on the latest quoted
market prices, or where not readily marketable, at cost or values which are
representative of the fair values of issues of comparable yield, maturity and
quality.  Estimated fair values of common stocks of affiliated mutual funds
are based upon net asset values of the underlying assets of the funds.  Real
estate is reported at cost less allowances for depreciation.  Depreciation is
computed principally by the straight-line method.

Policy loans are reported at unpaid principal.  Other invested assets consist
principally of investments in various joint ventures and are recorded at
equity in underlying net assets. Other "admitted assets" are valued,
principally at cost, as required or permitted by State of Iowa insurance laws
and rules and regulations adopted thereunder by the Insurance Division,
Department of Commerce, of the State of Iowa.

Realized capital gains and losses are determined on the basis of specific
identification and average cost methods for manager initiated and issuer
initiated disposals and are recorded net of related federal income taxes.
Under a formula prescribed by the NAIC, the Company has established an
Interest Maintenance Reserve which defers the portion of realized gains and
losses on sales, maturities and prepayments of fixed income investments,
principally bonds and mortgage loans, attributable to changes in the general
level of interest rates and amortizes those deferrals over the remaining
period to maturity. The Asset Valuation Reserve ("AVR") provides for
anticipated losses in the event of default by issuers of certain invested
assets.  The amount of the AVR is determined using formulae prescribed by the
NAIC and is reported as a liability.  The formula for the AVR provides for a
corresponding adjustment for realized gains and losses, net of amounts
attributed to changes in the general level of interest rates.

Interest income is recognized on an accrual basis.  The Company does not
accrue income on bonds where management determines collection is uncertain,
on mortgage loans on real estate which are more than three months in arrears
or where the loan is in foreclosure, or on real estate where rent is in
arrears for more than three months.  At December 31, 1997 and 1996, the
Company excluded no investment income due and accrued with respect to such
investments.









                  Equitable Life Insurance Company of Iowa

                  Notes to Financial Statements (continued)


1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

DERIVATIVE FINANCIAL INSTRUMENTS

The premiums paid for interest rate caps ("caps"), cash settled put swaptions
("swaptions") and Standard & Poors' ("S&P") 500 ([email protected].) Index 
call options ("call options," or collectively with the caps and swaptions, 
"instruments") are deferred.  The deferred premiums are amortized over the 
term of the instruments on a straight-line basis. Amortization of the deferred
premium and any payments received in accordance with the terms of the 
instruments are recorded as an adjustment to other investment income.  The
instruments do not require additional payments by the Company.  The caps and
swaptions are held at amortized cost.  Unrealized gains and losses on the caps
and swaptions are not recorded in income until realized.  The call options are
held at market value with changes in market value reflected in investment
income.

CASH AND CASH EQUIVALENTS

For purposes of the statements of cash flows, the Company considers all
highly liquid debt instruments purchased with a maturity of twelve months or
less to be cash equivalents.

POLICY RESERVES

The reserves for annuity and life policies, all developed by actuarial
methods, are established and maintained on the basis of published mortality
tables using assumed interest rates and valuation methods that will provide,
in the aggregate, reserves that are equal to or greater than the minimum
valuation required by law or guaranteed policy cash values.

RECOGNITION OF PREMIUM REVENUES AND COSTS

Premiums are recognized as revenues over the premium-paying period, whereas
commissions and other costs applicable to the acquisition of new business are
charged to operations as incurred.

DIVIDENDS TO POLICYHOLDERS

Dividends payable to policyholders in the following year are charged to
operations and are established by the Company's Board of Directors.

SEPARATE ACCOUNT

Separate account assets and liabilities are presented in the aggregate in the
balance sheets.  The statements of operations include the premiums, benefits,
net transfers to the separate account and other items arising from the
operations of the separate account of the Company.







                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

DIVIDEND RESTRICTIONS

Prior approval of insurance regulatory authorities is required for payment of
dividends to the Company's Parent which exceed an annual limitation.  On
August 12, 1996, the Company paid a dividend to Equitable of $24,000,000.
During 1998, the Company could pay dividends to its Parent of approximately
$104,322,000 without prior approval of regulatory authorities.

2.  BASIS OF FINANCIAL REPORTING

The financial statements have been prepared on the basis of accounting
practices prescribed or permitted by the Insurance Division, Department of
Commerce, of the State of Iowa, which practices differ in some respects from
generally accepted accounting principles.  The significant differences are as
follows:  (1) costs of acquiring new business are charged to current
operations as incurred rather than deferred and amortized over the life of
the policies; (2) an asset is not recorded and amortized to expense for the
present value of future cash flows from insurance contracts acquired as a
result of the merger; (3) policy reserves on traditional life products are
based on statutory mortality rates and interest which may differ from
reserves based on reasonable assumptions of expected mortality, interest and
withdrawals which include a provision for possible unfavorable deviation from
such assumptions; (4) policy reserves on  annuity and interest sensitive life
products use discounting methodologies utilizing statutory interest rates
rather than full account values; (5) reserves are reported net of reserve
credits related to reinsurance ceded rather than the reserve credit being
established as a receivable, net of an allowance for uncollectible amounts;
(6) bonds are valued at amortized cost rather than being designated as
"available for sale" and valued at estimated fair value with unrealized
appreciation/depreciation, net of adjustments to deferred income taxes (if
applicable), present value of in force acquired and deferred policy
acquisition costs, credited/charged directly to stockholder's equity; (7) the
carrying value of bonds is reduced to estimated fair value through the
establishment of a formula-determined statutory investment reserve (carried
as a liability), changes in which are charged directly to surplus rather than
by a charge to realized losses in the statements of income when declines in
carrying value are judged to be other than temporary; (8) deferred income
taxes are not provided for the difference between the financial statement and
income tax bases of assets and liabilities except for tax-basis deferred
policy acquisition costs; (9) net realized gains or losses attributed to
changes in the level of interest rates in the market are deferred and
amortized over the remaining life of the bond or mortgage loan, rather than
recognized as gains or losses in the statements of operations when the sale
is completed; (10) gains arising from sale-leaseback transactions are
recognized in the period of sale rather than being deferred and amortized
over the life of the lease; (11) guaranty fund assessments, depending upon
the laws of the particular state guaranty association, are either expensed or
capitalized and amortized, when assessed in accordance with procedures
permitted by insurance regulatory authorities rather than accrued, net of
related anticipated premium tax credits, when the amounts to be assessed are
probable and estimable; (12) a prepaid pension cost asset established in
accordance with Statement of Financial Accounting Standard (SFAS) No. 87,
"Employers' Accounting for Pensions," agents' balances and certain other
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


2.  BASIS OF FINANCIAL REPORTING (CONTINUED)

assets designated as "non-admitted assets" have been charged to surplus
rather than being reported as assets; (13) revenues for annuity and universal
life products consist of premiums received rather than policy charges for
the cost of insurance, policy administration charges, amortization of policy
initiation fees and surrender charges assessed; (14) expenses for 
postretirement benefits other than pensions are recognized for vested and 
fully-eligible employees rather than all qualified employees, and the
accumulated postretirement benefit obligation for years prior to adoption of
SFAS No. 106, "Employers' Accounting for Postretirement Benefits Other Than
Pensions," was deferred and amortized over twenty years rather than recognized
as a cumulative effect of change in accounting method; (15) assets and
liabilities retain their historical value rather than being restated to fair
values with provision for goodwill and other intangible assets when a change
in ownership occurs; (16) amortization of the cost of the caps and swaptions 
purchased in conjunction with the hedging program are deducted from net 
investment income rather than recorded in interest credited; (17) call options
are carried at market value with changes in market value reported in 
investment income rather than amortized cost plus intrinsic value, if any; 
(18) the financial statements of subsidiaries are not consolidated with those
of the Company; and (19) certain contingent liabilities (i.e. class action
lawsuits) are provided for as incurred rather than expensed when the amount of
the loss is probable and estimable.

A summary of financial information for the Company on the basis of generally
accepted accounting principles ("GAAP") follows.  The Company's financial
information for the period subsequent to October 24, 1997, is presented on
the Post-Merger new basis of accounting and for October 24, 1997 and prior
periods on the Pre-Merger basis of accounting.

A summary of the Company's balance sheet information on a GAAP basis is as
follows:

<TABLE>
<CAPTION>
                                   POST-MERGER         PRE-MERGER
                                _____________________________________
                                December 31, 1997 | December 31, 1996
                                __________________| _________________
                                        (Dollars in thousands)
<S>                                   <C>         |       <C>
Investments                           $10,629,767 |       $9,438,093
Total assets                           13,731,191 |       10,881,275
Total liabilities                      11,369,021 |        9,832,311
Stockholder's equity                    2,362,170 |        1,048,964
                                                  |
</TABLE>

                   





                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


2.  BASIS OF FINANCIAL REPORTING (CONTINUED)

A summary of the Company's statement of income information on a GAAP basis is
as follows:

<TABLE>
<CAPTION>
                      POST-MERGER                     PRE-MERGER
                    ___________________________________________________________
                    For the period | For the period
                      October 25,  |   January 1,
                         1997      |      1997
                        through    |     through
                     December 31,  |   October 24,      Year ended December 31
                         1997      |      1997           1996          1995
                    _______________| __________________________________________
                                   |      (Dollars in thousands)
<S>                     <C>        |     <C>            <C>           <C>
Revenues                $145,159   |     $745,839       $824,221      $751,354
Benefits and                       | 
 expenses                114,766   |      600,696        625,327       616,628
Net income                15,825   |      100,723        129,321        87,510

</TABLE>

At December 31, 1997, participating business approximates 9.73% of life
insurance in force.  Participating life insurance accounted for 2.3% in 1997
and 4.7% in 1996 of premium income from all products written by the Company.



























                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


3.  INVESTMENT OPERATIONS

At December 31, 1997 and 1996, the statement value, gross unrealized gains
and losses, and estimated fair value of the Company's debt securities are as
follows:

<TABLE>
<CAPTION>
                                                Gross       Gross     Estimated
                                  Statement  Unrealized  Unrealized     Fair
                                    Value       Gains      Losses       Value
                                 _______________________________________________
                                              (Dollars in thousands)
<S>                              <C>           <C>          <C>      <C>
December 31, 1997
Bonds:
 United States government
  and agencies:
  Mortgage-backed securities        $44,207      $2,163          --     $46,370
  Other                              12,104         620          --      12,724
 States, municipalities and
  political subdivisions                252           4          --         256
 Public utilities                   312,166      20,285       ($287)    332,164
 Industrial and miscellaneous:
  Mortgage-backed securities        535,225      10,631      (2,412)    543,444
  Other                           1,089,959      78,857      (1,210)  1,167,606
                                 _______________________________________________
Total                            $1,993,913    $112,560     ($3,909) $2,102,564
                                 ===============================================
</TABLE>
<TABLE>
<CAPTION>
                                                Gross       Gross     Estimated
                                  Statement  Unrealized  Unrealized     Fair
                                    Value       Gains      Losses       Value
                                 _______________________________________________
                                              (Dollars in thousands)
<S>                              <C>            <C>        <C>       <C>
December 31, 1996
Bonds:
 United States government
  and agencies:
  Mortgage-backed securities        $60,679      $1,685       ($156)    $62,208
  Other                              22,974         709        (310)     23,373
 States, municipalities and
  political subdivisions                253          --          --         253
 Public utilities                   327,491      12,131      (3,906)    335,716
 Industrial and miscellaneous:
  Mortgage-backed securities        443,299       7,071      (8,860)    441,510
  Other                             902,240      49,388     (10,220)    941,408
                                 _______________________________________________
Total                            $1,756,936     $70,984    ($23,452) $1,804,468
                                 ===============================================
</TABLE>

                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


3.  INVESTMENT OPERATIONS (CONTINUED)

Short-term investments, all with maturities of 30 days or less, have been
excluded from the above schedules.  Statement value approximates estimated
fair value for these securities.

The amortized cost and estimated fair value of the Company's portfolio of
debt securities at December 31, 1997, by contractual maturity, are shown
below.  Expected maturities will differ from contractual maturities because
borrowers may have the right to call or prepay obligations with or without
call or prepayment penalties.

<TABLE>
<CAPTION>
                                                  Statement      Estimated
                                                    Value       Fair Value
                                                 ___________________________
                                                   (Dollars in thousands)
<S>                                              <C>             <C>
Due after one year through five years               $38,994         $40,811
Due after five years through ten years              536,609         564,616
Due after ten years                                 838,878         907,323
                                                 ___________________________
                                                  1,414,481       1,512,750

Mortgage-backed securities                          579,432         589,814
                                                 ___________________________
Total                                            $1,993,913      $2,102,564
                                                 ===========================
</TABLE>

Realized gains (losses) on investments are as follows:

<TABLE>
<CAPTION>
                                            Year ended December 31
                                      1997          1996           1995
                                  _________________________________________
                                              (Dollars in thousands)
<S>                                    <C>            <C>           <C>
Bonds                                  $5,486         $4,611        $3,301
Common stocks of unaffiliated
 mutual funds                           1,831             --            --
Common stocks of affiliated
 mutual funds                           8,915            868           912
Mortgage loans on real estate             394            112           772
Real estate                              (469)           717            --
Other invested assets                   1,621            569         1,988
Tax effect                             (6,222)        (2,517)       (2,441)
Transfer to IMR                        (3,946)        (2,881)       (3,111)
                                  _________________________________________
Net realized capital gains             $7,610         $1,479        $1,421
                                  =========================================

</TABLE>
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


3.  INVESTMENT OPERATIONS (CONTINUED)

Net realized capital gains (losses) include gross gains on the sale or
prepayment of bonds of $7,701,000, $5,030,000 and $4,184,000 and gross losses
on the sale or prepayment of bonds of $2,215,000, $419,000 and $883,000 for
the years ended December 31, 1997, 1996 and 1995, respectively.

Unrealized depreciation of common stock of unaffiliated companies of $189,000
and $191,000 is comprised of gross unrealized appreciation of $47,000 and
$42,000 at December 31, 1997 and 1996, and gross unrealized depreciation of
$236,000 and $233,000 on the individual securities at December 31, 1997 and
1996, respectively.  Unrealized appreciation of affiliated common stock (ING
in 1997, Equitable in 1996) and affiliated mutual funds of $1,119,000 and
$6,764,000 is comprised entirely of gross unrealized appreciation at
December 31, 1997 and 1996, respectively.

The Company's investment policies related to its investment portfolio require
diversification by asset type, company and industry and set limits on the
amount which can be invested in an individual issuer.  Such policies are at
least as restrictive as those set forth by the Insurance Division, Department
of Commerce, of the State of Iowa. Investments in bonds included investments
in various non-governmental mortgage-backed securities (27% in 1997, 25% in
1996), basic industrials (26% in 1997 and 1996), public utilities (16% in
1997, 19% in 1996), consumer products (13% in 1997, 14% in 1996) and
financial companies (10% in 1997, 6% in 1996).  Mortgage loans on real estate
have been analyzed by geographical location and there are no significant
concentrations of mortgage loans in any state.  Mortgage loans on real estate
have also been analyzed by collateral type with significant concentrations
identified in retail facilities (31% in 1997, 36% in 1996), office buildings
(28% in 1997, 21% in 1996), industrial buildings (23% in 1997, 22% in 1996)
and multi-family residential buildings (17% in 1997, 20% in 1996). Common
stocks of unaffiliated companies, real estate and other invested assets are
not significant to the Company's overall investment portfolio.

Mortgage loans are net of loans sold and being serviced for the benefit of
others.  At December 31, 1997, the principal amount of serviced loans was
$8,531,000.  This amount is comprised of loans being serviced by the Company
for USG.  At December 31, 1996, this amount was $9,666,000 and included loans
being serviced by the Company for USG and the Company's separate account
aggregating $9,363,000 and $303,000, respectively.  During 1997, the Company
had sales of mortgage loans to Equitable American of $23,427,000.  The total
mortgage loans sold during 1996 was $24,800,000.  This amount consisted of
sales to Equitable American of $22,870,000 and sales to Golden American Life
Insurance Company ("Golden American") of $1,930,000.

At December 31, 1997, one mortgage loan with a carrying value of $33,000 was
delinquent by 90 days or more.  During the first quarter of 1997, the value
of a mortgage loan with a book value of $4,266,000 was determined to be
impaired other than temporary.  At that time, a valuation allowance was
established to reduce the carrying value of this mortgage loan to its
estimated fair value, resulting in a charge to investment income of $245,000.
The Company foreclosed on property in June 1997 and based upon an appraisal,
recorded a permanent writedown on the real estate investment of $572,000
resulting in a charge to realized losses.  At December 31, 1996, no
investments were identified as having an impairment other than temporary.
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


3.  INVESTMENT OPERATIONS (CONTINUED)

During 1997, the maximum and minimum lending rates for mortgage loans were
8.55% and 7.12% for city loans.  At the issuance of a loan, the percentage of
loan to value on any one loan does not exceed 75%, except for loans made in
accordance with Section 511.8(9)(f) of the Code of Iowa.  All properties
covered by mortgage loans have fire insurance at least equal to the excess of
the loan over the maximum loan that would be allowed on the land without the
building.

At December 31, 1997, affidavits of deposits covering bonds with a par value
of $2,002,654,000 (1996 - $1,769,472,000), mortgage loans with an unpaid
principal balance of $505,419,000 (1996 - $402,911,000) and policy loans with
an unpaid balance of $165,161,000 (1996 - $164,659,000) were on deposit with
state agencies to meet regulatory requirements.

4.  FINANCIAL INSTRUMENTS - RISK MANAGEMENT

HEDGING PROGRAM

During the second quarter of 1996, the Company implemented a hedging program
under which caps and swaptions were purchased to reduce the negative effects
of potential increases in withdrawal activity related to the Company's
annuity liabilities which may result from extreme increases in interest
rates.  The Company purchased caps and swaptions, all during the second
quarter of 1996, with notional amounts totaling $600,000,000 and
$1,300,000,000, respectively, all of which were outstanding at December 31,
1997.  The Company paid approximately $21,100,000 in premiums for these caps
and swaptions in 1996.  The cost of this program has been incorporated into
the Company's product pricing.  The caps and swaptions do not require any
additional payments by the Company.

The agreements for the caps and swaptions entitle the Company to receive
payments from the instruments' counterparties on future reset dates if
interest rates, as specified in the agreements, rise above a specified fixed
rate (9.0% and 9.5%).  The amount of such payments to be received by the
Company for the caps, if any, will be calculated by taking the excess of the
current applicable rate over the specified fixed rate, and multiplying this
excess by the notional amount of the caps.  Payments on swaptions are also
calculated based upon the excess of the current applicable rate over the
specified fixed rate multiplied by the notional amount.  The product of this
rate differential times the notional amount is assumed to continue for a
series of defined future semiannual payment dates and the resulting
hypothetical payments are discounted to the current payment date using the
discount rate defined in the agreement.

In January 1997, the Company introduced an equity-indexed annuity product
which provides a guaranteed base rate of return with a higher potential
return linked to the performance of a broad based equity index.
Concurrently, the Company implemented a hedging program to purchase S&P call
options.  Call options are purchased to hedge potential increases in
policyholder account balances for equity-indexed annuity policies resulting
from increases in the index to which the product is linked.  During 1997, the
Company paid approximately $17,400,000 in premiums for call options, which
mature beginning in 2002 through 2004.  The cost of this program has been
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


4.  FINANCIAL INSTRUMENTS - RISK MANAGEMENT (CONTINUED)

incorporated into the Company's pricing of its equity-indexed annuity
product.  The call options do not require any additional payments by the
Company.

The agreement for the call options entitle the Company to receive payments
from the counterparty if the S&P 500 Index exceeds the specified strike
price on the maturity date.  The amount of such payments to be received by
the Company for the call options, if any, will be calculated by taking the
excess of the average closing price (as defined in the contract) at maturity
over the specified strike price and multiplying this excess by the number of
the S&P 500 units defined in the contract.  Any payments received from the
counterparties will be recorded as an adjustment to other investment income.

The following table summarizes the contractual maturities of notional amounts
by type of instrument at December 31, 1997:

<TABLE>
<CAPTION>
                    1998      1999      2000      2001      2002       Total
                  _____________________________________________________________
                                     (Dollars in thousands)
<S>               <C>       <C>       <C>       <C>       <C>       <C>
Interest rate
 caps                   --        --        --  $400,000  $200,000    $600,000
Cash settled
 put swaptions    $100,000  $400,000  $400,000   350,000    50,000   1,300,000
                  _____________________________________________________________
Total notional
 amount           $100,000  $400,000  $400,000  $750,000  $250,000  $1,900,000
                  =============================================================
</TABLE>

ACCOUNTING TREATMENT

The Company has recorded amortization of the deferred premiums related to the
instruments of $5,844,000 and $3,081,000 for 1997 and 1996, respectively.
Unrealized gains and losses on the caps and swaptions and related assets or
liabilities will not be recorded in income until realized.  The call options
are carried at market value.














                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


4.  FINANCIAL INSTRUMENTS - RISK MANAGEMENT (CONTINUED)

Any unrealized gain or loss on the caps and swaptions is off-balance sheet
and therefore, is not reflected in the financial statements.  The effect of
changes in the market value of the call options will be reflected in the
financial statements in the period of change. During 1997, the Company
increased investment income by recording a market value adjustment of
$3,793,000 on the call options.  The following table summarizes the carrying
value, amortized cost, gross unrealized gains and losses and estimated fair
value on these instruments as of December 31, 1997:

<TABLE>
<CAPTION>
                                               Gross       Gross     Estimated
                      Carrying   Amortized  Unrealized  Unrealized     Fair
                       Value       Cost        Gains      Losses       Value
                     __________________________________________________________
                                        (Dollars in thousands)
<S>                    <C>         <C>          <C>       <C>          <C>
Interest rate caps      $4,073      $4,073          --     ($3,571)       $502
Cash settled put
 swaptions               9,048       9,048          --      (7,039)      2,009
S&P 500 call options    20,267      16,474      $3,967        (174)     20,267
                     __________________________________________________________
Total                  $33,388     $29,595      $3,967    ($10,784)    $22,778
                     ==========================================================

</TABLE>

The differences between fair value from amortized cost for the instruments
reflect changes in interest rates and market conditions since time of
purchase.

EXPOSURE TO LOSS - COUNTERPARTY NONPERFORMANCE

The Company is exposed to the risk of losses in the event of nonperformance
by the counterparties of these instruments.  Losses recorded in the Company's
financial statements in the event of nonperformance will be limited to the
unamortized premium (remaining amortized cost) paid to purchase the
instrument plus the market value adjustment, if any, for these instruments
because no additional payments are required by the Company on these
instruments after the initial premium. Counterparty non-performance would
result in an economic loss if interest rates exceeded the specified fixed
rate for caps and swaptions, or for the call options, the average closing
price at maturity exceeded the specified strike price.  Economic losses would
be measured by the net replacement cost, or estimated fair value, for such
instruments.  The estimated fair value is the average of quotes, if more than
one quote is available, obtained from related and unrelated counterparties.
The Company limits its exposure to such losses by:  diversification among
counterparties, limiting exposure to any individual counterparty based upon
that counterparty's credit rating, and limiting its exposure by instrument
type to only those instruments that do not require future payments.  For
purposes of determining risk exposure to any individual counterparty, the
Company evaluates the combined exposure to that counterparty on both a
derivative financial instruments' level and on the total investment portfolio
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


4.  FINANCIAL INSTRUMENTS - RISK MANAGEMENT (CONTINUED)

credit risk and reports its exposure to senior management at least monthly.  
The maximum potential economic loss (the cost of replacing an instrument or
the net replacement value) due to nonperformance of the counterparties will
increase or decrease during the life of the instruments as a function of 
maturity and market conditions.

The Company determines counterparty credit quality by reference to ratings
from independent rating agencies.  As of December 31, 1997, the ratings
assigned by Standard & Poors' Rating Services by instrument with respect to
the net replacement value (fair value) of the Company's instruments were as
follows:

<TABLE>
<CAPTION>
                                         Net Replacement Value
                       _______________________________________________________
                         Interest        Cash        S&P 500
                           Rate      Settled Put       Call
                           Caps       Swaptions      Options         Total
                       _______________________________________________________
                                         (Dollars in thousands)
<S>                           <C>         <C>          <C>            <C>
Counterparties
 credit quality:
 AAA                          $321          $990            --         $1,311
 AA+ to AA-                    181           620       $14,108         14,909
 A+ to A-                       --           399         6,159          6,558
                       _______________________________________________________
Total                         $502        $2,009       $20,267        $22,778
                       =======================================================
</TABLE>

5.  FAIR VALUES OF FINANCIAL INSTRUMENTS

SFAS No. 107, "Disclosures About Fair Value of Financial Instruments,"
requires disclosure of estimated fair value of all financial instruments,
including both assets and liabilities recognized and not recognized in a
company's balance sheet, unless specifically exempted.  SFAS No. 119,
"Disclosure about Derivative Financial Instruments and Fair Value of
Financial Instruments," requires additional disclosures about derivative
financial instruments.  Most of the Company's investments, investment
contracts and debt fall within the standards' definition of a financial
instrument.  Fair values for the Company's insurance contracts other than
investment contracts are not required to be disclosed.  In cases where quoted
market prices are not available, estimated fair values are based on estimates
using 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.  Accounting, actuarial and regulatory
bodies are continuing to study the methodologies to be used in developing
fair value information, particularly as it relates to liabilities for
insurance contracts.  Accordingly, care should be exercised in deriving
conclusions about the Company's business or financial condition based on the
information presented herein.
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


5.  FAIR VALUES OF FINANCIAL INSTRUMENTS (CONTINUED)

The Company closely monitors the composition and yield of its invested
assets, the duration and interest credited on insurance liabilities and
resulting interest spreads and timing of cash flows.  These amounts are taken
into consideration in the Company's overall management of interest rate risk,
which attempts to minimize exposure to changing interest rates through the
matching of investment cash flows with amounts expected to be due under
insurance contracts.  As discussed below, the Company has used discount rates
in its determination of fair values for its liabilities which are consistent
with market yields for related assets.  The use of the asset market yield is
consistent with management's opinion that the risks inherent in its asset and
liability portfolios are similar.  This assumption, however, might not result
in values consistent with those obtained through an actuarial appraisal of
the Company's business or values that might arise in a negotiated
transaction.

The following compares carrying values as shown for financial reporting
purposes with estimated fair values.

<TABLE>
<CAPTION>
December 31                            1997                      1996
_______________________________________________________________________________
(Dollars in thousands)                     Estimated |               Estimated
                              Carrying       Fair    |  Carrying       Fair
                               Value         Value   |    Value        Value
                            _________________________| ________________________
<S>                          <C>          <C>        | <C>          <C>
ASSETS                                               |
 Bonds                       $1,993,913   $2,102,564 | $1,756,936   $1,804,468
 Common stocks of affiliated                         |
  mutual funds                      214          214 |     15,792       15,792
 Common stocks of                                    |
  unaffiliated companies          7,617       12,804 |      7,089       12,351
 Mortgage loans on                                   |
  real estate                   505,116      535,248 |    402,358      407,169
 Policy loans                   165,161      165,161 |    164,659      164,659
 Cash and short-term                                 |
  investments                    52,474       52,474 |      8,212        8,212
 Derivative financial                                |
  instruments                    33,388       22,778 |     18,041       14,080
 Separate account assets      1,142,251    1,142,251 |    450,623      450,623
                                                     |
LIABILITIES                                          |
 Annuity products             1,599,860    1,379,668 |  1,117,690      952,789
 Borrowed money from parent      50,000       50,000 |         --           --
 Separate account                                    |
  liabilities                 1,142,251    1,008,699 |    450,623      405,086

</TABLE>




                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


5.  FAIR VALUES OF FINANCIAL INSTRUMENTS (CONTINUED)

The following methods and assumptions are used by the Company in estimating
fair values:

BONDS:  Estimated fair values of publicly traded securities are as reported
by an independent pricing service.  Estimated fair values of conventional
mortgage-backed securities not actively traded in a liquid market are
estimated using a third-party pricing system.  This pricing system uses a
matrix calculation assuming a spread over U.S. Treasury bonds based upon the
expected average lives of the securities.  Fair values of private placement
bonds are estimated using a matrix that assumes a spread (based on interest
rates and a risk assessment of the bonds) over U.S. Treasury bonds.
Estimated fair values of redeemable preferred stocks are as reported by the
NAIC.

COMMON STOCKS OF AFFILIATED MUTUAL FUNDS:  Estimated fair values of the
Company's investment in affiliated mutual funds are based upon the latest
quoted market price.

COMMON STOCKS OF UNAFFILIATED COMPANIES:  Estimated fair values are based
upon the latest quoted market prices, where available.  For securities not
actively traded, estimated fair values are based upon values of issues of
comparable yield and quality or conversion value where applicable.

MORTGAGE LOANS ON REAL ESTATE:  Fair values are estimated by discounting
expected cash flows using interest rates currently being offered for
similar loans.

POLICY LOANS:   Carrying values approximate the estimated fair value for
policy loans.

CASH AND SHORT-TERM INVESTMENTS:  Carrying values reported in the Company's
balance sheet approximate estimated fair value for these instruments due to
their short-term nature.

DERIVATIVE FINANCIAL INSTRUMENTS:  The estimated fair values are the
average of quotes, if more than one quote is available, obtained from
related and unrelated counterparties.

SEPARATE ACCOUNT ASSETS:  Separate account assets are based upon the quoted
fair values of the individual securities in the separate account.

ANNUITY PRODUCTS:  Estimated fair values of the Company's liabilities for
future policy benefits for annuity products, including supplemental
contracts without life contingencies are based upon discounted cash flow
calculations.  Cash flows of future policy benefits are discounted using
the market yield rate of the assets supporting these liabilities.

BORROWED MONEY FROM PARENT:  Carrying value reported in the Company's
balance sheet approximates estimated fair value for this instrument which
is callable upon demand.



                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


5.  FAIR VALUES OF FINANCIAL INSTRUMENTS (CONTINUED)

SEPARATE ACCOUNT LIABILITIES:  Separate account liabilities are reported at
estimated fair values of separate account liabilities and based upon
assumptions using an estimated long-term average market rate of return to
discount future cash flows.  The reduction in fair values for separate
account liabilities reflect the present value of future revenues from product
charges or surrender charges.

6.  INCOME TAXES

Prior to October 25, 1997, the Company and its subsidiaries filed a
consolidated federal income tax return with Equitable.  After October 24,
1997, the Company will file a consolidated federal income tax return with its
wholly owned life insurance subsidiaries. Under the Internal Revenue Code,
newly acquired insurance companies must file a separate return for five
years.  Under these arrangements, each company reports current income tax
expense as allocated under the consolidated tax allocation agreement.  Taxes
receivable under this agreement was $22,904,000 and $4,612,000 at December
31, 1997 and 1996, respectively.  Generally, this allocation results in
profitable companies recognizing a tax provision as if the individual company
filed a separate return and loss companies recognizing benefits to the extent
their losses contribute to reduce consolidated taxes.

The Company has established deferred income taxes on its tax-basis deferred
policy acquisition costs.  The effect of this was to decrease income tax
expense by $365,000, $2,980,000 and $2,169,000 for the years ended December
31, 1997, 1996 and 1995, respectively.  The corresponding deferred tax asset
has been non-admitted and, as a result, capital and surplus has not been
impacted by this accounting treatment.  At December 31, 1997, 1996 and 1995,
this is the only item to which deferred income tax accounting has been
applied.

The Company is taxed at usual corporate rates on taxable income based on
existing laws that may result in a provision for federal income taxes that
does not have the customary relationship of taxes to income.  These
differences are principally related to differences in the handling of policy
reserves, deferred acquisition costs, writedowns of investments prior to
disposal, certain compensation related accruals, equity investee income or
losses, and the accrual for market discounts for tax and financial reporting
purposes.

The Internal Revenue Service ("IRS") has examined Equitable's consolidated
income tax returns through 1992.  The 1993 consolidated income tax return was
not examined by the IRS.  The 1994, 1995 and 1996 consolidated income tax
returns remain open to examination.  Management does not believe any
adjustments that have been raised by the IRS will be material to the
financial statements.

Prior to 1984, a portion of the Company's current income was not subject to
current income taxation, but was accumulated for tax purposes in a memorandum
account designated as "policyholders' surplus account." The aggregate
accumulation in this account at December 31, 1997 was $14,388,000.  Should
the policyholders' surplus account of the Company exceed the limitation
prescribed by federal income tax law, or should distributions be made by the
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)

6.  INCOME TAXES (CONTINUED)

Company to the parent company in excess of $335,000,000, such excess would be
subject to federal income taxes at rates then effective.

7.  EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS

Certain key employees of the Company participated in stock incentive plans
sponsored by Equitable which provided for the award of stock options or
shares of stock of Equitable through three means:  qualified incentive stock
options (as defined in the Internal Revenue Code), non-qualified stock
options and restricted shares.  As the result of the merger with ING, these
plans became fully vested, were terminated and fully settled as of the date
of the merger.  The Parent incurred all costs of the final settlement of such
plans as of the merger date.

The incentive stock options were granted from 1983 to October 24, 1997 with
option prices ranging from $3.50 to $55.38, which represents the market value
at the date of grant.  Options became exercisable over the five year period
following the date of grant. Prior to the merger, 60,258 options were
exercised under this plan with option prices ranging from $5.31 to $36.75
during 1997.

The non-qualified stock options were compensatory and required the accrual of
compensation expense over the period of service from the date the options are
granted until they became fully exercisable if market values exceeded the
option price on the measurement date.  No expense was recognized in 1997 and
1996.  During the year ended December 31, 1995, compensation income of $4,000
was recognized related to these options.

The Company also awarded restricted common stock of Equitable to certain key
employees.  These shares were subject to forfeiture to Equitable should the
individuals terminate their relationship with the Company for reasons other
than death, permanent disability or change in Company control prior to full
vesting.  Shares granted to key employees generally vested over three to five
years from the date of grant.  As a result of the merger, all unvested shares
became vested and were issued.  Compensation expense recognized during the
years ended December 31, 1997, 1996 and 1995 aggregated $170,000, $2,697,000
and $1,871,000, respectively.  As a result of the merger, the Parent
reimbursed the Company for $2,436,000 for restricted stock previously
expensed which vested at October 24, 1997.

The Company also participated in a discretionary stock award plan under which
employees and agents were awarded shares of Equitable's stock for superior
performance. During the years ended December 31, 1997, 1996 and 1995, awards
of 700, 620 and 1,370 shares of stock resulted in charges to income of
$41,200, $22,000 and $42,000, respectively.  This plan was also terminated as
of the date of the merger.

Prior to the merger, the Company sponsored a long-term incentive compensation
plan which allowed certain agents to earn units equal to shares of
Equitable's common stock based on personal production and the maintenance of
specific levels of assets under management.  At December 31, 1996, the
Company held 112,000 shares of common stock of Equitable with a market value
of $5,138,000 (cost - $618,000) to provide for projected distributions based
on current performance levels under this plan.  Due to the merger, the plan
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.  EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

was terminated and the Company did not hold any shares related to this plan
at December 31, 1997.  This program resulted in expense of $3,014,000,
$1,195,000 and $736,000 in the years ended December 31, 1997, 1996 and 1995,
respectively.

Substantially all full-time employees of the Company and its subsidiaries are
covered by a non-contributory self-insured defined benefit pension plan.  The
benefits are based on years of service and the employee's compensation during
the last five years of employment.  Further, the Parent sponsors a
supplemental defined benefit plan to provide benefits in excess of amounts
allowed pursuant to Internal Revenue Code Section 401(a)(17) and those
allowed due to integration rules.  The Company also sponsors an unfunded
deferred compensation plan providing benefits to certain former employees.
The Company's funding policy with respect to the plan is consistent with the
funding requirements of federal law and regulations.

As of the merger date, the Company's pension assets were revalued.  This
revaluation resulted in a $14,006,000 adjustment to surplus.



































                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.  EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

The following table sets forth the plans' funded status and amounts
recognized in the Company's balance sheet:

<TABLE>
<CAPTION>
                                                            December 31
                                                         1997         1996
                                                      ________________________
                                                       (Dollars in thousands)
<S>                                                     <C>          <C>
Accumulated benefit obligation, including vested
 benefits of $61,109 at December 31, 1997 and
 $56,780 at December 31, 1996                            $62,037      $57,711
                                                      ========================

Plan assets at fair value, primarily bonds, common
 stocks (including 173,932 shares of the ING
 bearer receipts in 1997 and 400,000 shares of
 Equitable common stock in 1996), mortgage loans
 and short-term investments                             $122,344     $101,025
Projected benefit obligation for service rendered
 to date                                                  69,563       64,764
                                                      ________________________
Plan assets in excess of projected benefit
 obligation                                               52,781       36,261

Unrecognized net gain from past experience
 different from that assumed and effects of changes
 in assumptions                                           (1,001)      (1,544)
Prior service cost not yet recognized                         --          477
Unrecognized net liability at the transition
 date, net of amortization                                    --          344
                                                      ________________________
Prepaid pension cost                                     $51,780      $35,538
                                                      ========================
</TABLE>

















                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.  EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

Net periodic pension benefit included the following components:

<TABLE>
<CAPTION>
                                                 Year ended December 31
                                               1997        1996       1995
                                           __________________________________
                                                    (Dollars in thousands)
<S>                                            <C>        <C>        <C>
Actual return on plan assets                   $25,139    $11,801    $18,201
Service cost-benefits earned
 during the period                              (1,654)    (1,594)    (1,052)
Interest cost on projected
 benefit obligation                             (4,594)    (4,253)    (4,110)
Net amortization and deferral                  (16,942)    (3,599)    (9,945)
                                           __________________________________
Net periodic pension benefit                    $1,949     $2,355     $3,094
                                           ==================================
</TABLE>

The discount rate and rate of increase in future compensation levels used in
determining the actuarial present value of the projected benefit obligation
were 7.25% and 5.0%, respectively, at December 31, 1997.  The discount rate
and rate of increase in future compensation levels used in determining the
actuarial present value of the projected benefits obligation were 7.0% and
5.0%, respectively, at December 31, 1996.  The average expected long-term
rate of return on plan assets was 9.0% in 1997 and 8.0% in 1996 and 1995.

In addition to benefits offered under the aforementioned defined benefit
plan, the Company sponsors plans that provide postretirement medical and
group term life insurance benefits to full-time employees and agents who have
worked for the Company for five years or had been hired, had attained age 50
and had a combined age and years of service of 60 or more before January 1,
1992.  The medical plans are contributory, with retiree contributions
adjusted annually, and contain other cost-sharing features such as
deductibles and coinsurance.

The Company accounts for the cost of the retiree benefit plans on the accrual
method, whereby the Company has elected to amortize its transition obligation
of retirees and fully eligible or vested employees over 20 years.  The
Company has chosen not to fund any amounts in excess of current benefits.












                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.  EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

The following tables sets forth the amounts recognized in the Company's
balance sheet:

<TABLE>
<CAPTION>
                                                            Life
                                                 Medical  Insurance
                                                  Plans     Plans     Total
                                                _____________________________
December 31, 1997                                   (Dollars in thousands)
_____________________________________________________________________________
<S>                                               <C>       <C>       <C>
Accumulated postretirement benefit obligations:
 Retirees                                         $2,331    $1,724    $4,055
 Fully eligible active plan participants             248       106       354
                                                _____________________________
                                                   2,579     1,830     4,409

Unrecognized net obligation at transition         (3,045)   (1,512)   (4,557)
Prior service cost not yet recognized in net
 postretirement benefit cost                         998         1       999
Unrecognized net gain                                442       227       669
                                                _____________________________
Accrued postretirement benefit cost                 $974      $546    $1,520
                                                =============================
December 31, 1996
_____________________________________________________________________________

Accumulated postretirement benefit obligations:
 Retirees                                         $3,978    $2,230    $6,208
 Fully eligible active plan participants           1,051       155     1,206
                                                _____________________________
                                                   5,029     2,385     7,414

Unrecognized net obligation at transition         (3,248)   (1,612)   (4,860)
Prior service cost not yet recognized in net
 postretirement benefit cost                           5        --         5
Unrecognized net loss                               (883)     (313)   (1,196)
                                                _____________________________
Accrued postretirement benefit cost                 $903      $460    $1,363
                                                =============================
</TABLE>











                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.   EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

Net periodic postretirement benefit costs in the statements of operations are
as follows:
<TABLE>
<CAPTION>
                                                            Life
                                                 Medical  Insurance
                                                  Plans     Plans     Total
                                                _____________________________
December 31, 1997                                   (Dollars in thousands)
_____________________________________________________________________________
<S>                                                 <C>       <C>       <C>
Service cost                                        $117       $10      $127
Interest cost                                        171       126       297
Net amortization of prior service cost and
 amortization of unrecognized loss                   106        96       202
                                                _____________________________
Net periodic postretirement benefit cost            $394      $232      $626
                                                =============================

December 31, 1996
_____________________________________________________________________________

Service cost                                         $14        --       $14
Interest cost                                        340      $161       501
Amortization of unrecognized net obligation          203       102       305
Net amortization of prior service cost and
 amortization of unrecognized loss                    26         9        35
                                                _____________________________
Net periodic postretirement benefit cost            $583      $272      $855
                                                =============================

December 31, 1995
_____________________________________________________________________________

Service cost                                         $13        --       $13
Interest cost                                        351      $150       501
Amortization of unrecognized net obligation          204       100       304
Net amortization of prior service cost and
 amortization of unrecognized loss                    (1)       --        (1)
                                                _____________________________
Net periodic postretirement benefit cost            $567      $250      $817
                                                =============================
</TABLE>
The weighted-average annual assumed rate of increase in the per capita cost
of health care benefits (i.e., health care cost trend rate) used in
determining the actuarial present value of the accumulated postretirement
benefit obligation was 10.8% at December 31, 1997 and 11.5% at December 31,
1996 for employees under 65 and 7.5% at December 31, 1997 and 8.0% at
December 31, 1996 for employees over 65, with the rates for both groups to be
graded down to 5.5% for 2005 and thereafter.  The health care cost trend rate
assumption has a significant effect on the amounts reported.  For example,
increasing the assumed health care trend rates by one percent would increase
the accumulated postretirement benefit obligation as of December 31, 1997 by
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


7.   EMPLOYEE STOCK COMPENSATION AND RETIREMENT PLANS (CONTINUED)

$356,000 and net periodic postretirement benefit costs for the year ended
December 31, 1997 by $40,000.  The discount rate used in determining the
accumulated postretirement benefit obligation was 7.25% at December 31, 1997
and 7.0% at December 31, 1996.

Substantially all full-time employees of the Company also are eligible to
participate in a defined contribution pension plan that is qualified under
Internal Revenue Code Section 401(k).  Employees may contribute a portion of
their annual salary, subject to limitation, to the plan.  The Company
contributes an additional amount, subject to limitation, based on the
voluntary contribution of the employee. Company contributions charged to
expense with respect to this plan during the years ended December 31, 1997,
1996 and 1995 were $403,000, $372,000 and $292,000, respectively.

The Company also sponsors an unfunded deferred compensation plan providing
benefits to certain former employees.  The Company recognized benefits
(costs) of $24,000, $(10,000) and $20,000 for the years ended December 31,
1997, 1996 and 1995, respectively.

The Company also has non-contributory defined contribution pension plans tax
qualified and non-qualified for its agents.  Contributions charged to expense
under these plans during the years ended December 31, 1997, 1996 and 1995
were $1,189,000, $710,000 and $729,000, respectively.

Certain of the assets related to these plans are on deposit with the Company
and amounts relating to these plans are included in these financial 
statements.
 

























                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


8.  POLICY AND CONTRACT ATTRIBUTES

A portion of the Company's policy reserves and other policyholders' funds
relate to liabilities established on a variety of the Company's products that
are not subject to significant mortality or morbidity risk (i.e., annuities,
supplementary contracts and separate account reserves); however, there may be
certain restrictions placed upon the amount of funds that can be withdrawn
without penalty.  The reserves on these products, by withdrawal
characteristics for annuities, supplementary contracts and separate account
reserves are summarized as follows:

<TABLE>
<CAPTION>

December 31                           1997                     1996
_______________________________________________________________________________
                                             Percent                  Percent
                                 Amount      of Total     Amount      of Total
                               _______________________  _______________________
                                            (Dollars in thousands)
<S>                            <C>             <C>      <C>             <C>
Subject to discretionary
 withdrawal with market
 value adjustment                $679,532       24%       $314,309       17%
Subject to discretionary
 withdrawal at book value
 less surrender charge
 (charges of 5% or more)          334,468       12         390,271       21
Subject to discretionary
 withdrawal at market
 value                          1,085,268       39         427,809       23
Subject to discretionary
 withdrawal at book value
 (charges of less than 5%)        566,359       20         581,314       32
Not subject to discretionary 
 withdrawal provision             143,816        5         128,092        7
                               _______________________  _______________________
                                2,809,443      100%      1,841,795      100%
Less reinsurance ceded            152,627   ==========     182,496   ==========
                               ___________              ___________
Total policy reserves on
 annuities and deposit
 fund liabilities              $2,656,816               $1,659,299
                               ===========              ===========
</TABLE>










                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


8.  POLICY AND CONTRACT ATTRIBUTES (CONTINUED)

Reserves on the Company's traditional life products are computed using mean
reserving methodologies.  These methodologies result in the establishment of
assets for the amount of the net valuation premiums that are anticipated to
be received between the policy's paid-through date to the policy's next
anniversary date.  At December 31, 1997 and 1996, these assets (which are
reported as premiums deferred and uncollected) and the amounts of the related
gross premiums and loadings are as follows:

<TABLE>
<CAPTION>
                                       Gross         Loading          Net
                                    __________________________________________
                                                 (Dollars in thousands)
<S>                                      <C>            <C>           <C>
December 31, 1997
Ordinary direct first year business         $585          $358           $227
Ordinary direct renewal business          10,991         1,163          9,828
Group life direct business                     1            --              1
Reinsurance ceded                           (842)           --           (842)
                                    __________________________________________
                                         $10,735        $1,521         $9,214
                                    ==========================================
December 31, 1996
Ordinary direct first year business         $651          $451           $200
Ordinary direct renewal business          11,742         1,212         10,530
Group life direct business                     1            --              1
Reinsurance ceded                           (909)           --           (909)
                                    __________________________________________
                                         $11,485        $1,663         $9,822
                                    ==========================================
December 31, 1995
Ordinary direct first year business         $687          $476           $211
Ordinary direct renewal business          12,119         1,164         10,955
Group life direct business                     1            --              1
Reinsurance ceded                           (679)           --           (679)
                                    __________________________________________
                                         $12,128        $1,640        $10,488
                                    ==========================================
</TABLE>

At December 31, 1997 and 1996, the Company had insurance in force aggregating
$156,883,000 and $206,617,000, respectively, in which the gross premiums are
less than the net premiums required by the standard valuation standards
established by the Insurance Division, Department of Commerce, of the State
of Iowa.  The Company established policy reserves of $1,504,000 and
$1,790,000 to cover these deficiencies at December 31, 1997 and 1996,
respectively.

In 1995, the NAIC adopted Guideline XXXIII, which requires the Company to
increase annuity reserves in its statutory-basis financial statements by
approximately $2.5 million. The Company received approval from the Insurance
Division, Department of Commerce, of the State of Iowa to phase this increase
in over a three year period beginning in 1995. A direct charge to surplus of
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


8.  POLICY AND CONTRACT ATTRIBUTES (CONTINUED)

$653,000, $828,000 and $1,011,000 was made for the years ended December 31,
1997, 1996 and 1995, respectively, related to the change in reserve
methodology.

9.  SEPARATE ACCOUNT

The separate account held by the Company represents funds backing the
Company's defined benefit pension plan and its variable annuity product.  The
assets of this account are carried at market value.  Information regarding
the separate account of the Company as of and for the years ended December
31, 1997, 1996 and 1995 is as follows:










































                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)

9.  SEPARATE ACCOUNT (CONTINUED)
<TABLE>
<CAPTION>
                                     Nonindexed        Non-
                                      Guarantee     guaranteed
                                      More than      Separate
                                         4%          Account         Total
                                    __________________________________________
                                                (Dollars in thousands)
<S>                                     <C>           <C>          <C>
1997
______________________________________________________________________________
Premiums, considerations or
 deposits for the year ended
 December 31, 1997                            --      $618,924       $618,924
                                    ==========================================
Reserves at December 31, 1997:
 For accounts with assets at
  market value                          $129,184      $956,085     $1,085,269
                                    ==========================================
Reserves at December 31, 1997:
By withdrawal characteristics:
 Subject to discretionary
  withdrawal at market value            $129,184      $956,085     $1,085,269
                                    ==========================================
1996
______________________________________________________________________________
Premiums, considerations or
 deposits for the year ended
 December 31, 1996                            --      $250,985       $250,985
                                    ==========================================
Reserves at December 31, 1996:
 For accounts with assets at
  market value                          $106,789      $321,020       $427,809
                                    ==========================================
Reserves at December 31, 1996:
By withdrawal characteristics:
 Subject to discretionary
  withdrawal at market value            $106,789      $321,020       $427,809
                                    ==========================================
1995
______________________________________________________________________________
Premiums, considerations or
 deposits for the year ended
 December 31, 1995                            --       $65,987        $65,987
                                    ==========================================
Reserves at December 31, 1995:
 For accounts with assets at
  market value                           $98,018       $68,868       $166,886
                                    ==========================================
Reserves at December 31, 1995:
By withdrawal characteristics:
 Subject to discretionary
  withdrawal at market value             $98,018       $68,868       $166,886
                                    ==========================================
</TABLE>
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


9.  SEPARATE ACCOUNT (CONTINUED)

A reconciliation of the amounts transferred to and from the separate account
is presented below:

<TABLE>
<CAPTION>
                                              Year ended December 31
                                        1997           1996          1995
                                    __________________________________________
                                                (Dollars in thousands)
<S>                                     <C>           <C>             <C>
Transfers as reported in summary
 of operations of the separate
 account statement:
 Transfers to separate account          $619,052      $251,010        $66,029
 Transfers from separate account          79,206        29,549          9,127
                                    __________________________________________
Net transfers to separate account        539,846       221,461         56,902

Reconciling adjustments:
 Surrender and annual charges
  received by the general account            (26)         (220)           (13)
 1994 admin fees paid to general
  account in 1995                             --            --             (1)
                                    __________________________________________
Transfers as reported in the
 summary of operations of the
 life, accident and health
 annual statement                       $539,820      $221,241        $56,888
                                    ==========================================
</TABLE>

10.  RELATED PARTY TRANSACTIONS

The Company purchases investment management services from an affiliate.
Payments for these services aggregated $6,194,000, $2,740,000 and $2,469,000
during the years ended December 31, 1997, 1996 and 1995, respectively.

Golden American provides certain advisory, computer and other resources and
services to the Company.  Expenses for these services incurred by the Company
totaled $4,330,000 for the year ending December 31, 1997.  No services were
provided by Golden American in 1996.

The Company has a service agreement with Golden American and its subsidiary
in which the Company provides administrative and financial related services.
For the year ending December 31, 1997, revenues of $29,000 were recorded
which reduced general expenses as a result of this agreement.

The Company guarantees all contractual policy claims of USG.  Also, the
Company has a guaranty agreement with Golden American.  In consideration of
an annual fee, payable June 30, the Company guarantees to Golden American
that it will make the funds available, if needed, to Golden American to pay
the contractual claims made under the provisions of Golden American's life
insurance and annuity contracts.  The agreement is not, and nothing contained
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


10.  RELATED PARTY TRANSACTIONS (CONTINUED)

therein or done pursuant thereto by the Company shall deemed to constitute, a
direct or indirect guaranty by the Company of the payment of any debt or
other obligation, indebtedness or liability, of any kind or character
whatsoever, of Golden American.  The agreement does not guarantee the value
of the underlying assets held in separate accounts in which funds of variable
life insurance and variable annuity policies have been invested.  The
calculation of the annual fee is based on risk based capital.  As Golden
American's risk based capital level was above required amounts, no annual fee
was received in 1997.

The Company maintained a line of credit agreement with Equitable to
facilitate the handling of unusual and/or unanticipated short-term cash
requirements. Under the agreement which expired on December 31, 1997, the
Company could borrow up to $30,000,000.  Interest on any outstanding
borrowings was charged at the rate of Equitable's monthly average aggregate
cost of short-term funds plus 1.00%.  Under this agreement, the Company
incurred interest expense on the note totaling $4,000, $288,000 and $358,000
for the years ended December 31, 1997, 1996 and 1995, respectively.  At
December 31, 1997, no amounts were outstanding under the line of credit.

On April 15, 1997, the Company issued a promissory note in the amount of
$50,000,000 to Equitable.  Interest is charged at an annual rate of 8.75%.
The Company incurred interest of $3,088,000 on this note for the year ended
December 31, 1997.  As of December 31, 1997, the Company's liability for
borrowed money amounted to $50,000,000.

The Company maintains a reciprocal loan agreement with ING America Insurance
Holdings, Inc. ("ING America"), a Delaware corporation and affiliate of EIC,
to facilitate the handling of unusual and/or unanticipated short-term cash
requirements. Under this agreement, which became effective January 1, 1998
and expires December 31, 2007, the Company and ING America can borrow up to
$30,000,000 from one another. Interest on any Company borrowings is charged
at the rate of ING America's cost of funds for the interest period plus
0.15%.  Interest on any ING America borrowings is charged at a rate based on
the prevailing interest rate of U.S. commercial paper available for purchase
with a similar arrangement.

Certain investments accounted for by the equity method currently have
mortgage loans outstanding with the Company.  Generally, these loans were
made on substantially the same terms, including interest rates and
collateral, as those prevailing at the time for comparable transactions with
unrelated parties. At December 31, 1996 and 1995, $433,000 and $458,000,
respectively, were outstanding under these arrangements and have been
reported herein as mortgage loans on real estate.









                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


11.  REINSURANCE

Policy reserves, premiums and expenses are stated net of amounts related to
reinsurance agreements.  Annuity and life policy reserves have been reduced
by $160,737,000 at December 31, 1997 and $189,976,000 at December 31, 1996,
for reinsurance ceded to other companies, including USG (see below).  To the
extent reinsuring companies are later unable to meet obligations under
reinsurance agreements, the Company would be liable.  Annuity and life
premiums have likewise been reduced by $6,287,000, $5,845,000 and $15,537,000
and insurance benefits have been reduced by $7,985,000, $4,301,000 and
$8,131,000 in 1997, 1996 and 1995, respectively, for the cession agreements.
The amount of reinsurance assumed is not significant.

Reinsurance coverages for life insurance vary according to the age of the
insured and risk classification with retention limits ranging up to $500,000
of coverage per individual life.  At December 31, 1997, life insurance in
force ceded amounted to $1,282,369,000 or approximately 15.04% of total life
insurance in force.

In addition, the Company cedes certain annuity policies to its wholly owned
subsidiary, USG, under an agreement that pays the Company a commission of
5.0% of premiums ceded.  Under this reinsurance agreement, the Company cedes
renewal premiums on deferred annuity policies issued prior to January 1,
1994, and immediate annuity policies issued prior to January 1, 1996.  During
the years ended December 31, 1997, 1996 and 1995, the Company ceded
(recaptured) net premiums to (from) USG of $529,000, $(280,000) and
$8,988,000 resulting in commissions of $10,000, $15,000 and $504,000,
respectively.  Reserves ceded under this agreement aggregated $152,627,000
and $182,496,000 at December 31, 1997 and 1996, respectively.  In 1996,
approximately $24,000,000 of reserves were transferred to the Company as a
result of the recapture of supplementary contracts previously reinsured by
USG.

Effective January 1, 1997, the Company entered into a coinsurance agreement
with USG. Under this agreement the Company assumes all of USG's Choice Index
Annuity policies and pays USG an allowance equal to commissions paid plus a
fee of 0.1% of premiums. At December 31, 1997, the Company had assumed
premiums and reserves of $135,458,000 and $140,121,000, respectively.  For
the year ending December 31, 1997, the Company incurred $8,213,000 of
commissions plus fees.

A wholly owned subsidiary of USG, USGL Service Corporation, services policies
ceded by the Company under the above reinsurance agreement.  Under this
agreement, USGL Service Corporation receives from the ceding company a
commission and expense allowance of 4.9% of premiums ceded by the Company.
The Company paid $12,000, $14,000 and $494,000 during the years ended
December 31, 1997, 1996 and 1995, respectively.








                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


12.  COMMITMENTS AND CONTINGENCIES

GUARANTY FUND ASSESSMENTS

Assessments are levied on the Company by life and health guaranty
associations in most states in which the Company is licensed to cover losses
of policyholders of insolvent or rehabilitated insurers.  In some states,
these assessments can be partially recovered through a reduction in future
premium taxes.  Additionally, many states allow companies to establish
admitted assets when paid and amortize such assets over periods of time
dictated by the individual states at the time of payment.  The Company
accrues for such assessments only when notice of such assessment is received
from a state guaranty fund; accordingly, no amounts have been provided in the
accompanying financial statements for estimated future assessments.  However,
such assessments may be material in the future.

LEASES AND OTHER COMMITMENTS

The Company leases its home office space and certain other equipment under
operating leases which expire through 2017.  During the years ended
December 31, 1997, 1996 and 1995, rent expense totaled $4,138,000, $2,570,000
and $2,001,000, respectively.  At December 31, 1997, minimum rental payments
due under all non-cancelable operating leases are: 1998 - $5,713,000; 1999 -
$4,440,000; 2000 - $3,876,000; 2001- $2,852,000; 2002 - $2,645,000; and
thereafter - $38,428,000.

At December 31, 1997, outstanding commitments to fund equity investments
totaled $2,521,000.

LITIGATION

USG, a wholly owned subsidiary of the Company, is a defendant in a class
action complaint filed in the state circuit court of Kentucky in September
1997.  The suit claims unspecified damages and injunctive relief as a result
of alleged improper actions related to the interest rate adjustment
provisions of USG's fixed annuity contracts.  The Company believes the
allegations are without merit.  The original plaintiff punitive class
representative has been joined by an additional named plaintiff who claims
also to be a class representative.  The suit is in the early procedural
stage.  The Company intends to defend the suit vigorously, including
vigorously contesting its class action status.  The amount of any liability
which may arise as a result of this suit, if any, cannot be reasonably
estimated and no provision for loss has been made in the accompanying
financial statements.

The Company and certain of its subsidiaries are defendants in class action
lawsuits filed in the United States District Court for the Middle District of
Florida, Tampa Division, in February 1996 ("Florida action") and in the
Superior court of the State of Arizona in and for Pima county ("Arizona
action").  These suits claimed unspecified damages as a result of alleged
improper life insurance sales practices.  The Company denies the allegations
in these class action lawsuits but entered into a settlement to limit
additional expense and burden on its operations.  The settlement has been
approved by the federal court in the Florida action and by the Arizona court
in the Arizona action.  Approximately $1,600,000 of incremental costs were
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


12.  COMMITMENTS AND CONTINGENCIES (CONTINUED)

incurred in 1997 related to this matter.  The Company has not established a
reserve for the settlement and expects to incur total incremental costs of
$20,500,000, of which, a substantial portion will be incurred in 1998.
Owners of approximately 130,000 universal and whole life insurance policies
issued by the Company from 1984 through 1996 may be eligible to receive the
following benefits provided by the settlement:  1) one time enhancement to
the interest component of the policy; 2) one time enhancement to the dividend
component of the policy; 3) optional premium loans that would allow
policyholders to borrow at reduced rates; 4) enhanced value deferred
annuities to holders of affected policies; 5) enhanced value immediate
annuities to affected policyholders; and 6) enhanced value life policies to
affected policyholders.  In addition, the settlement provides Individual
Claim-Review Relief (an arbitration-type process) for policyholders who
believe they may have been misled or otherwise harmed in connection with
their policies.

In the ordinary course of business, the Company and its subsidiaries are also
engaged in certain other litigation, none of which management believes is
material.

VULNERABILITY FROM CONCENTRATIONS

The Company has various concentrations in its investment portfolio (see Note
3 for further information).  The Company's asset growth, net investment
income and cash flows are primarily generated from the sale of individual
fixed annuity policies, variable products and associated future policy
benefits and separate account liabilities. Substantial changes in tax laws
that would make these products less attractive to consumers, extreme
fluctuations in interest rates or stock market returns which may result in
higher lapse experience than assumed, could cause a severe impact to the
Company's financial condition.  The Company has purchased interest rate caps
and swaptions for its hedging program (see Note 4) to mitigate the financial
statement impact of significant increases in interest rates.

YEAR 2000 (UNAUDITED)

Based on a study of its computer software and hardware, EIC, the Company's
parent, has determined the Company's exposure to the Year 2000 change of the
century date issue.  EIC has developed a plan to modify its information
technology to be ready for the Year 2000.  Efforts began in 1997 to modify
its systems.  This project is expected to be substantially completed by the
second quarter of 1999.  The projected cost of the Year 2000 project is
approximately $4,000,000 to $6,000,000.  During 1997, the Company incurred
costs of $1,027,000 for the Year 2000 project.  While additional testing will
be conducted on its systems through the Year 2000, the Company does not
expect this project to have a significant effect on operations.

To mitigate the effect of outside influences and other dependencies relative
to the Year 2000, the Company will be contacting significant customers,
suppliers and other third parties.  To the extent these third parties would
be unable to transact business in the Year 2000 and thereafter, the Company's
operations could be adversely affected.

                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


13.  CONDENSED FINANCIAL INFORMATION OF SUBSIDIARIES

Summarized financial information - statutory-basis of USG is summarized as
follows:
<TABLE>
<CAPTION>
                                                       December 31
                                                 1997              1996
                                            _________________________________
                                                   (Dollars in thousands)
<S>                                             <C>               <C>
ADMITTED ASSETS
Cash and investments                            $7,243,763        $6,743,918
Investment income due and accrued                   98,483            95,012
Other assets                                        17,698            16,834
                                            _________________________________
Total admitted assets                           $7,359,944        $6,855,764
                                            =================================
LIABILITIES AND CAPITAL AND SURPLUS
Liabilities:
 Annuity and life policy reserves               $6,463,224        $6,083,650
 Other policy liabilities                          216,707           174,987
 Interest maintenance reserve                       46,991            41,874
 Other liabilities                                  83,785            83,877
 Asset valuation reserve                            72,779            60,635
                                            _________________________________
Total liabilities                                6,883,486         6,445,023

Capital and surplus                                476,458           410,741
                                            _________________________________
Total liabilities and capital and surplus       $7,359,944        $6,855,764
                                            =================================
</TABLE>
<TABLE>
<CAPTION>
                                               Year Ended December 31
                                           1997         1996          1995
                                       _______________________________________
                                               (Dollars in thousands)
<S>                                     <C>          <C>           <C>
Premiums, policy proceeds and
 other considerations                   $1,142,107   $1,178,006    $1,361,405
Investment income, less
 investment expenses                       550,805      516,686       459,572
Other income                                37,185       20,693        15,502
Benefits                                (1,504,198)  (1,467,525)   (1,611,882)
Insurance expenses                        (102,275)    (136,273)     (135,186)
Federal income taxes                       (43,341)     (43,415)      (27,158)
                                       _______________________________________
Gain from operations before net
 realized capital gains (losses)            80,283       68,172        62,253
Net realized capital gains (losses)            484          113        (2,527)
                                       _______________________________________
Net income                                 $80,767      $68,285       $59,726
                                       =======================================
</TABLE>
                   Equitable Life Insurance Company of Iowa

                   Notes to Financial Statements (continued)


13.  CONDENSED FINANCIAL INFORMATION OF SUBSIDIARIES (CONTINUED)

The Company also owns 100% of the outstanding stock of Equitable American and
Equitable Companies. At December 31, 1997 and 1996, the Company's investment
in Equitable American aggregated $149,086,000 and $140,268,000, respectively.
At December 31, 1997 and 1996, the Company's investment in Equitable
Companies aggregated $2,073,000 and $1,938,000, respectively.  Operations of
these subsidiaries are considered immaterial to the Company's financial
statements.














































            Equitable Life Insurance Company of Iowa - Statutory-Basis
                                  Schedule I
                            Summary of Investments-
                    Other Than Investments in Related Parties
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                       Balance
                                                                         Sheet
December 31, 1997                         Cost 1         Value          Amount
_______________________________________________________________________________
<S>                                     <C>            <C>          <C>
TYPE OF INVESTMENT
Fixed maturities:
 Bonds:
  United States government and govern-
   mental agencies and authorities         $56,311       $59,094       $56,311
  States, municipalities and
   political subdivisions                      252           256           252
  Public utilities                         312,166       332,164       312,166
  All other corporate bonds              1,625,184     1,711,050     1,625,184
                                        _______________________________________
Total fixed maturities                   1,993,913     2,102,564     1,993,913

Equity securities:
 Common stocks:
  Affiliates                               408,837       631,814       631,814
  Industrial, miscellaneous and
   all other                                 7,806         7,617         7,617
                                        _______________________________________
Total equity securities                    416,643       639,431       639,431

Mortgage loans on real estate              505,116                     505,116
Real estate                                  3,449                       3,449
Policy loans                               165,161                     165,161
Cash and short-term investments             52,474                      52,474
Derivative financial instruments            16,474                      33,388
Funds in transit                             7,746                       7,746
Other invested assets                        5,959                       5,959
                                        ___________                 ___________
Total cash and investments              $3,166,935                  $3,406,637
                                        ===========                 ===========

<FN>
       Note 1:  Cost is defined as amortized cost for bonds and short-term
                investments adjusted for amortization of premiums and
                accrual of discounts.


</TABLE>










            Equitable Life Insurance Company of Iowa - Statutory-Basis
                                 Schedule III
                      Supplementary Insurance Information
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                   Future
                                   Policy                 Other
                                Benefits,                Policy
                                  Losses,                Claims
                                   Claims                   and
                                      and        Un-      Bene-
                                     Loss     earned       fits       Premium
Segment                          Expenses   Premiums    Payable       Revenue
______________________________________________________________________________
<S>                            <C>                <C>    <C>       <C>
Year ended December 31, 1997:

 Life insurance                $2,637,144         --     $8,949    $1,155,513

Year ended December 31, 1996:

 Life insurance                $2,260,773         --     $6,148      $569,866

Year ended December 31, 1995:

 Life insurance                $2,028,318         --     $6,232      $354,601

</TABLE>
<TABLE>
<CAPTION>
                                            Benefits
                                             Claims,
                                              Losses
                                      Net        and      Other
                                  Invest-    Settle-     Opera-
                                     ment       ment       ting       Premium
Segment                            Income   Expenses   Expenses       Written
______________________________________________________________________________
<S>                              <C>        <C>        <C>                 <C>
Year ended December 31, 1997:

  Life insurance                 $282,745   $681,645   $675,809            --

Year ended December 31, 1996:

  Life insurance                 $252,120   $445,383   $300,601            --

Year ended December 31, 1995:

  Life insurance                 $234,864   $364,993   $130,927            --

</TABLE>







            Equitable Life Insurance Company of Iowa - Statutory-Basis
                                Schedule IV
                                Reinsurance
                           (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                    Percentage
                                    Ceded to     Assumed             of Amount
                           Gross       Other  from Other       Net     Assumed
                          Amount   Companies   Companies    Amount      to Net
______________________________________________________________________________
<S>                   <C>         <C>         <C>       <C>             <C>
Year ended December
 31, 1997:
 Life insurance in
  force               $9,808,737  $1,282,369        --  $8,526,368         --

 Insurance premiums
  and charges         $1,026,478      $6,950  $135,985  $1,155,513      11.77%

Year ended December
 31, 1996:
 Life insurance in
  force               $9,676,791  $1,199,227        --  $8,477,564         --

 Insurance premiums
  and charges           $575,412      $6,574    $1,027    $569,865       0.18%

Year ended December
 31, 1995:
 Life insurance in
  force               $9,282,614  $1,170,058        --  $8,112,556         --

 Insurance premiums
  and charges           $370,395     $15,794        --    $354,601         --

</TABLE>

















                                Financial Statements
                                                                             
                     Equitable Life Insurance Company of Iowa
                                                                             
                For the Periods October 25, 1997 through December 31,
                1997 and January 1, 1997 through October 24, 1997 and
                                   the Years ended
                              December 31, 1996 and 1995
                         with Report of Independent Auditors
                                                              
 





































                  Equitable Life Insurance Company of Iowa
                                                                             
                            Financial Statements
                                                                             
                                                                             
                  For the Periods October 25, 1997 through
                December 31, 1997 and January 1, 1997 through
                    October 24, 1997 and the Years ended
                         December 31, 1996 and 1995
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                   CONTENTS
                                                                             
Report of Independent Auditors                           
                                                               
Audited Financial Statements
                                                                            
Consolidated Balance Sheets                              
Consolidated Statements of Income                        
Consolidated Statements of Changes in Stockholder's Equity  
Consolidated Statements of Cash Flows                    
Notes to Consolidated Financial Statements               
                                                                             
                                                                             
                                                                             
                                                                             






























                       Report of Independent Auditors
                                                                             
                                                                             
                                                                             
The Board of Directors and Stockholder
Equitable Life Insurance Company of Iowa
                                                                             
                                                                             
We have audited the accompanying consolidated balance sheets of Equitable
Life Insurance Company of Iowa (wholly owned by Equitable of Iowa Companies,
Inc.) as of December 31, 1997 and 1996, and the related consolidated
statements of income, changes in stockholder's equity, and cash flows for the
periods from October 25, 1997 through December 31, 1997 and January 1, 1997
through October 24, 1997 and the years ended December 31, 1996 and 1995.  Our
audits also included the financial statement schedules in the Index at Item
24.  These financial statements and schedules are the responsibility of the
Company's management.  Our responsibility is to express an opinion on these
financial statements and schedules 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.
                                                                             
In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of Equitable Life Insurance Company of Iowa at December 31, 1997 and 1996,
and the consolidated results of their operations and their cash flows for the
periods from October 25, 1997 through December 31, 1997 and January 1, 1997
through October 24, 1997 and the years ended December 31, 1996 and 1995, in
conformity with generally accepted accounting principles.  Also, in our
opinion, the related financial statement schedules, when considered in
relation to the basic financial statements taken as a whole, present fairly
in all material respects the information set forth therein.
                                                                             
                                                      /S/ Ernst & Young LLP
February 12, 1998


















                  Equitable Life Insurance Company of Iowa
                        Consolidated Balance Sheets
                (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
                                                     POST-MERGER    PRE-MERGER
                                                     __________________________
                                                     December 31,| December 31,
                                                         1997    |     1996
                                                     ____________| ____________
<S>                                                  <C>         | <C>
ASSETS                                                           |
Investments                                                      |
 Fixed maturities, available for sale,                           |
  at fair value (cost: 1997 - $8,097,413;                        |
  1996 - $7,282,582)                                  $8,181,037 |  $7,456,401
 Equity securities of unaffiliated companies, at                 |
  fair value (cost: 1997 - $57,172; 1996 - $48,821)       63,712 |      77,148
 Equity securities of affiliated company, at fair                |
  value (cost: 1997 - $4,159; 1996 - $618)                 3,982 |       5,138
 Mortgage loans on real estate                         2,087,057 |   1,689,088
 Real estate, less allowance for depreciation                    |
  of $48 in 1997 and $4,588 in 1996                       16,419 |       8,613
 Policy loans                                            191,375 |     185,853
 Short-term investments                                   86,185 |      15,852
                                                     ____________| ____________
Total investments                                     10,629,767 |   9,438,093
                                                                 |
Cash and cash equivalents                                 35,383 |      11,741
Securities and indebtedness of related parties            12,397 |       7,872
Accrued investment income                                137,238 |     131,152
Notes and other receivables                               27,799 |      21,062
Deferred policy acquisition costs                         27,592 |     721,690
Present value of in force acquired                       315,469 |          --
Property and equipment, less allowance for                       |
 depreciation of $666 in 1997 and $13,105 in 1996         14,204 |       9,620
Intangible assets, less accumulated amortization                 |
 of $5,307 in 1997 and $632 in 1996                    1,268,484 |       2,343
Other assets                                              97,492 |      82,031
Due from affiliates                                       23,115 |       5,039
Separate account assets                                1,142,251 |     450,632
                                                     ____________| ____________
Total assets                                         $13,731,191 | $10,881,275
                                                     ==========================
</TABLE>














See accompanying notes.
                  Equitable Life Insurance Company of Iowa
                   Consolidated Balance Sheets (continued)
                (Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
                                                     POST-MERGER    PRE-MERGER
                                                     __________________________
                                                     December 31,| December 31,
                                                         1997    |     1996
                                                     ____________| ____________
<S>                                                  <C>         | <C>
LIABILITIES AND STOCKHOLDER'S EQUITY                             |
Policy liabilities and accruals:                                 |
 Future policy benefits:                                         |
  Annuity and interest sensitive life products        $9,177,107 |  $8,389,888
  Traditional life insurance products                    703,671 |     712,296
  Unearned revenue reserve                                15,996 |      18,398
 Other policy claims and benefits                         11,720 |       7,481
                                                     ____________| ____________
                                                       9,908,494 |   9,128,063
                                                                 |
Other policyholders' funds:                                      |
 Advance premiums and other deposits                         203 |         597
 Accrued dividends                                        12,404 |      12,807
                                                     ____________| ____________
                                                          12,607 |      13,404
                                                                 |
Deferred income taxes                                     31,335 |      43,201
Note payable to parent                                    50,000 |          --
Due to affiliates                                         20,491 |       8,518
Other liabilities                                        203,843 |     188,493
Separate account liabilities                           1,142,251 |     450,632
                                                     ____________| ____________
Total liabilities                                     11,369,021 |   9,832,311
                                                                 |
Commitments and contingencies                                    |
                                                                 |
Stockholder's equity:                                            |
 Common stock, par value $1.00 per share -                       |
  authorized 7,500,000 shares, issued and                        |
  outstanding 5,000,300 shares                             5,000 |       5,000
 Additional paid-in capital                            2,287,046 |     274,009
 Unrealized appreciation (depreciation) of                       |
  securities at fair value                                54,299 |     108,968
 Retained earnings                                        15,825 |     660,987
                                                     ____________| ____________
Total stockholder's equity                             2,362,170 |   1,048,964
                                                     ____________| ____________
Total liabilities and stockholder's equity           $13,731,191 | $10,881,275
                                                     ==========================
</TABLE>








See accompanying notes.
                Equitable Life Insurance Company of Iowa
                    Consolidated Statements of Income
                        (Dollars in thousands)
<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
<S>                               <C>     |    <C>        <C>        <C>
Revenues:                                 |
 Annuity and interest sensitive           |
  life product charges            $14,022 |     $70,404    $62,638    $51,466
 Traditional life                         |
  insurance premiums                6,498 |      32,105     39,566     43,425
 Net investment income            120,466 |     624,122    705,074    638,056
 Realized gains on investments      4,051 |      18,775     16,213      9,524
 Other income                         122 |         433        730      8,883
                              ____________| __________________________________
                                  145,159 |     745,839    824,221    751,354
Benefits and expenses:                    |
 Annuity and interest sensitive           |
  life benefits:                          |
  Interest credited to                    |
   account balances                81,956 |     390,722    437,702    390,039
  Benefit claims incurred in              |
   excess of account balances       3,166 |      10,000      7,892     10,396
 Traditional life                         |
  insurance benefits                7,076 |      37,797     44,316     68,338
 Decrease in future                       |
  traditional policy benefits        (618)|      (3,812)    (1,243)    (6,867)
 Distributions to participating           |
  policyholders                     3,779 |      21,087     25,209     25,125
 Underwriting, acquisition and            |
  insurance expenses:                     |
  Commissions                      23,888 |     129,924    130,379    146,224
  General expenses                  9,525 |      74,740     48,461     40,867
  Insurance taxes                   1,119 |       7,428      7,391     45,472
  Policy acquisition costs                |
   deferred                       (29,649)|    (150,887)  (156,041)  (178,133)
  Amortization:                           |
   Deferred policy acquisition            |
    costs                           1,823 |      81,119     79,306     72,537
   Present value in force                 |
    acquired                        6,669 |          --         --         --
   Goodwill                         5,308 |          62         74         74
                              ____________| __________________________________
                                  114,042 |     598,180    623,446    614,072

</TABLE>




See accompanying notes.
                Equitable Life Insurance Company of Iowa
               Consolidated Statements of Income (continued)
                        (Dollars in thousands)
<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
<S>                               <C>     |    <C>        <C>         <C>
Interest expense                     $724 |      $2,514     $1,880     $2,565
Other expenses                         -- |           2          1         (9)
                              ____________| __________________________________
                                  114,766 |     600,696    625,327    616,628
                              ____________| __________________________________
                                   30,393 |     145,143    198,894    134,726
Income taxes                       14,497 |      44,775     69,486     47,233
                              ____________| __________________________________
                                   15,896 |     100,368    129,408     87,493
Equity income (loss), net of              |
 related income taxes                 (71)|         355        (87)        17
                              ____________| __________________________________
Net income                        $15,825 |    $100,723   $129,321    $87,510
                              ================================================
</TABLE>





























See accompanying notes.
                  Equitable Life Insurance Company of Iowa
         Consolidated Statements of Changes in Stockholder's Equity
                          (Dollars in thousands)
<TABLE>
<CAPTION>
                                                 Unreal-
                                                  ized
                                                  Appre-
                                                 ciation
                                                 (Depre-
                                                 ciation)
                                       Addi-       of                  Total
                                      tional    Securities            Stock-
                            Common    Paid-In    at Fair  Retained   holder's
                            Stock     Capital     Value   Earnings    Equity
                           ____________________________________________________

                                                PRE-MERGER
                           ____________________________________________________
<S>                         <C>     <C>         <C>       <C>       <C>
Balance at January 1,
 1995                       $5,000    $224,009  ($24,320) $468,156    $672,845
 Net income                     --          --        --    87,510      87,510
 Unrealized appreciation
  of securities at fair
  value                         --          --   237,039        --     237,039
 Contributions from parent      --      50,000        --        --      50,000
                           ____________________________________________________
Balance at December 31,
 1995                        5,000     274,009   212,719   555,666   1,047,394
 Net income                     --          --        --   129,321     129,321
 Dividends paid to parent       --          --        --   (24,000)    (24,000)
 Unrealized depreciation
  of securities at fair
  value                         --          --  (103,751)       --    (103,751)
                           ____________________________________________________
Balance at December 31,
 1996                        5,000     274,009   108,968   660,987   1,048,964
 Net income                     --          --        --   100,723     100,723
 Unrealized appreciation
  of securities at fair
  value                         --          --    48,751        --      48,751
                           ____________________________________________________
Balance at October 24,
 1997                       $5,000    $274,009  $157,719  $761,710  $1,198,438
                           ====================================================
                                                POST-MERGER
                           ____________________________________________________
Balance at October 25,
 1997                       $5,000  $2,287,046        --        --  $2,292,046
 Net income                     --          --        --   $15,825      15,825
 Unrealized appreciation
  of securities at fair
  value                         --          --    $54,299       --      54,299
                           ____________________________________________________
Balance at December 31,
 1997                       $5,000  $2,287,046   $54,299   $15,825  $2,362,170
                           ====================================================
</TABLE>
See accompanying notes.
                  Equitable Life Insurance Company of Iowa
                   Consolidated Statements of Cash Flows
                         (Dollars in thousands)
<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
<S>                               <C>     |    <C>        <C>        <C>
OPERATING ACTIVITIES                      |
Net income                        $15,825 |    $100,723   $129,321    $87,510
Adjustments to reconcile net              |
 income to net cash provided by           |
 operations:                              |
 Adjustments related to                   |
  annuity and interest sensi-             |
  tive life products:                     |
  Interest credited to account            |
   balances                        81,225 |     385,908    434,621    390,039
  Charges for mortality and               |
   administration                 (12,787)|     (63,006)   (63,398)   (54,308)
  Change in unearned revenues         666 |         237      1,226       (293)
 Increase (decrease) in                   |
  traditional life policy                 |
  liabilities, and accruals         1,634 |        (735)    (3,582)     2,758
 Decrease in other policy-                |
  holders' funds                     (629)|        (168)        (2)      (756)
 Decrease (increase) in accrued           |
  investment income                 1,055 |      (7,141)    (8,318)   (16,875)
 Policy acquisition costs                 |
  deferred                        (29,649)|    (150,887)  (156,041)  (178,133)
 Amortization of present value            |
  of in force acquired              6,669 |          --         --         --
 Amortization of deferred policy          |
  acquisition costs                 1,823 |      81,119     79,306     72,537
 Change in other assets, other            |
  liabilities and accrued                 |
  income taxes                     24,122 |     (33,779)   (13,270)    42,496
 Provision for depreciation and           |
  amortization                     15,381 |       3,243        982     (8,449)
 Provision for deferred income            |
  taxes                             5,344 |       9,181         --      1,117
 Share of losses (equity in               |
  earnings) of related                    |
  parties                              80 |        (546)       133        (27)
 Realized gains on investments     (4,051)|     (18,775)   (16,213)    (9,524)
                              ____________| __________________________________
Net cash provided by operating            |
 activities                       106,708 |     305,374    384,765    328,092

</TABLE>


See accompanying notes.
                   Equitable Life Insurance Company of Iowa
                Consolidated Statements of Cash Flows (continued)
                           (Dollars in thousands)
<TABLE>
<CAPTION>
                               POST-MERGER            PRE-MERGER
                               _________________________________________________
                                 For the   |  For the
                                  period   |   period
                               October 25, | January 1,
                               1997 through|1997 through      Year ended
                               December 31,|October 24,       December 31
                                   1997    |    1997        1996        1995
                               ____________|____________________________________
<S>                               <C>      | <C>         <C>         <C>
INVESTING ACTIVITIES                       |
Sale, maturity or repayment                |
 of investments:                           |
 Fixed maturities                          |
  - available for sale            $138,039 |   $755,639    $525,164    $145,173
 Fixed maturities                          |
  - held for investment                 -- |         --          --     203,395
 Equity securities                   3,834 |     16,782      16,358       6,572
 Mortgage loans on real estate      27,725 |     70,623      80,257      53,544
 Real estate                            -- |      3,007       7,414       2,030
 Policy loans                        4,568 |     26,511      32,417      28,436
 Short-term investments - net           -- |         --      19,431      10,514
                               ____________|____________________________________
                                   174,166 |    872,562     681,041     449,664
Acquisition of investments:                |
 Fixed maturities                          |
  - available for sale            (190,030)| (1,165,709)   (902,978)   (943,285)
 Fixed maturities                          |
  - held for investment                 -- |         --          --     (59,759)
 Equity securities                    (362)|     (2,498)    (14,523)    (32,097)
 Mortgage loans on real estate     (81,105)|   (326,322)   (599,802)   (612,449)
 Real estate                           (36)|       (112)       (710)     (1,018)
 Policy loans                       (4,896)|    (31,705)    (35,847)    (34,411)
 Short-term investments - net       (2,822)|    (67,504)         --          --
                               ____________|____________________________________
                                  (279,251)| (1,593,850) (1,553,860) (1,683,019)
Disposal of investments account-           |
 ed for by the equity method           103 |      3,770         790         498
Additions to investments                   |
 accounted for by the                      |
 equity method                        (641)|     (5,669)     (2,500)         --
Proceeds from sale of interest             |
 in Equitable of Iowa Companies      6,155 |         --          --          --
Purchase of ING Groep N.V. shares          |
 from separate account              (2,774)|         --          --          --
Repayments of notes receivable          -- |        200         200       1,317
Sales of property and equipment        546 |      2,477         177         109
Purchases of property and                  |
 equipment                          (2,570)|     (9,544)     (5,592)     (3,397)
                               ____________|____________________________________
Net cash used in investing                 |
 activities                       (104,266)|   (730,054)   (879,744) (1,234,828)

</TABLE>
See accompanying notes.
                  Equitable Life Insurance Company of Iowa
               Consolidated Statements of Cash Flows (continued)
                          (Dollars in thousands)
<TABLE>
<CAPTION>
                               POST-MERGER             PRE-MERGER
                               ________________________________________________
                                 For the   |   For the
                                  period   |    period
                               October 25, |  January 1,
                               1997 through| 1997 through      Year ended
                               December 31,| October 24,       December 31
                                   1997    |     1997        1996       1995
                               ____________| __________________________________
<S>                               <C>      |  <C>         <C>        <C>
FINANCING ACTIVITIES                       |
Proceeds from line of credit               |
 borrowings                             -- |    $183,296   $592,289   $754,104
Repayment of line of credit                |
 borrowings                             -- |    (183,296)  (592,289)  (754,104)
Issuance of note payable                   |
 to parent                              -- |      50,000         --         --
                               ____________| __________________________________
                                        -- |      50,000         --         --
Receipts from annuity and                  |
 interest sensitive life                   |
 policies credited to policy-              |
 holder account balances          $229,040 |   1,444,453  1,498,885  1,691,189
Return of policyholder account             |
 balances on annuity policies              |
 and interest sensitive life               |
 policies                         (208,384)|  (1,068,426)  (978,555)  (835,893)
Net reallocations to                       |
 separate accounts                    (489)|        (314)        --         --
Contributions from parent               -- |          --         --     50,000
Dividends paid to parent                -- |          --    (24,000)        --
                               ____________| __________________________________
Net cash provided by financing             |
 activities                         20,167 |     425,713    496,330    905,296
                               ____________| __________________________________
Increase (decrease) in cash                |
 and cash equivalents               22,609 |       1,033      1,351     (1,440)
                                           |
Cash and cash equivalents at               |
 beginning of period                12,774 |      11,741     10,390     11,830
                               ____________| __________________________________
Cash and cash equivalents at               |
 end of period                     $35,383 |     $12,774    $11,741    $10,390
                               ============| ==================================
</TABLE>









See accompanying notes.
                  Equitable Life Insurance Company of Iowa
               Consolidated Statements of Cash Flows (continued)
                          (Dollars in thousands)
<TABLE>
<CAPTION>
                               POST-MERGER             PRE-MERGER
                               ________________________________________________
                                 For the   |   For the
                                  period   |    period
                               October 25, |  January 1,
                               1997 through| 1997 through      Year ended
                               December 31,| October 24,       December 31
                                   1997    |     1997        1996       1995
                               ____________| __________________________________
<S>                                     <C>|      <C>        <C>        <C>
SUPPLEMENTAL DISCLOSURES OF                |
 CASH FLOW INFORMATION                     |
Cash paid during the period for:           |
 Interest                               -- |      $2,156     $1,876     $2,567
 Income taxes                           -- |      51,337     69,171     33,490
Non-cash investing and                     |
 financing activities:                     |
 Foreclosure of mortgage loans,            |
  including taxes and costs                |
  capitalized (1997: $50 and               |
  1996: $15)                            -- |       7,913        690         --

</TABLE>































See accompanying notes.
                  Equitable Life Insurance Company of Iowa
                                                                             
                 Notes to Consolidated Financial Statements
                                                                        
                              December 31, 1997
                                                                             
                                                                             
                                                                       
                                                                             
1.  SIGNIFICANT ACCOUNTING POLICIES
                                                                             
ORGANIZATION
                                                                             
Equitable Life Insurance Company of Iowa (the "Company") is a wholly owned
subsidiary of Equitable of Iowa Companies, Inc.  The Company and its
subsidiary, USG Annuity & Life Company ("USG"), offer various insurance
products including deferred and immediate fixed annuities, variable annuities
and interest sensitive and traditional life insurance.  These products are
marketed by the Company's career agency force, independent insurance agents,
broker/dealers and financial institutions. The Company's primary customers
are individuals.
                                                                             
On October 24, 1997, PFHI Holdings, Inc. ("PFHI"), a Delaware corporation,
acquired all of the outstanding capital stock of Equitable of Iowa Companies
("Equitable"), pursuant to an Agreement and Plan of Merger ("Merger
Agreement") among Equitable, PFHI and ING Groep N.V. ("ING").  PFHI is a
wholly owned subsidiary of ING, a global financial services holding company
based in The Netherlands.  As a result of the merger, Equitable was merged
into PFHI which was simultaneously renamed Equitable of Iowa Companies, Inc.
("EIC" or the "Parent"), a Delaware corporation.
                                                                             
For financial statement purposes, the merger was accounted for as a purchase
effective October 25, 1997.  The merger resulted in a new basis of accounting
reflecting estimated fair value of assets and liabilities at the merger date.
As a result, the Company's financial statements for the period subsequent to
October 24, 1997, are presented on the Post-Merger new basis of accounting
and for October 24, 1997 and prior periods on the Pre-Merger basis of
accounting.
                                                                             
CONSOLIDATION
                                                                             
The consolidated financial statements include the Company and its
subsidiaries. The Company's principal subsidiaries are USG, Equitable
American Insurance Company and Equitable Companies.  At December 31, 1997 and
1996, all subsidiaries are wholly owned.  All significant intercompany
accounts and transactions have been eliminated.
                                                                           
INVESTMENTS
                                                                             
FIXED MATURITIES:  Statement of Financial Accounting Standards ("SFAS") No.
115, "Accounting for Certain Investments in Debt and Equity Securities,"
requires fixed maturity securities to be designated as either "available for
sale," "held for investment" or "trading."  Sales of fixed maturities
designated as "available for sale" are not restricted by SFAS No. 115.
Available for sale securities are reported at fair value and unrealized gains
and losses on these securities are included directly in stockholder's equity,
after adjustment for related changes in deferred policy acquisition costs
("DPAC"), present value of in force acquired ("PVIF"), policy reserves and
deferred income taxes.  At December 31, 1997 and 1996, all of the Company's
fixed maturity securities are designated as available for sale although the
Company is not precluded from designating fixed maturity securities as held
for investment or trading at some future date.
                                                                             
Securities determined to have a decline in value that is other than temporary
are written down to estimated fair value which becomes the security's new cost
basis by a charge to realized losses in the Company's Statements of Income.  
Premiums and discounts are amortized/accrued utilizing the scientific interest
method which results in a constant yield over the security's expected life.
Amortization/accrual of premiums and discounts on mortgage-backed securities 
incorporates a prepayment assumption to estimate the securities' expected
lives.
                                                                             
EQUITY SECURITIES:  Equity securities (common and non-redeemable preferred
stocks) are reported at estimated fair value if readily marketable or
conversion value, if applicable. The change in unrealized appreciation and
depreciation of marketable equity securities (net of related deferred income
taxes, if any) is included directly in stockholder's equity. Equity
securities determined to have a decline in value that is other than temporary
are written down to estimated fair value which becomes the securities' new
cost basis by a charge to realized losses in the Company's Statements of
Income.
                                                                             
MORTGAGE LOANS:  Mortgage loans on real estate are reported at cost adjusted
for amortization of premiums and accrual of discounts.  If the value of any
mortgage loan is determined to be impaired (i.e., when it is probable the
Company will be unable to collect all amounts due according to the
contractual terms of the loan agreement), the carrying value of the mortgage
loan is reduced to the present value of expected future cash flows from the
loan, discounted at the loan's effective interest rate, or to the loan's
observable market price, or the fair value of the underlying collateral.  The
carrying value of impaired loans is reduced by the establishment of a
valuation allowance which is adjusted at each reporting date for significant
changes in the calculated value of the loan.  Changes in this valuation
allowance are charged or credited to income.
                                                                             
REAL ESTATE:  Real estate, which includes real estate acquired through
foreclosure, is reported at cost less allowances for depreciation.  Real
estate acquired through foreclosure, or in-substance foreclosure, is recorded
at the lower of cost (which includes the balance of the mortgage loan, any
accrued interest and any costs incurred to obtain title to the property) or
fair value at or before the foreclosure date.  The carrying value of these
assets is subject to review when events or circumstances indicate an
impairment might exist.  If the estimated undiscounted cash flows are less
than the carrying amount of the assets, an impairment in value is deemed to
exist and an impairment loss is recognized.  The carrying value of the asset
is written down to an amount representing the sum of the estimated discounted
cash flows which becomes the asset's new cost basis.
                                                                             
OTHER INVESTMENTS:  Policy loans are reported at unpaid principal.  Short-
term investments are reported at cost adjusted for amortization of premiums
and accrual of discounts.  Investments accounted for by the equity method
include investments in, and advances to, various joint ventures and
partnerships in which the Company has a less than controlling interest.
                                                                            
FAIR VALUES:  Estimated fair values, as reported herein, of publicly traded
fixed maturity securities are as reported by an independent pricing service.
Fair values of conventional mortgage-backed securities not actively traded in
a liquid market are estimated using a third party pricing system.  This
pricing system uses a matrix calculation assuming a spread over U.S. Treasury
bonds based upon the expected average lives of the securities.  Fair values
of private placement bonds are estimated using a matrix that assumes a spread
(based on interest rates and a risk assessment of the bonds) over U.S.
Treasury bonds.  Estimated fair values of redeemable preferred stocks are as
reported by the National Association of Insurance Commissioners ("NAIC").
Estimated fair values of equity securities are based on the latest quoted
market prices or conversion value, if applicable.  Estimated fair values of
the Company's investment in its registered separate accounts are based upon
the quoted fair value of the securities comprising the individual portfolios
underlying the separate accounts.  Fair values of equity securities which are
not readily marketable, are estimated based upon values which are
representative of the fair values of issues of comparable yield and quality.
Realized gains and losses are determined on the basis of specific
identification and average cost methods for manager initiated and issuer
initiated disposals, respectively.
                                                                             
FINANCIAL INSTRUMENTS

The premiums paid for interest rate caps ("caps") and cash settled put
swaptions ("swaptions") are deferred and reported at amortized cost and
included in other assets.  The premiums paid for Standard & Poors' ("S&P")
500 ([email protected].) Index Call Options ("call options," or 
collectively with the caps and swaptions, "instruments") are deferred and 
reported at amortized cost plus intrinsic value, if any and included in other
assets.  The deferred premiums are amortized over the term of the instruments
on a straight-line basis.  Amortization of the deferred premium and any 
payments received in accordance with the terms of the instruments are recorded
as an adjustment to interest credited.  The instruments do not require any 
additional payments by the Company.  Unrealized gains and losses on the caps
and swaptions are not recorded in income until realized.  For the call options,
the unrealized gains and losses related to the change in their intrinsic value 
will be an adjustment to interest credited.
                                                                             
The call options were purchased to hedge potential increases in policyholder
account balances for equity-indexed annuity policies resulting from increases
in the index to which the product is linked.  The call options used are
designated as a hedge and reduce the indicated risk by having a high
correlation of changes in the value of the call options and the policy
benefits being hedged at both the inception of the hedge and throughout the
hedge period.  Should such criteria not be met, hedge accounting would be
discontinued and the call options would be marked-to-market with the change
recorded in net income.
                                                                             
CASH AND CASH EQUIVALENTS
                                                                             
For purposes of the consolidated statements of cash flows, the Company
considers all demand deposits and interest-bearing accounts not related to
the investment function to be cash equivalents.  All interest-bearing
accounts classified as cash equivalents have original maturities of three
months or less.
                                                                             
DEFERRED POLICY ACQUISITION COSTS
                                                                             
Certain costs of acquiring new insurance business, principally commissions
and other expenses related to the production of new business, have been
deferred.  For annuity and interest sensitive life products, such costs are
being amortized generally in proportion to the present value (using the
assumed crediting rate) of expected gross profits. This amortization is
"unlocked" when the Company revises its estimate of current or future gross
profits to be realized from a group of products.  For traditional life
insurance  products,  such  costs  are being amortized over the premium-
paying period of the related policies in proportion to premium revenues
recognized, using principally the same assumptions for interest, mortality
and withdrawals that are used for computing liabilities for future policy
benefits subject to traditional "lock-in" concepts.  DPAC is adjusted to
reflect the pro-forma impact of unrealized gains and losses on fixed maturity
securities the Company has designated as "available for sale" under SFAS No.
115.
                                                                             
PRESENT VALUE OF IN FORCE ACQUIRED
                                                                             
As a result of the merger, a portion of the acquisition cost was allocated to
the right to receive future cash flows from existing insurance contracts.
This allocated cost represents the present value of in force acquired which
reflects the value of those purchased policies calculated by discounting
actuarially determined expected future cash flows at the discount rate
determined by the purchaser.  Amortization of PVIF is charged to expense in
proportion to expected gross profits.  This amortization is "unlocked" when
the Company revises its estimate of current or future gross profits to be
realized from the insurance contracts acquired.  PVIF is adjusted to reflect
the pro forma impact of unrealized gains and losses on available for sale
fixed maturities.
 
PROPERTY AND EQUIPMENT
                                                                             
Property and equipment primarily represent leasehold improvements at the
Company's headquarters and at various agency offices, office furniture and
equipment and capitalized computer software and are not considered to be
significant to the Company's overall operations.  Property and equipment are
reported at cost less allowances for depreciation.  Depreciation expense is
computed primarily on the basis of the straight-line method over the
estimated useful lives of the assets.
                                                                             
INTANGIBLE ASSETS
                                                                             
Intangible assets include goodwill established as result of the merger.
Goodwill established as a result of the merger is being amortized over 40
years using the straight-line method.
                                                                             
FUTURE POLICY BENEFITS
                                                                             
Future policy benefits for fixed annuity and interest sensitive life products
are established utilizing the retrospective deposit accounting method.
Policy reserves represent the premiums  received  plus  accumulated
interest, less mortality and  administration  charges.  Interest credited to
these policies ranged from 3.00% to 11.40% during 1997, 3.00% to 11.00%
during 1996 and 3.35% to 11.35% during 1995.  For equity-indexed annuity
policies, such future policy benefits are increased to reflect the intrinsic
value of the liability option (i.e., increases in the index to which the
product is linked).
                                                                           
The liability for future policy benefits for traditional life insurance
products has been calculated on a net-level premium basis.  Interest
assumptions range from 2.75% for 1956 and prior issues to a 9.00% level,
graded to 6.00% after twenty years for current issues. Mortality, morbidity
and withdrawal assumptions generally are based on actual experience. These
assumptions have been modified to provide for possible adverse deviation from
the assumptions. Future dividends for participating business (which accounted
for 1.26% of premiums and 8.17% of life insurance in force in 1997) are
provided for in the liability for future policy benefits.
                                                                            
The unearned revenue reserve primarily reflects the unamortized balance of
the excess of first year administration charges over renewal period
administration charges (policy initiation fees) on fixed annuity and interest
sensitive life products. These excess charges have been deferred and are
being recognized in income over the period benefited using the same
assumptions and factors used to amortize DPAC.
                                                                             
SEPARATE ACCOUNT
                                                                             
Assets and liabilities of the separate account reported in the accompanying
balance sheets represent funds that are separately administered principally
for variable annuity contracts, as well as, the Company's defined pension 
benefit plan assets and liabilities.  Contractholders, rather than the Company,
bear the investment risk for variable products.  At the direction of the 
Contractholders, the separate account invests the premiums from the sale
of variable annuity products in shares of specified mutual funds.  The assets
and liabilities of the separate account are clearly identified and
segregated from other assets and liabilities of the Company.  The portion of
the separate account assets applicable to variable annuity contracts cannot
be charged with liabilities arising out of any other business the Company may
conduct.
                                                                             
Variable separate account assets carried at fair value of the underlying
investments generally represent Contractholder investment values maintained
in the account.  Variable separate account liabilities represent account
balances for the variable annuity contracts invested in the separate
account.  The Company's separate account assets and liabilities for its
pension plan represent the estimated fair values of the pension plan assets
and associated liabilities.  Net investment income and realized and unrealized
capital gains and losses related to separate account assets are not reflected
in the accompanying Statements of Income.
                                                                             
Product charges recorded by the Company from variable annuity products
consist of charges applicable to each contract for mortality and expense
risk, contract administration and surrender charges.
                                                                             
RECOGNITION OF PREMIUM REVENUES AND COSTS
                                                                             
Revenues for fixed annuity and interest sensitive life products consist of
policy charges for the cost of insurance, policy administration charges,
amortization of policy initiation fees and surrender charges assessed against
policyholder account balances during the period.  Expenses related to these
products include interest credited to policyholder account balances and
benefit claims incurred in excess of policyholder account balances.
                                                                             
Traditional life insurance premiums are recognized as revenues over the
premium-paying period.  Future policy benefits and policy acquisition costs
are associated with the premiums as earned by means of the provision for
future policy benefits and amortization of DPAC.
                                                                             
DEFERRED INCOME TAXES
                                                                             
Deferred tax assets or liabilities are computed based on the difference
between the financial statement and income tax bases of assets and
liabilities using the enacted marginal tax rate.  Deferred tax assets or
liabilities are adjusted to reflect the pro forma impact of unrealized gains
and losses on equity securities and fixed maturity securities the Company has
designated as available for sale under SFAS No. 115. Changes in deferred tax
assets or liabilities resulting from this SFAS No. 115 adjustment are charged
or credited directly to stockholder's equity.  Deferred income tax expenses
or credits reflected in the Company's Statements of Income are based on the
changes in the deferred tax asset or liability from period to period
(excluding the SFAS No. 115 adjustment).
                                                                             
DIVIDEND RESTRICTIONS
                                                                             
The Company's ability to pay dividends to its Parent is restricted because
prior approval of insurance regulatory authorities is required for payment of
dividends to the stockholder which exceed an annual limitation. On August 12,
1996, the Company paid a dividend to Equitable of $24,000,000.  During 1998,
the Company could pay dividends to its Parent of approximately $104,322,000
without prior approval of regulatory authorities.
                                                                             
USE OF ESTIMATES
                                                                             
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
affecting the amounts reported in the financial statements and accompanying
notes.  Actual results could differ from those estimates.
                                                                             
Management is required to utilize historical experience and assumptions about
future events and circumstances in order to develop estimates of material
reported amounts and disclosures.  Included among the material (or
potentially material) reported amounts and disclosures that require extensive
use of estimates and assumptions are (1) estimates of fair values of
investments in securities and other financial instruments, as well as fair
values of policyholder liabilities, (2) policyholder liabilities, (3)
deferred policy acquisition costs and present value of in force acquired, (4)
fair values of assets and liabilities recorded as a result of the merger, (5)
net assets for pension and liabilities for postretirement benefits, (6) asset
valuation allowances, (7) guaranty fund assessment accruals, (8) deferred tax
benefits (liabilities) and (9) estimates for commitments and contingencies
including legal matters, if a liability is anticipated and can be reasonably
estimated. Estimates and assumptions regarding all of the preceding are
inherently subject to change and are reassessed periodically.  Changes in
estimates and assumptions could materially impact the financial statements.
                                                                            
2.  BASIS OF FINANCIAL REPORTING
                                                                             
The financial statements of the Company differ from related statutory-basis
financial statements principally as follows:  (1) acquisition costs of
acquiring new business are deferred and amortized over the life of the
policies rather than charged to operations as incurred; (2) an asset
representing the present value of future cash flows from insurance contracts
acquired was established as a result of the merger and is amortized and
charged to expense; (3) future policy benefit reserves for annuity and
interest sensitive life products are based on full account values, rather
than the greater of cash surrender value or amounts derived from discounting
methodologies utilizing statutory interest rates; (4) future policy benefit
reserves on traditional life insurance products are based on reasonable
assumptions of expected mortality, interest and withdrawals which include a
provision for possible unfavorable deviation from such assumptions, which may
differ from reserves based upon statutory mortality rates and interest; (5)
reserves are reported before reduction for reserve credits related to
reinsurance ceded and a receivable is established, net of an allowance for
uncollectible amounts, for these credits rather than presented net of these
credits; (6) fixed maturity investments are designated as "available for
sale" and valued at fair value with unrealized appreciation/depreciation, net
of adjustments to deferred income taxes (if applicable), present value of in
force acquired and deferred policy acquisition costs, credited/charged
directly to stockholder's equity rather than valued at amortized cost; (7)
the carrying value of fixed maturity securities is reduced to fair value by a
charge to realized losses in the Statements of Income when declines in
carrying value are judged to be other than temporary, rather than through the
establishment of a formula-determined statutory investment reserve (carried
as a liability), changes in which are charged directly to surplus; (8)
deferred income taxes are provided for the difference between the financial
statement and income tax bases of assets and liabilities; (9) net realized
gains or losses attributed to changes in the level of interest rates in the
market are recognized when the sale is completed rather than deferred and
amortized over the remaining life of the fixed maturity security or mortgage
loan; (10) gains arising from sale-leaseback transactions are deferred and
amortized over the life of the lease rather than recognized in the period of
sale; (11) a liability is established for anticipated guaranty fund
assessments, net of related anticipated premium tax credits, rather than
capitalized when assessed and amortized in accordance with procedures
permitted by insurance regulatory authorities; (12) a prepaid pension cost
asset established in accordance with SFAS No. 87, "Employers' Accounting for
Pensions," agents' balances and certain other assets designated as "non-
admitted assets" for statutory purposes are reported as assets rather than
being charged to surplus; (13) revenues for annuity and interest sensitive
life products consist of policy charges for the cost of insurance, policy
administration charges, amortization of policy initiation fees and surrender
charges assessed rather than premiums received; (14) the financial statements
of the Company's wholly owned subsidiaries are consolidated rather than
recorded at the equity in net assets; (15) expenses for postretirement
benefits other than pensions are recognized for all qualified employees
rather than for only vested and fully-eligible employees, and the
accumulated postretirement benefit obligation for years prior to adoption of
SFAS No. 106, "Employers' Accounting for Postretirement Benefits Other than
Pensions," was recognized as a cumulative effect of change in accounting
method rather than deferred and amortized over twenty years; (16) assets and
liabilities are restated to fair values when a change in ownership occurs,
with provisions for goodwill and other intangible assets, rather than
continuing to be presented at historical cost; (17) amortization of the cost
of interest rate caps and cash settlement put swaptions purchased in
conjunction with the Company's hedging program are recorded in interest
credited rather than as a deduction from net investment income; (18) the S&P
500 call options are carried at amortized cost plus intrinsic value, if any,
reporting amortization in interest credited rather than recorded at market
value with changes in the market value reported in net investment income; and
(19) certain contingent liabilities (i.e. class action lawsuits) are expensed
when the amount of the loss is probable and estimable rather than provided
for as incurred.

Net income for the Company as determined in accordance with statutory
accounting practices was $111,932,000 in 1997, $96,841,000 in 1996, and
$87,179,000 in 1995. Total statutory capital and surplus was $647,622,000 at
December 31, 1997 and $567,316,000 at December 31, 1996.
                                                                             











3.  INVESTMENT OPERATIONS
                                                                             
INVESTMENT RESULTS
                                                                             
Major categories of net investment income are summarized below:
<TABLE>
<CAPTION>
                               POST-MERGER             PRE-MERGER
                               ________________________________________________
                                 For the   |   For the
                                  period   |    period
                               October 25, |  January 1,
                               1997 through| 1997 through      Year ended
                               December 31,| October 24,       December 31
                                   1997    |     1997        1996       1995
                               ____________| __________________________________
                                           |   (Dollars in thousands)
<S>                               <C>      |    <C>        <C>        <C>
Fixed maturities                   $96,165 |    $506,533   $576,781   $558,903
Equity securities                    1,153 |       3,687      3,080      1,255
Mortgage loans on real estate       24,688 |     124,037    125,144     76,382
Real estate                            404 |       1,481      2,588      2,747
Policy loans                         1,745 |       8,983     10,414     10,049
Short-term investments                 840 |       2,610      1,397      1,275
Other - net                            425 |       1,234      1,007        996
                               ____________| __________________________________
                                   125,420 |     648,565    720,411    651,607
                                           |
Less investment expenses            (4,954)|     (24,443)   (15,337)   (13,551)
                               ____________| __________________________________
Net investment income             $120,466 |    $624,122   $705,074   $638,056
                               ================================================
</TABLE>

Realized gains (losses) on investments are as follows:
<TABLE>
<CAPTION>
                               POST-MERGER                PRE-MERGER
                               ________________________________________________
                                 For the   |   For the
                                  period   |    period
                               October 25, |  January 1,
                               1997 through| 1997 through      Year ended
                               December 31,| October 24,       December 31
                                   1997    |     1997        1996       1995
                               ____________| __________________________________
                                           |   (Dollars in thousands)
<S>                                 <C>    |     <C>        <C>        <C>
Fixed maturities:                          |
 Available for sale                 $1,217 |     $13,939    $13,557    ($3,401)
 Held for investment                    -- |          --         --      9,330
Equity securities                    3,664 |       3,258        869        912
Mortgage loans on real estate         (830)|          --         --         --
Real estate                             -- |         (43)     1,218       (161)
Equity investments                      -- |       1,621        569      2,844
                               ____________| __________________________________
Realized gains on investments       $4,051 |     $18,775    $16,213     $9,524
                               ================================================
</TABLE>

The change in unrealized appreciaiton (depreciation) on securities at fair 
value is as follows:
<TABLE>
<CAPTION>
                               POST-MERGER                PRE-MERGER
                               ________________________________________________
                                 For the   |   For the
                                  period   |    period
                               October 25, |  January 1,
                               1997 through| 1997 through      Year ended
                               December 31,| October 24,       December 31
                                   1997    |     1997        1996       1995
                               ____________| __________________________________
                                           |   (Dollars in thousands)
<S>                                <C>     |    <C>       <C>         <C>
Fixed maturities                           |
 Available for sale                $83,624 |    $165,128  ($293,555)  $507,971
 Held for investment                    -- |          --         --    334,708
Equity securities                    6,363 |      (6,737)    29,060      1,614
                               ____________| __________________________________
Unrealized appreciation                    |
 (depreciation) of                         |
 investments                       $89,987 |    $158,391  ($264,495)  $844,293
                               ================================================
</TABLE>

FIXED MATURITY AND EQUITY SECURITIES
                                                                             
SFAS No. 115 requires the carrying value of fixed maturity securities
classified as available for sale to be adjusted for changes in market value,
primarily caused by interest rates.  While other related accounts are
adjusted as discussed above, the insurance liabilities supported by these
securities are not adjusted under SFAS No. 115, thereby creating volatility
in stockholder's equity as interest rates change.  As a result, the Company
expects that its stockholder's equity will be exposed to incremental
volatility due to changes in market  interest  rates  and  the  accompanying
changes in  the  reported value of securities classified as available for
sale, with equity increasing as market interest rates decline and,
conversely, decreasing as market interest rates rise.
 
At December 31, 1997 and 1996, amortized cost, gross unrealized gains and
losses and estimated fair value of the Company's fixed maturity securities,
all of which are designated as available for sale, are as follows:

















<TABLE>
<CAPTION>
                                           Gross        Gross      Estimated
                            Amortized   Unrealized   Unrealized      Fair
                              Cost         Gains       Losses        Value
                           __________________________________________________
                                         (Dollars in thousands)

December 31, 1997                                 POST-MERGER
_____________________________________________________________________________
<S>                        <C>            <C>          <C>        <C>
U.S. government and
 governmental agencies
 and authorities:
 Mortgage-backed
  securities                 $217,909       $1,083         ($86)    $218,906
 Other                         31,265           88           --       31,353
States, municipalities
 and political
 subdivisions                  16,095          117          (99)      16,113
Foreign governments            13,738          528           --       14,266
Public utilities            1,183,863       18,758         (688)   1,201,933
Investment grade
 corporate                  3,290,428       44,010         (931)   3,333,507
Below investment grade
 corporate                    802,539        7,237       (4,741)     805,035
Mortgage-backed
 securities                 2,541,194       20,787       (2,439)   2,559,542
Redeemable preferred
 stocks                           382           --           --          382
                           __________________________________________________
Total                      $8,097,413      $92,608      ($8,984)  $8,181,037
                           ==================================================

December 31, 1996                                  PRE-MERGER
_____________________________________________________________________________
U.S. government and
 governmental agencies
 and authorities:
 Mortgage-backed
  securities                 $251,342       $9,674        ($755)    $260,261
 Other                         87,374        2,125       (1,420)      88,079
States, municipalities
 and political
 subdivisions                  15,131        1,134           --       16,265
Foreign governments            10,572        2,706           --       13,278
Public utilities            1,205,377       41,076      (15,757)   1,230,696
Investment grade
 corporate                  2,654,742      156,968      (16,290)   2,795,420
Below investment grade
 corporate                    707,260       13,981      (15,992)     705,249
Mortgage-backed
 securities                 2,350,168       41,857      (45,259)   2,346,766
Redeemable preferred
 stocks                           616           --         (229)         387
                           __________________________________________________
Total                      $7,282,582     $269,521     ($95,702)  $7,456,401
                           ==================================================
</TABLE>

Short-term investments, all with maturities of 30 days or less, have been
excluded from the above schedules.  Amortized cost approximates estimated
fair value for these securities.
                                                                             
At December 31, 1997, net unrealized investment gains on fixed maturity
securities designated as available for sale totaled $83,624,000.  This
appreciation caused an increase in stockholder's equity of $50,163,000 at
December 31, 1997 (net of deferred income taxes of $27,011,000, an adjustment
of $234,000 to DPAC and an adjustment of $6,216,000 to PVIF).
                                                                             
At December 31, 1996, net unrealized investment gains on fixed maturity
securities designated as available for sale totaled $173,819,000.  This
appreciation caused an increase in stockholder's equity of $76,121,000 at
December 31, 1996 (net of deferred income taxes of $43,533,000 and an
adjustment of $54,165,000 to DPAC).
                                                                             
At December 31, 1997, net unrealized appreciation of equity securities of
$6,363,000 was comprised of net unrealized depreciation of $186,000 on the
Company's investment in affiliated common stock and its registered separate
account, gross unrealized appreciation of $6,550,000 on an investment in a
real estate investment trust and gross unrealized depreciation of $1,000 on
other equity securities.  The Company's investment in the real estate
investment trust had an estimated fair value of $63,431,000 and a cost basis
of $56,881,000 at December 31, 1997.  The estimated fair value of the
Company's investment is based upon conversion value.  Conversion value is
derived from the quoted market value of the publicly traded security into
which the Company's investment can be converted and the issuer's cash flow
from operations.  As such, changes in operating cash flows or the quoted
market price of the issuer may result in significant volatility in the
estimated fair value of the Company's investment.
                                                                             
At December 31, 1996, net unrealized appreciation of equity securities of
$32,847,000 was comprised of gross unrealized appreciation of $6,765,000 on
the Company's investment in affiliated common stock and its registered
separate account, gross unrealized appreciation of $26,315,000 on an
investment in a real estate investment trust and gross unrealized
depreciation of $233,000 on other equity securities.  The Company's
investment in the real estate investment trust had an estimated fair value of
$61,339,000 and a cost basis of $35,024,000 at December 31, 1996.
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             







The amortized cost and estimated fair value of fixed maturity securities, by
contractual maturity,  at December 31, 1997, are shown below.  Expected
maturities will differ from contractual maturities because borrowers may have
the right to call or prepay obligations with or without call or prepayment
penalties.
                                                                             
 
<TABLE>
<CAPTION>
                                                           POST-MERGER
                                                    _________________________
                                                                   Estimated
                                                     Amortized       Fair
                                                       Cost          Value
                                                    _________________________
                                                      (Dollars in thousands)
<S>                                                 <C>           <C>
December 31, 1997
Due within one year                                     $3,493        $3,488
Due after one year through five years                  379,009       379,958
Due after five years through ten years               2,535,562     2,555,500
Due after ten years                                  2,420,246     2,463,643
                                                    _________________________
                                                     5,338,310     5,402,589

Mortgage-backed securities                           2,759,103     2,778,448
                                                    _________________________
Total                                               $8,097,413    $8,181,037
                                                    =========================
</TABLE>

                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
   






An analysis of sales, maturities and principal repayments of the Company's
fixed maturities portfolio for the years ended December 31, 1997, 1996 and
1995 is as follows:
                                                                             
 
<TABLE>
<CAPTION>
                                                Gross      Gross     Proceeds
                                  Amortized   Realized   Realized      from
                                    Cost        Gains     Losses       Sale
                                 ______________________________________________
                                             (Dollars in thousands)
<S>                                <C>         <C>        <C>         <C>
For the period October 25, 1997
 through December 31, 1997
Scheduled principal repayments,
 calls and tenders                  $75,003       $250      ($102)     $75,151
Sales                                61,819      1,076         (7)      62,888
                                 ______________________________________________
Total                              $136,822     $1,326      ($109)    $138,039
                                 ==============================================
For the period January 1, 1997
 through October 24, 1997
Scheduled principal repayments,
 calls and tenders                 $384,567    $10,779      ($319)    $395,027
Sales                               357,133      9,797     (6,318)     360,612
                                 ______________________________________________
Total                              $741,700    $20,576    ($6,637)    $755,639
                                 ==============================================
Year ended December 31, 1996
Scheduled principal repayments,
 calls and tenders                 $289,645    $11,866      ($315)    $301,196
Sales                               221,962      3,461     (1,455)     223,968
                                 ______________________________________________
Total                              $511,607    $15,327    ($1,770)    $525,164
                                 ==============================================
Year ended December 31, 1995
Scheduled principal repayments,
 calls and tenders (available
 for sale only):
 Available for sale                 $59,935       $319       ($19)     $60,235
 Held for investment                172,082      5,279       (274)     177,087
Sales:
 Available for sale                  82,837      2,104         (3)      84,938
 Held for investment                 21,983      4,325         --       26,308
                                 ______________________________________________
Total                              $336,837    $12,027      ($296)    $348,568
                                 ==============================================

</TABLE>










MORTGAGE-BACKED SECURITIES
                                                                             
The amortized cost and estimated fair value of mortgage-backed securities,
which comprise 34% of the Company's investment in fixed maturity securities
at December 31, 1997, by type, are as follows:
                                                                             

<TABLE>
<CAPTION>
                                                            POST-MERGER
                                                     _________________________
                                                                    Estimated
                                                      Amortized       Fair
                                                        Cost          Value
                                                     _________________________
                                                       (Dollars in thousands)
<S>                                                  <C>           <C>
December 31, 1997
Mortgage-backed securities:
  Government and agency guaranteed pools:
    Very accurately defined maturities                  $18,239       $18,553
    Planned amortization class                           74,971        75,350
    Targeted amortization class                          18,934        19,032
    Sequential pay                                       56,312        56,424
    Pass through                                         49,453        49,548
  Private label CMOs and REMICs:
    Very accurately defined maturities                   31,559        31,601
    Planned amortization class                           26,944        27,158
    Targeted amortization class                         400,168       405,119
    Sequential pay                                    2,019,288     2,032,176
    Mezzanines                                           38,191        38,565
    Private placements and subordinate issues            25,044        24,922
                                                     _________________________
Total mortgage-backed securities                     $2,759,103    $2,778,448
                                                     =========================
</TABLE>

During periods of significant interest rate volatility, the mortgages
underlying mortgage-backed securities may prepay more quickly or more slowly
than anticipated.  If the principal amount of such mortgages is prepaid
earlier than anticipated during periods of declining interest rates,
investment income may decline due to reinvestment of these funds at lower
current market rates.  If principal repayments are slower than anticipated
during periods of rising interest rates, increases in investment yield may
lag behind increases in interest rates because funds will remain invested at
lower historical rates rather than reinvested at higher current rates.  To
mitigate this prepayment volatility, the Company invests primarily in
intermediate tranche collateralized mortgage obligations ("CMOs").  CMOs are
pools of mortgages that are segregated into sections, or tranches, which
provide sequential retirement of bonds rather than a pro-rata share of
principal return in the pass-through structure. At December 31, 1997,
unamortized premium on mortgage-backed securities totaled $28,346,000 and
unaccrued discounts on mortgage-backed securities totaled $27,485,000.
                                                                            
                                                                             
                                                                             




OTHER INVESTMENT INFORMATION
                                                                             
INVESTMENT VALUATION ANALYSIS:  The Company analyzes its investment portfolio
at least quarterly in order to determine if the carrying value of any of its
investments has been impaired.  The carrying value of debt and equity
securities is written down to fair value by a charge to realized losses when
an impairment in value appears to be other than temporary.
                                                                          
At December 31, 1997, two mortgage loans with a total carrying value of
$649,000 were delinquent by 90 days or more.  During the first quarter of
1997, the value of a mortgage loan with a book value of $4,021,000 was
determined to be impaired other than temporary.  At that time, a valuation
allowance was established to reduce the carrying value of this mortgage loan
to its estimated fair value, resulting in a charge to investment income of
$245,000.  The Company foreclosed on the property in June 1997 and based upon
an appraisal, recorded a permanent write-down on the real estate investment
of $430,000 resulting in a charge to realized losses.  During the second
quarter of 1997, the Company foreclosed on a mortgage loan with a book value
of $3,892,000.  At this time the Company does not believe any permanent
impairment exists on this property.  At December 31, 1996, no investments
were identified as having an impairment other than temporary.  During 1995,
the Company identified two below investment grade securities as having
impairments in value that were other than temporary.  As a result of those
determinations, the Company recognized pre-tax losses of $5,802,000 to reduce
the carrying value of the securities to their estimated fair value.  These
securities were subsequently sold resulting in realized gains totaling
$1,200,000 during 1995.
                                                                             
The carrying value of investments which have been non-income producing for
the year ending December 31, 1997 and 1996 totaled $750,000 and $239,000,
respectively, related to a real estate property.
                                                                             
INVESTMENTS ON DEPOSIT:  At December 31, 1997, affidavits of deposits
covering bonds with a par value of $2,010,634,000 (1996 - $1,780,482,000),
mortgage loans with an unpaid principal balance of $505,419,000 (1996 -
$402,911,000) and policy loans with an unpaid balance of $165,161,000 (1996 -
$164,659,000) were on deposit with state agencies to meet regulatory
requirements.  In addition, at December 31, 1997, pursuant to a reinsurance
agreement, the Company had investments with a carrying value of $36,228,000
(1996 - $56,314,000) and estimated market value of $37,395,000 (1996 -
$53,833,000) deposited in a trust for the benefit of the ceding company.
                                                                            
INVESTMENT DIVERSIFICATIONS:  The Company's investment policies related to
its investment portfolio require diversification by asset type, company and
industry and set limits on the amounts which can be invested in an individual
issuer.  Such policies are at least as restrictive as those set forth by
regulatory authorities. Fixed maturity investments included investments in
various non-governmental mortgage-backed securities (31% in 1997, 24% in
1996), basic industrials (24% in 1997, 26% in 1996), public utilities (15% in
1997, 19% in 1996) and consumer products (12% in 1997, 14% in 1996).
Mortgage loans on real estate have been analyzed by geographical locations
and there are no concentrations of mortgage loans in any state exceeding ten
percent in 1997 and 1996. Mortgage loans on real estate have also been
analyzed by collateral type with significant concentrations identified in
industrial buildings (29% in 1997 and 1996), retail facilities (26% in 1997,
28% in 1996), office buildings, (26% in 1997, 22% in 1996) and multi-family
residential buildings (17% in 1997, 20% in 1996).  Equity securities (which
represent 0.6% of the Company's investments) consist primarily of investments
in the Company's registered separate accounts and an investment of
$63,431,000 in a real estate investment trust.  Real estate and investments
accounted for by the equity method are not significant to the Company's
overall investment portfolio.
                                                                             
No investment in any person or its affiliates (other than bonds issued by
agencies of the United States government) exceeded ten percent of
stockholder's equity at December 31, 1997.
                                                                             
4.  FINANCIAL INSTRUMENTS - RISK MANAGEMENT
                                                                             
HEDGING PROGRAM:  During the second quarter of 1996, the Company implemented
a hedging program under which certain derivative financial instruments, caps
and swaptions, were purchased to reduce the negative effects of potential
increases in withdrawal activity related to the Company's annuity liabilities
which may result from extreme increases in interest rates.  The Company
purchased caps and swaptions, all during the second quarter of 1996, with
notional amounts totaling $600,000,000 and $1,300,000,000, respectively, all
of which were outstanding at December 31, 1997.  The Company paid
approximately $21,100,000 in premiums for these caps and swaptions in 1996.
The cost of this program has been incorporated into the Company's product
pricing.  The caps and swaptions do not require any additional payments by
the Company.
                                                                             
The agreements for the caps and swaptions entitle the Company to receive
payments from the instruments' counterparties on future reset dates if
interest rates, as specified in the agreements, rise above a specified fixed
rate (9.0% and 9.5%). The amount of such payments to be received by the
Company for the interest rate caps, if any, will be calculated by taking the
excess of the current applicable rate over the specified fixed rate, and
multiplying this excess by the notional amount of the caps.  Payments on cash
settled put swaptions are also calculated based upon the excess of the
current applicable rate over the specified fixed rate multiplied by the
notional amount.  The product of this rate differential times the notional
amount is assumed to continue for a series of defined future
semi-annual payment dates and the resulting hypothetical payments are
discounted to the current payment date using the discount rate defined in the
agreement.
                                                                             
In January 1997, the Company introduced an equity-indexed annuity product
which provides a guaranteed base rate of return with a higher potential
return linked to the performance of a broad based equity index.
Concurrently, the Company implemented a hedging program to purchase S&P call
options. Call options are purchased to hedge potential increases in
policyholder account balances for equity-indexed annuity policies resulting
from increases in the index to which the product is linked.  During 1997, the
Company paid approximately $17,400,000 in premiums for call options, which
mature beginning in 2002 through 2004. The cost of this program has been
incorporated into the Company's pricing of its equity-indexed annuity
product.  The call options do not require any additional payments by the
Company.
                                                                             
The agreements for the call options entitle the Company to receive payments
from the counterparty if the S&P 500 Index exceeds the specified strike price
on the maturity date.  The amount of such payments to be received by the
Company for the call options, if any, will be calculated by taking the excess
of the average closing price (as defined in the contract) at maturity over
the specified strike price and multiplying this excess by the number of S&P
500 units defined in the contract.  Any payments received from the
counterparties will be recorded as an adjustment to interest credited.
                                                                            

The following table summarizes the contractual maturities of notional amounts
by type of instrument at December 31, 1997:
                                                            

<TABLE>
<CAPTION>
                    1998      1999      2000      2001      2002       Total
_______________________________________________________________________________
                                     (Dollars in thousands)
<S>               <C>       <C>       <C>       <C>       <C>       <C>
Interest rate
 caps                   --        --        --  $400,000  $200,000    $600,000
Cash settled
 put swaptions    $100,000  $400,000  $400,000   350,000    50,000   1,300,000
                  _____________________________________________________________
Total notional
 amount           $100,000  $400,000  $400,000  $750,000  $250,000  $1,900,000
                  =============================================================
</TABLE>

ACCOUNTING TREATMENT: The Company has recorded amortization of the deferred
premiums related to the instruments of $704,000, $4,602,000 and $3,081,000
for the period October 25, 1997 through December 31, 1997, January 1, 1997
through October 24, 1997 and for the year ended December 31, 1996.
                                                                            
The Financial Accounting Standards Board ("FASB") is evaluating the
accounting and disclosure requirements for these instruments. FASB has issued
an exposure draft titled "Accounting for Derivative and Similar Financial
Instruments and for Hedging Activities," which if adopted as a Statement of
Financial Accounting Standards in its current form, would require the Company
to change its accounting treatment for these instruments.  The requirements
of any final standard which may result from this exposure process are not
known at this time and, therefore, the impact of such a standard on the
Company's financial statements cannot be determined.
                                                                             
Any unrealized gain or loss on the caps and swaptions is off-balance sheet
and therefore, is not reflected in the financial statements.  The effect of
changes in the intrinsic value (which may vary from estimated market value)
of the call options and future policy benefits will be reflected in the
financial statements in the period of change.




















The following table summarizes the amortized cost, gross unrealized gains and
losses and estimated fair value on these instruments as of December 31, 1997:
                         
  
<TABLE>
<CAPTION>
                                                  POST-MERGER
                            __________________________________________________
                                             Gross       Gross       Estimated
                              Amortized   Unrealized   Unrealized       Fair
December 31, 1997                Cost        Gains       Losses        Value
______________________________________________________________________________
(Dollars in thousands)
<S>                            <C>           <C>         <C>          <C>
Interest rate caps                $847           --        ($345)        $502
Cash settled put swaptions       3,040           --       (1,031)       2,009
S&P 500 call options            18,118       $2,315         (166)      20,267
                            __________________________________________________
Total                          $22,005       $2,315      ($1,542)     $22,778
                            ==================================================

</TABLE>

The differences between fair value and amortized cost for the instruments
reflect changes in interest rates and market conditions since time of
purchase.
                                                                             
EXPOSURE TO LOSS - COUNTERPARTY NONPERFORMANCE:  The Company is exposed to
the risk of losses in the event of nonperformance by the counterparties of 
these  instruments.  Losses recorded in the Company's financial statements in
the event of non-performance will be limited to the unamortized premium 
(remaining amortized cost) paid to purchase the instrument plus the recorded
intrinsic value, if any, for the call options because no additional payments 
are required by the Company on these instruments after the initial premium. 
Counterparty non-performance would result in an economic loss if interest
rates exceeded the specified fixed rate for the caps and swaptions, or for the
call options, the average closing price at maturity exceeded the specified 
strike price.  Economic losses would be measured by the net replacement cost,
or estimated fair value, for such instruments.  The estimated fair value is 
the average of quotes, if more than one quote is available, obtained from 
related and unrelated counterparties.  The Company limits its exposure to such
losses by:  diversification among counterparties, limiting exposure to any
individual counterparty based upon that counterparty's credit rating, and
limiting its exposure by instrument type to only those instruments that do not
require future payments.  For purposes of determining risk exposure to any 
individual counterparty, the Company evaluates the combined exposure to that
counterparty on both a derivative financial instruments' level and on the
total investment portfolio credit risk and reports its exposure to senior
management at least monthly.  The maximum potential economic loss (the cost of
replacing an instrument or the net replacement value) due to nonperformance of
the counterparties will increase or decrease during the life of the
instruments as a function of maturity and market conditions.
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                  
                                                           
The Company determines counterparty credit quality by reference to ratings
from independent rating agencies.  As of December 31, 1997, the ratings
assigned by Standard & Poors' Rating Services by instrument with respect to
the net replacement value (fair value) of the Company's instruments were as
follows:
                                                                             

<TABLE>
<CAPTION>
                                              POST-MERGER
                       _______________________________________________________
                                          Net Replacement Value
                       _______________________________________________________
                          Interest Rate  Cash Settled     S&P 500
December 31, 1997             Caps       Put Swaptions  Call Options  Total
______________________________________________________________________________
(Dollars in thousands)
<S>                             <C>          <C>           <C>        <C>
Counterparties
 credit quality:
 AAA                            $321           $990             --     $1,311
 AA+ to AA-                      181            620        $14,108     14,909
 A+ to A-                         --            399          6,159      6,558
                       _______________________________________________________
Total                           $502         $2,009        $20,267    $22,778
                       =======================================================
</TABLE>



5.   MERGER
                                                                         
TRANSACTION:  On October 23, 1997, Equitable shareholders approved the Merger
Agreement dated as of July 7, 1997, among Equitable, PFHI and ING.  On
October 24, 1997, PFHI, a Delaware corporation, acquired all of the
outstanding capital stock of Equitable pursuant to the Merger Agreement.
PFHI is a wholly owned subsidiary of ING, a global financial services holding
company based in The Netherlands.  Equitable, an Iowa corporation, in turn, 
owned all the outstanding capital stock of the Company and Golden American 
Life Insurance Company ("Golden American") and their wholly owned subsidiaries.
Equitable also owned all the outstanding capital stock of Locust Street 
Securities, Inc., Equitable Investment Services, Inc., Directed Services, 
Inc., Equitable of Iowa Companies Capital Trust, Equitable of Iowa Companies 
Capital Trust II and Equitable of Iowa Securities Network, Inc.  In exchange 
for the outstanding capital stock of Equitable, ING paid total consideration of
approximately $2.1 billion in cash and stock plus the assumption of 
approximately $400 million in debt according to the Merger Agreement.  As a 
result of the merger, Equitable was merged into PFHI which was simultaneously 
renamed Equitable of Iowa Companies, Inc. ("EIC" or "Parent"), a Delaware 
corporation.  All costs of the merger, including expenses to terminate certain 
benefit plans, were paid by the Parent.
                                                                         
ACCOUNTING TREATMENT:  The merger was accounted for as a purchase resulting
in a new basis of accounting, reflecting estimated fair values for assets and
liabilities at October 24, 1997.  The purchase price was allocated to EIC and
its subsidiaries.  Goodwill was established for the excess of the merger cost
over the fair value of the net assets and pushed down to EIC and its
subsidiaries including the Company.  The merger cost is preliminary with
respect to estimated expenses and, as a result, the PVIF and related
amortization and deferred taxes may change.  The allocation of the purchase
price to the Company was approximately $2,292,046,000.  The amount of
goodwill allocated to the Company relating to the merger was $1,273,791,000
at the merger date and is being amortized over 40 years on a straight-line
basis.  The carrying value of goodwill will be reviewed periodically for any
indication of impairment in value.  The Company's DPAC and unearned revenue
as of the merger date were eliminated and an asset of $328,354,000
representing PVIF was established for all policies in force at the merger
date.
                                                                         
PRESENT VALUE OF IN FORCE ACQUIRED:  As part of the merger, a portion of
the acquisition cost was allocated to the right to receive future cash
flows from insurance contracts existing with the Company at the date of
merger.  This allocated cost represents the present value of in force
acquired reflecting the value of those purchased policies calculated by
discounting the actuarially determined expected future cash flow at the
discount rate determined by ING.
                                                                         
An analysis of the PVIF asset is as follows:
                                                                         
<TABLE>
<CAPTION>
                                                  POST-MERGER
                                             ______________________
                                                 For the period
                                                October 25, 1997
                                                    through
                                               December 31, 1997
                                             ______________________
                                             (Dollars in thousands)
<S>                                                       <C>
Beginning balance                                         $328,354
Imputed interest                                             3,000
Amortization                                                (9,669)
Adjustment for unrealized gains
 on available for sale securities                           (6,216)
                                             ______________________
Ending balance                                            $315,469
                                             ======================
</TABLE>

Interest is imputed on the unamortized balance of PVIF at rates of 5.98% and
5.34% for the period October 25, 1997 through December 31, 1997.  The
amortization of PVIF net of imputed interest is charged to expense.  PVIF is
also adjusted for the unrealized gains (losses) on available for sale
securities; such changes are included directly in stockholder's equity.
Based on current conditions and assumptions as to future events on acquired
policies in force, the expected approximate net amortization for the next
five years, relating to the balance of PVIF as of December 31, 1997, is
$40,300,000 in 1998, $38,700,000 in 1999, $35,400,000 in 2000, $31,100,000 in
2001 and $26,700,000 in 2002.  Actual amortization may vary based upon final
purchase price allocation and changes in assumptions and experience.
                                                                         
                                                                         
                                                                             






6.  FAIR VALUES OF FINANCIAL INSTRUMENTS
                                                                             
SFAS No. 107, "Disclosures about Fair Value of Financial Instruments,"
requires disclosure of estimated fair value of all financial instruments,
including both assets and liabilities recognized and not recognized in a
company's balance sheet, unless specifically exempted.  SFAS No. 119,
"Disclosure about Derivative Financial Instruments and Fair Value of
Financial Instruments," requires additional disclosures about derivative
financial instruments.  Most of the Company's investments, investment
contracts and debt fall within the standards' definition of a financial
instrument. Fair values for the Company's insurance contracts other than
investment contracts are not required to be disclosed.  In cases where quoted
market prices are not available, estimated fair values are based on estimates
using 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.  Accounting, actuarial and regulatory
bodies are continuing to study the methodologies to be used in developing
fair value information, particularly as it relates to liabilities for
insurance contracts.  Accordingly, care should be exercised in deriving
conclusions about the Company's business or financial condition based on the
information presented herein.
                                                                             
The Company closely monitors the composition and yield of its invested
assets, the duration and interest credited on insurance liabilities and
resulting interest spreads and timing of cash flows.  These amounts are taken
into consideration in the Company's overall management of interest rate risk,
which attempts to minimize exposure to changing interest rates through the
matching of investment cash flows with amounts expected to be due under
insurance contracts.  As discussed below, the Company has used discount rates
in its determination of fair values for its liabilities which are consistent
with market yields for related assets.  The use of the asset market yield is
consistent with management's opinion that the risks inherent in its asset and
liability portfolios are similar.  This assumption, however, might not result
in values consistent with those obtained through an actuarial appraisal of
the Company's business or values that might arise in a negotiated
transaction.
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             










The following compares carrying values as shown for financial reporting
purposes with estimated fair values:
                                                                           
<TABLE>
<CAPTION>
                                    POST-MERGER                 PRE-MERGER
                            ___________________________________________________
December 31                            1997          |           1996
_____________________________________________________| ________________________
(Dollars in thousands)                     Estimated |               Estimated
                              Carrying       Fair    |  Carrying       Fair
                               Value         Value   |    Value        Value
                            _________________________| ________________________
<S>                          <C>          <C>        | <C>          <C>
ASSETS                                               |
 Fixed maturities,                                   |
  available for sale         $8,181,037   $8,181,037 | $7,456,401   $7,456,401
 Equity securities of                                |
  unaffiliated companies         63,712       63,712 |     77,148       77,148
 Mortgage loans on real                              |
  estate                      2,087,057    2,111,410 |  1,689,088    1,708,464
 Policy loans                   191,375      191,375 |    185,853      185,853
 Short-term investments          86,185       86,185 |     15,852       15,852
 Cash and cash equivalents       35,383       35,383 |     11,741       11,741
 Notes and other                                     |
  receivables                   149,118      149,118 |    137,949      137,949
 Separate account assets      1,142,251    1,142,251 |    450,632      450,632
 Derivative financial                                |
  instruments                    22,005       22,778 |     18,041       14,080
                                                     |
LIABILITIES                                          |
 Annuity products             8,614,681    7,643,356 |  7,761,840    6,473,411
 Note payable to parent          50,000       50,000 |         --           --
 Separate account                                    |
  liabilities                 1,142,251    1,008,669 |    450,632      405,083

</TABLE>

The following methods and assumptions were used by the Company in estimating
fair values:
                                                                             
FIXED MATURITIES:  Estimated fair values of publicly traded securities are as
reported by an independent pricing service.  Estimated fair values of
conventional mortgage-backed securities not actively traded in a liquid
market are estimated using a third-party pricing system.  This pricing system
uses a matrix calculation assuming a spread over U. S. Treasury bonds based
upon the expected average lives of the securities.  Fair values of  private
placement bonds are estimated  using  a  matrix that assumes a spread (based
on interest rates and a risk assessment of the bonds) over U.S. Treasury
bonds.  Estimated fair values of redeemable preferred stocks are as reported
by the NAIC.
                                                                           
EQUITY SECURITIES:  Estimated fair values are based upon the latest quoted
market prices, where available.  For equity securities not actively traded,
estimated fair values are based upon values of issues of comparable yield and
quality or conversion value where applicable.
                                                                             
MORTGAGE LOANS ON REAL ESTATE:  Fair values are estimated by discounting
expected cash flows, using interest rates currently being offered for similar
loans.
                                                                           
POLICY LOANS:  Carrying values approximate the estimated fair value for
policy loans.
                                                                             
SHORT-TERM INVESTMENTS, CASH AND CASH EQUIVALENTS AND NOTES AND OTHER
RECEIVABLES:  Carrying values reported in the Company's historical cost basis
balance sheet approximate estimated fair value for these instruments, due to
their short-term nature.
                                                                           
SEPARATE ACCOUNT ASSETS:  Separate account assets are based upon the quoted
fair values of the individual securities in the separate account.
                                                                           
DERIVATIVE FINANCIAL INSTRUMENTS:  The estimated fair values of the
instruments are the average of quotes, if more than one quote is available,
obtained from related and unrelated counterparties.
                                                                             
ANNUITY PRODUCTS:  Estimated fair values of the Company's liabilities for
future policy benefits for annuity products are based upon discounted cash
flow calculations.  Cash flows of future policy benefits are discounted using
the market yield rate of the assets supporting these liabilities.
                                                                             
NOTE PAYABLE TO PARENT:  Carrying value reported in the Company's historical
cost basis balance sheet approximates estimated fair value for this
instrument which is callable upon demand.
                                                                             
SEPARATE ACCOUNT LIABILITIES:  Separate account liabilities are reported at
full account value in the Company's historical cost balance sheet.  Estimated
fair values of separate account liabilities are based upon assumptions using
an estimated long-term average market rate of return to discount future cash
flows.  The reduction in fair values for separate account liabilities
reflects the present value of future revenues from product charges or
surrender charges.
                                                                             
                                                                             
7.  INCOME TAXES
                                                                             
Prior to October 25, 1997, the Company and all of its subsidiaries filed a
consolidated federal income tax return with Equitable.  After October 24,
1997, the Company will file a consolidated federal income tax return with its
wholly owned life insurance subsidiaries.  Under the Internal Revenue Code,
newly acquired insurance companies must file a separate return for five
years.  Under these arrangements, each company reports current income tax
expense as allocated under the consolidated tax allocation agreement.  Taxes
payable (receivable) under this agreement was $(2,991,000) and $3,417,000 at
December 31, 1997 and 1996, respectively.  Generally, this allocation results
in profitable companies recognizing a tax provision as if the individual
company filed a separate return and loss companies recognizing benefits to
the extent their losses contribute to reduce consolidated taxes.  Deferred
income taxes have been established by each member of the consolidated group
based upon the temporary differences, the reversal of which will result in
taxable or deductible amounts in future years when the related asset or
liability is recovered or settled, within each entity.
                                                                             







Income tax expenses (credits) are included in the consolidated financial
statements as follows:

 
<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
                                          | (Dollars in thousands)
<S>                               <C>     |     <C>        <C>       <C>
Taxes provided in consolidated            |
 statements of income on:                 |
 Income before equity                     |
  income (loss):                          |
  Current                          $9,162 |     $35,637    $69,538    $46,168
  Deferred                          5,335 |       9,138        (52)     1,065
                              ____________| __________________________________
                                   14,497 |      44,775     69,486     47,233
 Equity income (loss):                    |
  Current                             (17)|         148        (99)       (43)
  Deferred                              9 |          43         52         52
                              ____________| __________________________________
                                       (8)|         191        (47)         9
                                          |
 Taxes provided in consolidated           |
  statements of changes in                |
  stockholder's equity on                 |
  unrealized gains and losses      29,238 |      41,392    (69,970)   113,503
                              ____________| __________________________________
                                  $43,727 |     $86,358      ($531)  $160,745
</TABLE>                      ================================================






















The effective tax rate on income before income taxes and equity income (loss)
is different from the prevailing federal income tax rate as follows:

                                                                             

<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
                                          | (Dollars in thousands)
<S>                               <C>     |    <C>        <C>        <C>
Income before income taxes                |
 and equity income (loss)         $30,393 |    $145,143   $198,894   $134,726
                              ============| ==================================
                                          |
Income tax at federal                     |
 statutory rate                   $10,638 |     $50,800    $69,613    $47,154
Compensatory stock option and             |
 restricted stock expense              -- |     (14,347)        --         --
Taxes provided for future                 |
 contingency                        2,000 |       5,000         --         --
Adjustment for prior years             -- |       3,369         --         --
Goodwill amortization               1,857 |          --         --         --
Tax effect (decrease) of                  |
 other items                            2 |         (47)      (127)        79
                              ____________| __________________________________
Income tax expense                $14,497 |     $44,775    $69,486    $47,233
                              ================================================
</TABLE>

The Internal Revenue Service ("IRS") has examined Equitable's consolidated
income tax returns through 1992.  The 1993 consolidated income tax return was
not examined by the IRS.  The 1994, 1995 and 1996 consolidated income tax
returns remain open to examination. Management believes amounts provided for
income taxes are adequate to settle any adjustments raised by the IRS.
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             

The tax effect of temporary differences giving rise to the Company's deferred
income tax liabilities at December 31, 1997 and 1996 is as follows:
                                                                             
 
<TABLE>
<CAPTION>
                                                     POST-MERGER   PRE-MERGER
                                                     _________________________
December 31                                              1997    |       1996
_________________________________________________________________| ___________
(Dollars in thousands)                                           |
<S>                                                     <C>      |   <C>
Deferred tax assets:                                             |
 Future policy benefits                                 $240,634 |   $231,465
 Accrued investment income                                 4,215 |      1,624
 Accrued dividends                                         4,445 |      4,393
 Guaranty fund assessment accruals                        14,911 |     16,103
 Deferred policy acquisition costs                        28,956 |         --
 Other                                                    17,649 |      8,530
                                                     ____________| ___________
                                                         310,810 |    262,115
Deferred tax liabilities:                                        |
 Fixed maturity securities                              (118,149)|         --
 Net unrealized appreciation of available for                    |
  sale fixed maturity securities                         (29,269)|    (60,992)
 Deferred policy acquisition costs                            -- |   (221,889)
 Prepaid pension costs                                   (18,116)|    (12,441)
 Unamortized cost assigned to present value of                   |
  in force acquired                                     (112,590)|         --
 Equity securities                                        (9,138)|         --
 Net unrealized appreciation of equity securites                 |
  at fair value                                           (2,227)|         --
 Mortgage loans                                          (34,495)|         --
 Other                                                   (18,161)|     (9,994)
                                                     ____________| ___________
                                                        (342,145)|   (305,316)
                                                     ____________| ___________
Deferred income tax liability                           ($31,335)|   ($43,201)
                                                     =========================
</TABLE>

Prior to 1984, a portion of the Company's current income was not subject to
current income taxation, but was accumulated, for tax purposes, in a
memorandum account designated as "policyholders' surplus account."  The
aggregate accumulation in this account at December 31, 1997 was $14,388,000.
Should the policyholders' surplus account of the Company exceed the
limitation prescribed by federal income tax law, or should distributions be
made by the Company to the Parent in excess of $335,000,000, such excess
would be subject to federal income taxes at rates then effective.  Deferred
income taxes of $5,036,000 have not been provided on amounts included in this
memorandum account since the Company contemplates no action and can foresee
no events that would create such a tax.
                                                                             
Deferred income taxes (credits) were also reported on equity income during
these periods.  These taxes arise from the recognition of income and losses
differently for purposes of filing federal income tax returns than for
financial reporting purposes.
                                        


8.  EMPLOYEE STOCK COMPENSATION PLANS
                                                                             
Certain key employees of the Company participated in stock incentive plans
sponsored by Equitable, which provided for the award of stock options or
shares of stock of Equitable through three means:  qualified incentive stock
options (as defined in the Internal Revenue Code), non-qualified stock
options and restricted shares.  As a result of the merger with ING, these
plans became fully vested, were terminated and fully settled as of the date
of the merger.  The Parent incurred all costs of the final settlement of such
plans as of the merger date.
                                                                             
The incentive stock options were granted from 1983 to October 24, 1997 with
option prices ranging from $3.50 to $55.38, which represent the market value at
the date of grant. Options became exercisable over the five year period 
following the date of grant. Prior to the merger, 60,258 options were exercised
under this plan with option prices ranging from $5.31 to $36.75 during 1997.
                                                                             
The non-qualified stock options were compensatory and required the accrual of
compensation expense over the period of service from the date the options
were granted until they became fully exercisable if market values exceeded
the option price on the measurement date.  No expense was recognized in 1997
and 1996.  During the year ended December 31, 1995 compensation income of
$4,000 was recognized related to these options.
                                                                             
The Company also awarded restricted common stock of Equitable to certain key
employees. These shares were subject to forfeiture to Equitable should the
individuals terminate their relationship with the Company for reasons other
than death, permanent disability or change in Company control prior to full
vesting.  Shares granted to key employees generally vested over three to five
years from the date of grant.  As a result of the merger, all unvested shares
became vested and were issued.  The Company amortized as compensation expense
the market value on date of grant of restricted stock using the straight-line
method over the vesting periods.  Compensation expense recognized during the
period January 1, 1997 through October 24, 1997 and for the years ended
December 31, 1996 and 1995 aggregated $2,002,000, $953,000 and $533,000,
respectively.  As a result of the merger, the Parent reimbursed the Company
for the remaining unamortized restricted stock asset that vested at the
merger date.
                                                                             
The Company also participated in a discretionary stock award plan under which
employees and agents were awarded shares of Equitable's stock for superior
performance.  During the period January 1, 1997 through October 24, 1997 and
for the years ended December 31, 1996 and 1995, awards of 700, 620 and 1,370
shares of stock resulted in charges to income of $41,200, $22,000 and
$42,000, respectively.  This plan was also terminated as of the date of the
merger.
                                                                             
Prior to the merger, the Company sponsored a long-term incentive compensation
plan which allowed certain agents to earn units equal to shares of
Equitable's common stock based on personal production and the maintenance of
specific levels of assets under management. At December 31, 1996 the Company
held 112,000 shares of common stock of Equitable, with a market value of
$5,138,000 (cost - $618,000), to provide for projected distributions based on
current performance levels, under this plan.  Due to the merger, the plan was
terminated and the Company did not hold any shares related to this plan at
December 31, 1997.  This program resulted in expense of $3,014,000,
$1,195,000 and $736,000 in the years ended December 31, 1997, 1996 and 1995,
respectively.
                                                                             
                                                                             
9.  RETIREMENT PLANS
                                                                             
DEFINED BENEFIT PLANS
                                                                             
Substantially all full-time employees of the Company are covered by a non-
contributory self-insured defined benefit pension plan.  The benefits are
based on years of service and the employee's compensation during the last
five years of employment.  Further, the Parent sponsors a supplemental
defined benefit plan to provide benefits in excess of amounts allowed
pursuant to Internal Revenue Code Section 401(a)(17) and those allowed due to
integration rules.  The Company's funding policy with respect to the plan is
consistent with the funding requirements of federal law and regulations.
                                                                            
The following table sets forth the plan's funded status and amounts
recognized in the Company's consolidated balance sheet:
                                                                             

<TABLE>
<CAPTION>
                                                      POST-MERGER   PRE-MERGER
                                                      ____________  ____________
                                                      December 31,| December 31,
                                                         1997     |     1996
                                                      ____________| ____________
                                                       (Dollars in thousands)
<S>                                                     <C>       |    <C>
Accumulated benefit obligation, including vested                  | 
 benefits of $61,109 in 1997 and $56,470 in 1996         $62,037  |     $57,401
                                                      ============| ============
                                                                  |
Plan assets at fair value, primarily bonds, common                |
 stocks (including 173,932 shares of the ING                      |
 bearer receipts in 1997 and 400,000 of Equitable                 |
 shares in 1996), mortgage loans and short-term                   |
 investments                                            $122,344  |    $101,025
Projected benefit obligation for service rendered                 |
 to date                                                  69,563  |      64,454
                                                      ____________| ____________
Plan assets in excess of projected benefit                        |
 obligation                                               52,781  |      36,571
                                                                  |
Unrecognized net gain from past experience                        |
 different from that assumed and effects of changes               |
 in assumptions                                           (1,001) |        (899)
Prior service cost not yet recognized                         --  |         477
Unrecognized net liability at the transition                      |
 date, net of amortization                                    --  |          82
                                                      ____________| ____________
Prepaid pension cost                                     $51,780  |     $36,231
                                                      =========================
</TABLE>









Net periodic pension benefit included the following components:


<TABLE>
<CAPTION>
                              POST-MERGER             PRE-MERGER
                              ________________________________________________
                                For the   |   For the
                                 period   |    period
                              October 25, |  January 1,
                              1997 through| 1997 through      Year ended
                              December 31,| October 24,       December 31
                                  1997    |     1997        1996       1995
                              ____________| __________________________________
                                          | (Dollars in thousands)
<S>                                <C>    |     <C>        <C>        <C>
Actual return on plan assets       $2,799 |     $22,340    $11,801    $18,201
Service cost-benefits earned              |
 during the period                   (274)|      (1,379)    (1,402)    (1,052)
Interest cost on projected                |
 benefit obligation                  (831)|      (3,763)    (4,233)    (4,096)
Net amortization and deferral      (1,001)|     (15,942)    (3,619)    (9,979)
                              ____________| __________________________________
Net periodic pension benefit         $693 |      $1,256     $2,547     $3,074
                              ================================================
</TABLE>

The discount rate and rate of increase in future compensation levels used in
determining the actuarial present value of the projected benefit obligation
were 7.25% and 5.0%, respectively, at December 31, 1997.  The discount rate
and rate of increase in future compensation levels used in determining the
actuarial present value of the projected benefit obligation were 7.0% and
5.0% at December 31, 1996.  The average expected long-term rate of return on
plan assets was 9.0% in 1997 and 8.0% in 1996 and 1995.
                                                                             

POSTRETIREMENT BENEFIT PLANS
                                                                             
The Company sponsors plans that provide postretirement medical and group term
life insurance benefits to full-time employees and agents who have worked for
the Company for five years or had been hired, had attained age 50 and had a
combined age and years of service of 60 or more before January 1, 1992.  The
medical plans are contributory, with retiree contributions adjusted annually,
and contain other cost-sharing features such as deductibles and coinsurance.
All payments of the liability for group-term life insurance are funded by the
Company on a pay-as-you-go (cash) basis.
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
                                                                             
The Company has chosen not to fund any amounts in excess of current benefits.
The following table sets forth the amounts recognized in the Company's
consolidated balance sheet:
                                                                             

<TABLE>
<CAPTION>
                                                          POST-MERGER
                                                _____________________________
                                                       December 31, 1997
                                                _____________________________
                                                            Life
                                                 Medical  Insurance
                                                  Plans     Plans     Total
                                                _____________________________
                                                    (Dollars in thousands)
<S>                                               <C>       <C>       <C>
Accumulated postretirement benefit obligation:
 Retirees                                         $2,373    $1,708    $4,081
 Fully eligible active plan participants             130        97       227
 Other active plan participants                    1,046        59     1,105
                                                _____________________________
Accumulated postretirement benefit obligation
 in excess of plan assets                          3,549     1,864     5,413

Unrecognized net loss                                (91)       --       (91)
                                                _____________________________
Accrued postretirement benefit cost               $3,458    $1,864    $5,322
                                                =============================
</TABLE>
<TABLE>
<CAPTION>
                                                          PRE-MERGER
                                                _____________________________
                                                       December 31, 1996
                                                _____________________________
                                                            Life
                                                 Medical  Insurance
                                                  Plans     Plans     Total
                                                _____________________________
                                                    (Dollars in thousands)
<S>                                               <C>       <C>       <C>
Accumulated postretirement benefit obligation:
 Retirees                                         $3,978    $2,232    $6,210
 Fully eligible active plan participants           1,037       155     1,192
 Other active plan participants                    1,669        54     1,723
                                                _____________________________
Accumulated postretirement benefit obligation
 in excess of plan assets                          6,684     2,441     9,125

Prior service cost not yet recognized in net
 postretirement benefit cost                         327        75       402
Unrecognized net loss                               (226)     (335)     (561)
                                                _____________________________
Accrued postretirement benefit cost               $6,785    $2,181    $8,966
                                                =============================
</TABLE>



Net periodic postretirement benefit costs include the following components:
<TABLE>
<CAPTION>
                                                       POST-MERGER
                                           _________________________________
                                             For the period October 25, 1997
                                                         through
                                                    December 31, 1997
                                           _________________________________
                                                         Life
                                            Medical    Insurance
                                             Plans       Plans       Total
                                           _________________________________
                                                  (Dollars in thousands)
<S>                                             <C>         <C>         <C>
Service cost                                    $16          $1         $17
Interest cost                                    41          23          64
                                           _________________________________
Net periodic postretirement benefit cost        $57         $24         $81
                                           =================================
</TABLE>
<TABLE>
<CAPTION>
                                                       PRE-MERGER
                                           _________________________________
                                             For the period January 1, 1997
                                                         through
                                                     October 24, 1997
                                           _________________________________
                                                         Life
                                            Medical    Insurance
                                             Plans       Plans       Total
                                           _________________________________
                                                  (Dollars in thousands)
<S>                                            <C>         <C>         <C>
Service cost                                    $83          $8         $91
Interest cost                                   196         107         303
Net amortization of prior service cost         (184)        (11)       (195)
                                           _________________________________
Net periodic postretirement benefit cost        $95        $104        $199
                                           =================================
</TABLE>


















<TABLE>
<CAPTION>
                                                       PRE-MERGER
                                           _________________________________
                                                      For the year
                                                         ended
                                                   December 31, 1996
                                           _________________________________
                                                         Life
                                            Medical    Insurance
                                             Plans       Plans       Total
                                           _________________________________
                                                  (Dollars in thousands)
<S>                                            <C>         <C>       <C>
Service cost                                   $511         $12        $523
Interest cost                                   415         164         579
Net amortization of prior service cost          (33)         (8)        (41)
                                           _________________________________
Net periodic postretirement benefit cost       $893        $168      $1,061
                                           =================================
</TABLE>
<TABLE>
<CAPTION>
                                                       PRE-MERGER
                                           _________________________________
                                                      For the year
                                                         ended
                                                   December 31, 1995
                                           _________________________________
                                                         Life
                                            Medical    Insurance
                                             Plans       Plans       Total
                                           _________________________________
                                                  (Dollars in thousands)
<S>                                            <C>         <C>         <C>
Service cost                                   $250         $10        $260
Interest cost                                   409         153         562
Net amortization of prior service cost          (33)         (7)        (40)
                                           _________________________________
Net periodic postretirement benefit cost       $626        $156        $782
                                           =================================
</TABLE>

The weighted-average annual assumed rate of increase in the per capita cost
of health care benefits (i.e., health care cost trend rate) used in
determining the actuarial present value of the accumulated postretirement
benefit obligation was 10.8% at December 31, 1997 and 11.5% at December 31,
1996 for employees under 65 and 7.5% at December 31, 1997 and 8.0% at
December 31, 1996 for employees over 65, with the rates for both groups to be
graded down to 5.0% for 2008 and thereafter. The health care cost trend rate
assumption has a significant effect on the amounts reported.  For example,
increasing the assumed health care trend rates by one percent would increase
the accumulated postretirement benefit obligation as of December 31, 1997 by
$349,000 and net periodic postretirement benefit costs for the year ended
December 31, 1997 by $40,000.  The discount rate used in determining the
accumulated postretirement benefit obligation was 7.25% at December 31, 1997
and 7.0% at December 31, 1996.
                                                                             


OTHER BENEFIT PLANS
                                                                             
The Company also sponsors an unfunded deferred compensation plan providing
benefits to certain former employees.  The Company recognized benefits
(costs) of $(3,000), $27,000, $(10,000) and $20,000 for the periods October 25,
1997 through December 31, 1997, for January 1, 1997 through October 24, 1997 
and for the years ended December 31, 1996 and 1995, respectively.
                                                                            
The Company sponsors pension plans for its employees which are qualified
under Internal Revenue Code Section 401(k).  Employees may contribute a
portion of their annual salary, subject to limitation, to the plan.  The
Company contributes an additional amount, subject to limitation, based on the
voluntary contribution of the employee. Company contributions charged to
expense with respect to this plan during the periods October 25, 1997 through
December 31, 1997 and January 1, 1997 through October 24, 1997 and for the
years ended December 31, 1996 and 1995 were $66,000, $337,000, $372,000 and
$292,000, respectively. 
                                                                             
The Company has non-contributory defined contribution pension plans, tax
qualified and non-qualified, for its agents.  Combined contributions charged
to expense under the career, general and corporate agent pension plans during
the periods October 25, 1997 through December 31, 1997 and January 1, 1997
through October 24, 1997 and for the years ended December 31, 1996 and 1995
amounted to $130,000, $1,059,000, $710,000 and $729,000, respectively.
 
Certain of the assets related to the plans discussed above are on deposit
with the Company and amounts relating to these plans are included in these
consolidated financial statements.
                                                                             

10.  COMMITMENTS AND CONTINGENCIES
                                                                             
REINSURANCE
                                                                             
In the normal course of business, the Company seeks to limit its exposure to
loss on any single insured and to recover a portion of benefits paid by
ceding reinsurance to other insurance enterprises or reinsurers. Reinsurance
coverages for life insurance vary according to the age and risk
classification of the insured with retention limits ranging up
to $500,000 of coverage per individual life. The Company does not use
financial or surplus relief reinsurance.  At December 31, 1997, life insurance
in force ceded on a consolidated basis amounted to $1,569,159,000, or 
approximately 13.4% of total life insurance in force.
                                                                             
Reinsurance contracts do not relieve the Company of its obligations to its
policyholders.  To the extent that reinsuring companies are later unable to
meet obligations under reinsurance agreements, the Company would be liable
for these obligations, and payment of these obligations could result in
losses to the Company.  To limit the possibility of such losses, the Company
evaluates the financial condition of its reinsurers, monitors concentrations
of credit risk arising from factors such as similar geographic regions, and
limits its exposure to any one reinsurer.  At December 31, 1997 and 1996, the
Company had reinsurance treaties with 14 reinsurers, all of which are deemed
to be long-duration, retroactive contracts, and has established a receivable
totaling $17,434,000 and $14,885,000, respectively, for reserve credits,
reinsurance claims and other receivables from these reinsurers.  No allowance
for uncollectible amounts has been established since none of the receivables
are deemed to be uncollectible.  The Company's liability for future policy
benefits and notes and other receivables has been increased by $15,919,000 at
December 31, 1997 ($14,265,000 in 1996) for reserve credits on reinsured
policies.  This "gross-up" of assets and liabilities for reserve credits on
reinsurance had no impact on the Company's net income.  Insurance premiums
and product charges have been reduced by $1,921,000, $5,685,000, $6,850,000
and $6,271,000 and insurance benefits have been reduced by $1,004,000,
$4,131,000, $5,916,000 and $8,281,000 for the periods October 25, 1997
through December 31, 1997 and January 1, 1997 through October 24, 1997 and
for the years ended December 31, 1996 and 1995, respectively, as a result of
the cession agreements.  The amount of reinsurance assumed is not significant.

GUARANTY FUND ASSESSMENTS
                                                                             
Assessments are levied on the Company by life and health guaranty
associations in most states in which the Company is licensed to cover losses
of policyholders of insolvent or rehabilitated insurers.  In some states,
these assessments can be partially recovered through a reduction in future
premium taxes. The Company cannot predict whether and to what extent
legislative initiatives may affect the right to offset.  Based upon
information currently available from the National Organization of Life and
Health Guaranty Association (NOLHGA), the Company believes that it is
probable these insolvencies will result in future assessments which could be
material to the Company's financial statements if the Company's reserve is
not sufficient.  The Company regularly reviews its reserve for these
insolvencies and updates its reserve based upon the Company's interpretation
of information from the NOLGHA annual report.  The associated cost for a
particular insurance company can vary significantly based upon its premium
volume by line of business and state premium levels as well as its potential
for premium tax offset. Accordingly, the Company accrued and charged to
expense an additional $36,492,000 for the year ended December 31, 1995.  At
December 31, 1997, the Company has an undiscounted reserve of $42,563,000 to
cover estimated future assessments (net of related anticipated premium tax
credits) and has established an asset totaling $16,761,000 for assessments
paid which may be recoverable through future premium tax offsets. The Company
believes this reserve is sufficient to cover expected future guaranty fund
assessments, based upon previous premiums, and known insolvencies at this
time.
                                                                             
LITIGATION
                                                                             
USG, a wholly owned subsidiary of the Company, is a defendant in a class
action complaint filed in the state circuit court of Kentucky in September
1997.  The suit claims unspecified damages in injunctive relief as a result
of alleged improper actions related to the interest rate adjustment
provisions of USG's fixed annuity contracts.  The Company believes the
allegations are without merit. The original plaintiff putative class
representative has been joined by an additional named plaintiff who claims to
also be a class representative.  The suit is in the early procedural stage.
The Company intends to defend the suit vigorously, including vigorously
contesting its class action status.  The amount of any liability which may
arise as a result of this suit, if any, cannot be reasonably estimated and no
provision for loss has been made in the accompanying financial statements.
                                                                             
The Company and certain of its subsidiaries are defendants in class action
lawsuits filed in the United States District Court for the Middle District of
Florida, Tampa Division in February 1996 ("Florida action") and in the
Superior Court of the State of Arizona in and for Pima County ("Arizona
action").  These suits claim unspecified damages as a result of alleged 
improper life insurance sales practices. The Company denies the allegations
in these class action lawsuits, but entered into a settlement to limit 
additional expense and burden on its operations.  The settlement has been 
approved by the federal court in the Florida action and by the Arizona court
in the Arizona action.

In the second quarter of 1997, the Company established a reserve and accrued
a pre-tax expense of approximately $20.5 million for policy liabilities and
administrative and other costs anticipated with the settlement.  At December
31, 1997, the reserve was $18.9 million.  Owners of approximately 130,000
universal and whole life insurance policies issued by the Company from 1984
through 1996 may be eligible to receive the following benefits provided by
the settlement:  1) one time enhancement to the interest component of the
policy;  2) one time enhancement to the dividend component of the policy;  3)
optional premium loans that would allow policyholders to borrow at reduced
rates;  4) enhanced value deferred annuities to holders of affected policies;
5) enhanced value immediate annuities to affected policyholders; and  6)
enhanced value life policies to affected policyholders.  In addition, the
proposed settlement provides Individual Claim-Review Relief (an arbitration-
type process) for policyholders who believe they may have been misled or
otherwise harmed in connection with their policies.
                                                                             
In the ordinary course of business, the Company and its subsidiaries are also
engaged in certain other litigation, none of which management believes is
material.
                                                                             
VULNERABILITY FROM CONCENTRATIONS
                                                                             
The Company has various concentrations in its investment portfolio (see Note
3 for further information).  The Company's asset growth, net investment
income and cash flow are primarily generated from the sale of individual
fixed annuity policies, variable products and associated future policy
benefits and separate account liabilities.  Substantial changes in tax laws
that would make these products less attractive to consumers, extreme
fluctuations in  interest rates or stock market returns which may result
in higher lapse experience than assumed, could cause a severe impact to the
Company's financial condition.  The Company has purchased interest rate caps
and swaptions for its hedging program (see Note 4) to mitigate the financial
statement impact of significant increases in interest rates.
                                                                             
LEASES AND OTHER COMMITMENTS
                                                                             
The Company leases its home office space and certain other equipment under
operating leases which expire through 2017.  For the periods October 25, 1997
through December 31, 1997 and January 1, 1997 through October 24, 1997 and
for the years ended December 31, 1996 and 1995, rent expense totaled
$1,063,000, $3,015,000, $2,570,000 and $2,001,000, respectively. At
December 31, 1997, minimum rental payments due under all non-cancelable
operating leases with initial terms of one year or more are: 1998 -
$5,713,000; 1999 - $4,440,000; 2000 - $3,876,000; 2001 - $2,852,000; 2002 -
$2,645,000; and thereafter - $38,428,000.
                                                                             
At December 31, 1997, outstanding commitments to fund mortgage loans on real
estate and equity investments totaled $8,550,000 and $7,689,000, respectively.
                                                                             
YEAR 2000 (UNAUDITED):  Based on a study of its computer software and
hardware, EIC, the Company's parent, has determined the Company's exposure to
the Year 2000 change of the century date issue. EIC has developed a plan to
modify its information technology to be ready for the Year 2000.  Efforts
began in 1997 to modify its systems.  This project is expected to be
substantially completed by the second quarter of 1999.  The projected cost of
the Year 2000 project is approximately $4,000,000 to $6,000,000.  For the
period October 25, 1997 through December 31, 1997 and January 1, 1997 through
October 24, 1997, the Company incurred costs of $275,000 and $752,000,
respectively, for the Year 2000 project.  While additional testing will be
conducted on its systems through the Year 2000, the Company does not expect
this project to have a significant effect on operations.
                                                                             
To mitigate the effect of outside influences and other dependencies relative
to the Year 2000, the Company will be contacting significant customers,
suppliers and other third parties.  To the extent these third parties would
be unable to transact business in the Year 2000 and thereafter, the Company's
operations could be adversely affected.
                                                                             
11.  RELATED PARTY TRANSACTIONS
                                                                             
SERVICE AGREEMENTS:  The Company purchases investment management services
from an affiliate.  Payments for these services aggregated $4,236,000,
$19,783,000, $9,257,000 and $8,143,000 for the periods October 25, 1997
through December 31, 1997 and January 1, 1997 through October 24, 1997 and
for the years ended December 31, 1996 and 1995, respectively.
                                                                             
Golden American provides certain advisory, computer and other resources and
services to the Company.  The Company incurred general expenses for these
services which totaled $1,338,000 and $2,992,000 for the periods October 25,
1997 through December 31, 1997 and January 1, 1997 through October 24, 1997,
respectively.  No services were provided by Golden American in 1996.
                                                                             
The Company has a service agreement with Golden American and its subsidiary
in which the Company provides administrative and financial related services.
For the period October 25, 1997 through December 31, 1997 and January 1, 1997
through October 24, 1997, the Company had revenues of $13,000 and $16,000,
respectively, which reduced general expenses as a result of this agreement.
                                                                             
GUARANTY AGREEMENT:  The Company has a guaranty agreement with Golden
American. In consideration of an annual fee, payable June 30, the Company
guarantees to Golden American that it will make funds available, if needed,
to Golden American to pay the contractual claims made under the provisions of
Golden American's life insurance and annuity contracts. The agreement is not,
and nothing contained therein or done pursuant thereto by the Company shall
be deemed to constitute, a direct or indirect guaranty by the Company of the
payment of any debt or other obligation, indebtedness or liability, of any
kind or character whatsoever, of Golden American.  The agreement does not
guarantee the value of the underlying assets held in separate accounts in
which funds of variable life insurance and variable annuity policies have
been invested.  The calculation of the annual fee is based on risk based
capital.  As Golden American's risk based capital level was above required
amounts, no annual fee was paid in 1997.
                                                                             
LINE OF CREDIT:  The Company maintained a line of credit agreement with
Equitable to facilitate the handling of unusual and/or unanticipated short-
term cash requirements.  Under the agreement which expired on December 31,
1997, the Company could borrow up to $130,000,000.  Interest on any
outstanding borrowings was charged at a rate of Equitable's monthly average
aggregate cost of short-term funds plus 1.00%.  Under this agreement, the
Company incurred interest expense on the note totaling $150,000, $1,880,000
and $2,527,000 for the period January 1, 1997 through October 24, 1997 and
for the years ended December 31, 1996 and 1995, respectively.  At December
31, 1997, no amounts were outstanding under the line of credit.
                                                                             
PROMISSORY NOTE:  On April 15, 1997, the Company issued a promissory note in
the amount of $50,000,000 to Equitable.  Interest is charged at an annual
rate of 8.75%.  The Company incurred interest totaling $724,000 and $2,364,000
for the periods October 25, 1997 through December 31, 1997 and April 15, 1997
through October 24, 1997.
                                                                             
RECIPROCAL LOAN AGREEMENTS:  The Company and USG (collectively "the
parties"), maintain reciprocal loan agreements with ING America Insurance
Holdings, Inc. ("ING America"), a Delaware corporation and affiliate of EIC,
to facilitate the handling of unusual and/or unanticipated short-term cash
requirements.  Under this agreement, which became effective January 1, 1998
and expires December 31, 2007, for the Company (January 1, 1998 and December
31, 1998, respectively, for USG), the parties and ING America can borrow up
to $130,000,000 from one another.  Interest on any of the parties' borrowings
is charged at the rate of ING America's cost of funds for the interest period
plus 0.15%. Interest on any ING America borrowings is charged at a rate based
on the prevailing interest rate of U.S. commercial paper available for purchase
with a similar arrangement.














































                    Equitable Life Insurance Company of Iowa
                                  SCHEDULE I
                            SUMMARY OF INVESTMENTS
                    OTHER THAN INVESTMENTS IN RELATED PARTIES
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                       Balance
                                                                         Sheet
December 31, 1997                           Cost 1       Value          Amount
_______________________________________________________________________________
<S>                                      <C>            <C>        <C>
TYPE OF INVESTMENT
Fixed maturities, available for sale:
 Bonds:
  United States government and govern-
   mental agencies and authorities          $249,174     $250,259     $250,259
  States, municipalities and
   political subdivisions                     16,095       16,113       16,113
  Foreign governments                         13,738       14,266       14,266
  Public utilities                         1,183,863    1,201,933    1,201,933
  Investment grade corporate               3,290,428    3,333,507    3,333,507
  Below investment grade corporate           802,539      805,035      805,035
  Mortgage-backed securities               2,541,194    2,559,542    2,559,542
  Redeemable preferred stocks                    382          382          382
                                         ______________________________________
Total fixed maturities, available
  for sale                                 8,097,413    8,181,037    8,181,037

Equity securities:
 Common stocks:
  Affiliates                                   4,159        3,982        3,982
  Industrial, miscellaneous and
   all other                                  57,172       63,712       63,712
                                         ______________________________________
Total equity securities                       61,331       67,694       67,694

Mortgage loans on real estate              2,087,057                 2,087,057
Real estate:
 Investment properties                         6,179                     6,179
 Acquired in satisfaction of debt             10,240                    10,240
                                         ____________              ____________
Total real estate                             16,419                    16,419

Policy loans                                 191,375                   191,375
Short-term investments                        86,185                    86,185
                                         ____________              ____________
Total investments                        $10,539,780               $10,629,767
                                         ============              ============
<FN>
Note 1:  Cost is defined as original cost for stocks and other invested assets,
         amortized cost for bonds and unpaid principal loans on real estate,
         adjusted for amortization of premiums, accrual of discounts and cost
         less allowances for depreciation for real estate.

</TABLE>




                    Equitable Life Insurance Company of Iowa
                                 SCHEDULE III
                      SUPPLEMENTARY INSURANCE INFORMATION
                             (Dollars in thousands)
<TABLE>
<CAPTION>
           Column              Column     Column     Column   Column   Column
             A                   B           C         D        E         F
_______________________________________________________________________________
                                            Future
                                            Policy             Other
                                   De-   Benefits,            Policy
                                ferred     Losses,            Claims    Insur-
                                Policy      Claims      Un-      and      ance
                                Acqui-         and   earned    Bene-  Premiums
                                sition        Loss  Revenue     fits       and
Segment                          Costs    Expenses  Reserve  Payable   Charges
_______________________________________________________________________________
<S>                            <C>      <C>         <C>      <C>       <C>
                                                  POST-MERGER
_______________________________________________________________________________
Period October 25, 1997 through
 December 31, 1997:
  Life insurance               $27,592  $9,880,778  $15,996  $11,720   $20,520

                                                  PRE-MERGER
_______________________________________________________________________________
Period January 1, 1997 through
 October 24, 1997:
  Life insurance                   N/A         N/A      N/A      N/A   102,509

Year ended December 31, 1996:
  Life insurance               721,690   9,102,184   18,398    7,481   102,204

Year ended December 31, 1995:
  Life insurance               554,179   8,218,604   14,326    8,980    94,891

</TABLE>






















                    Equitable Life Insurance Company of Iowa
                                 SCHEDULE III
                      SUPPLEMENTARY INSURANCE INFORMATION
                                 (Continued)
                             (Dollars in thousands)
<TABLE>
<CAPTION>
           Column              Column     Column     Column   Column   Column
             A                   G           H         I        J         K
_______________________________________________________________________________

                                                    Amorti-
                                          Benefits   zation
                                           Claims,       of
                                            Losses Deferred
                                   Net         and   Policy    Other
                               Invest-     Settle-   Acqui-   Opera-
                                  ment        ment   sition     ting  Premiums
Segment                         Income    Expenses    Costs Expenses   Written
_______________________________________________________________________________
<S>                           <C>          <C>       <C>     <C>            <C>
                                                  POST-MERGER
_______________________________________________________________________________
Period October 25, 1997 through
 December 31, 1997:
  Life insurance              $120,466     $95,359   $1,823  $16,860        --

                                                  PRE-MERGER
_______________________________________________________________________________
Period January 1, 1997 through
 October 24, 1997:
  Life insurance               624,122     455,794   81,119   61,267        --

Year ended December 31, 1996:
  Life insurance               705,074     513,876   79,306   30,264        --

Year ended December 31, 1995:
  Life insurance               638,056     487,031   72,537   54,504        --

</TABLE>




















                    Equitable Life Insurance Company of Iowa
                                 SCHEDULE IV
                                 REINSURANCE
                            (Dollars in thousands)
<TABLE>
<CAPTION>
Column A                 Column B    Column C  Column D     Column E   Column F
________________________________________________________________________________
                                                                      Percentage
                                     Ceded to     Assumed              of Amount
                            Gross       Other  from Other        Net     Assumed
                           Amount   Companies   Companies     Amount      to Net
________________________________________________________________________________
<S>                   <C>          <C>               <C> <C>                 <C>
Year ended December 31, 1997:
  Life insurance in
    force             $11,684,447  $1,569,159        --  $10,115,288         --
                      ==========================================================
Period October 25, 1997
 through December 31, 1997:
  Insurance premiums
    and charges            22,432       1,921        $9       20,520         --
                      ==========================================================
Period January 1, 1997
 through October 24, 1997:
  Insurance premiums
    and charges           108,142       5,685        52      102,509         --
                      ==========================================================
Year ended December 31, 1996:
  Life insurance in
    force              11,507,009   1,482,900        --   10,024,109         --
                      ==========================================================
  Insurance premiums
    and charges           109,015       6,850        39      102,204         --
                      ==========================================================
Year ended December 31, 1995:
  Life insurance in
    force              10,927,445   1,459,523        --    9,467,922         --
                      ==========================================================
  Insurance premiums
    and charges           101,095       6,271        67       94,891         --
                      ==========================================================
</TABLE>











                            Financial Statements

                  Equitable Life Insurance Company of Iowa
                             Separate Account A

                   Years ended December 31, 1997 and 1996
                     with Report of Independent Auditors














































                  Equitable Life Insurance Company of Iowa
                             Separate Account A

                            Financial Statements


                   Years ended December 31, 1997 and 1996






                                  CONTENTS

Report of Independent Auditors    

Audited Financial Statements

Statement of Net Assets           
Statement of Operations           
Statements of Changes in Net Assets 
Notes to Financial Statements       





































                       Report of Independent Auditors




The Board of Directors
Equitable Life Insurance Company of Iowa


We have audited the accompanying statement of net assets of Equitable Life
Insurance Company of Iowa Separate Account A as of December 31, 1997, and the
related statements of operations for the year then ended and the changes in net
assets for each of the two years in the period then ended.  These financial
statements are the responsibility of the Account's management.  Our 
responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits 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,
1997, by correspondence with the transfer agent.  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 Separate Account A at December
31, 1997, and the results of its operations for the year then ended and the 
changes in its net assets for each of the two years in the period then ended 
in conformity with generally accepted accounting principles.

                                          /S/ Ernst & Young LLP

Des Moines, Iowa
February 12, 1998





















                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
<TABLE>
<CAPTION>
                                                                    Advantage
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)                          $17,828,042
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>




See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Advantage
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $17,828,042
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,505,743
Unit Value                                                               11.84
                                                                   ____________
Net Assets                                                         $17,828,042
                                                                   ============

</TABLE>






















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Inter-
                                                                     national
                                                                      Fixed
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)                          $11,904,652
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>
See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Inter-
                                                                     national
                                                                      Fixed
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $11,904,652
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,003,152
Unit Value                                                               11.87
                                                                   ____________
Net Assets                                                         $11,904,652
                                                                   ============

</TABLE>



















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)                         $35,584,814
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>


See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $35,584,814
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                3,178,723
Unit Value                                                               11.19
                                                                   ____________
Net Assets                                                         $35,584,814
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Mortgage-
                                                                      Backed
                                                                    Securities
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)                          $17,673,788
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Mortgage-
                                                                      Backed
                                                                    Securities
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $17,673,788
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,427,178
Unit Value                                                               12.38
                                                                   ____________
Net Assets                                                         $17,673,788
                                                                   ============

</TABLE>




















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                       OTC
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)                          $89,356,864
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>



See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                       OTC
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $89,356,864
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                4,824,991
Unit Value                                                               18.52
                                                                   ____________
Net Assets                                                         $89,356,864
                                                                   ============

</TABLE>






















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Research
                                                                    Account
                                                                 ______________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)                       $204,520,177
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.


                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Research
                                                                    Account
                                                                 ______________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                 ______________
TOTAL NET ASSETS (cost - $947,980,910)                            $204,520,177
                                                                 ==============

NET ASSETS REPRESENTED BY:

Units                                                               10,840,733
Unit Value                                                               18.87
                                                                 ______________
Net Assets                                                        $204,520,177
                                                                 ==============

</TABLE>






















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Total
                                                                     Return
                                                                     Account
                                                                  _____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)                        $148,851,655
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>


See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Total
                                                                     Return
                                                                     Account
                                                                  _____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                  _____________
TOTAL NET ASSETS (cost - $947,980,910)                            $148,851,655
                                                                  =============

NET ASSETS REPRESENTED BY:

Units                                                                9,244,077
Unit Value                                                               16.10
                                                                  _____________
Net Assets                                                        $148,851,655
                                                                  =============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Growth &
                                                                     Income
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)                         $87,808,343
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Growth &
                                                                     Income
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                  ____________
TOTAL NET ASSETS (cost - $947,980,910)                            $87,808,343
                                                                  ============

NET ASSETS REPRESENTED BY:

Units                                                               5,699,245
Unit Value                                                              15.41
                                                                  ____________
Net Assets                                                        $87,808,343
                                                                  ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Value +
                                                                     Growth
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)                         $56,373,954
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                    Value +
                                                                     Growth
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                  ____________
TOTAL NET ASSETS (cost - $947,980,910)                            $56,373,954
                                                                  ============

NET ASSETS REPRESENTED BY:

Units                                                               4,326,368
Unit Value                                                              13.03
                                                                  ____________
Net Assets                                                        $56,373,954
                                                                  ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                     Inter-
                                                                    national
                                                                     Equity
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)                         $38,713,392
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                     Inter-
                                                                    national
                                                                     Equity
                                                                    Account
                                                                  ____________
<S>                                                               <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                  ____________
TOTAL NET ASSETS (cost - $947,980,910)                            $38,713,392
                                                                  ============

NET ASSETS REPRESENTED BY:

Units                                                               3,908,832
Unit Value                                                               9.90
                                                                  ____________
Net Assets                                                        $38,713,392
                                                                  ============

</TABLE>




















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Fully
                                                                     Managed
                                                                     Account
                                                                   ___________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)                             $8,456,130
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Fully
                                                                     Managed
                                                                     Account
                                                                   ___________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ___________
TOTAL NET ASSETS (cost - $947,980,910)                             $8,456,130
                                                                   ===========

NET ASSETS REPRESENTED BY:

Units                                                                 430,012
Unit Value                                                              19.66
                                                                   ___________
Net Assets                                                         $8,456,130
                                                                   ===========

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Rising
                                                                    Dividends
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)                          $31,374,717
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Rising
                                                                    Dividends
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $31,374,717
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,561,703
Unit Value                                                               20.09
                                                                   ____________
Net Assets                                                         $31,374,717
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Small
                                                                       Cap
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)                            $11,401,411
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Small
                                                                       Cap
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $11,401,411
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                  885,024
Unit Value                                                               12.88
                                                                   ____________
Net Assets                                                         $11,401,411
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                    Income and
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)                          $74,829,676
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>
See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                    Income and
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS

 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $74,829,676
                                                                   ============


NET ASSETS REPRESENTED BY:

Units                                                                4,211,810
Unit Value                                                               17.77
                                                                   ____________
Net Assets                                                         $74,829,676
                                                                   ============

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                     Barney
                                                                  International
                                                                     Equity
                                                                     Account
                                                                  _____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)                          $23,573,048
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>
See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                     Barney
                                                                  International
                                                                     Equity
                                                                     Account
                                                                  _____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                  _____________
TOTAL NET ASSETS (cost - $947,980,910)                             $23,573,048
                                                                  =============

NET ASSETS REPRESENTED BY:

Units                                                                1,734,132
Unit Value                                                               13.59
                                                                  _____________
Net Assets                                                         $23,573,048
                                                                  =============

</TABLE>



















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                       High
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)                          $21,190,553
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>
See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                       High
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $21,190,553
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,544,897
Unit Value                                                               13.72
                                                                   ____________
Net Assets                                                         $21,190,553
                                                                   ============

</TABLE>



















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)                         $12,538,824
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>
See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $12,538,824
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,142,815
Unit Value                                                               10.97
                                                                   ____________
Net Assets                                                         $12,538,824
                                                                   ============

</TABLE>



















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>


                                                                   Appreciation
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)                          $30,520,554

</TABLE>

See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>


                                                                   Appreciation
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $30,520,554
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                2,177,729
Unit Value                                                               14.01
                                                                   ____________
Net Assets                                                         $30,520,554
                                                                   ============

</TABLE>




















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                       High
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                       High
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)                          $20,287,782
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $20,287,782
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                1,866,333
Unit Value                                                               10.87
                                                                   ____________
Net Assets                                                         $20,287,782
                                                                   ============

</TABLE>




















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)                          $30,576,929
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $30,576,929
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                2,767,613
Unit Value                                                               11.05
                                                                   ____________
Net Assets                                                         $30,576,929
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                     Balanced
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                     Balanced
                                                                     Account
                                                                   ____________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)                          $29,506,512
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                             $29,506,512
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                2,668,341
Unit Value                                                               11.06
                                                                   ____________
Net Assets                                                         $29,506,512
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                   Conservative
                                                                     Account
                                                                   ____________
<S>                                                                 <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                   Conservative
                                                                     Account
                                                                   ____________
<S>                                                                 <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)                              $7,429,120
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)
                                                                   ____________
TOTAL NET ASSETS (cost - $947,980,910)                              $7,429,120
                                                                   ============

NET ASSETS REPRESENTED BY:

Units                                                                  671,234
Unit Value                                                               11.07
                                                                   ____________
Net Assets                                                          $7,429,120
                                                                   ============

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Income
                                                                      Account
                                                                    ___________
<S>                                                                 <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)
   Small Cap Series,
    860,484 shares (cost - $10,749,103)
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)

</TABLE>

See accompanying notes.

                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Income
                                                                      Account
                                                                    ___________
<S>                                                                 <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)                              $2,766,373
                                                                    ___________
TOTAL NET ASSETS (cost - $947,980,910)                              $2,766,373
                                                                    ===========

NET ASSETS REPRESENTED BY:

Units                                                                  250,841
Unit Value                                                               11.03
                                                                    ___________
Net Assets                                                          $2,766,373
                                                                    ===========

</TABLE>





















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                   Combined
                                                                _______________
<S>                                                                <C>
ASSETS
 Investments at net asset value:
  Equi-Select Series Trust:
   Advantage Portfolio,
    1,694,430 shares (cost - $18,108,961)                          $17,828,042
   International Fixed Income Portfolio,
    1,144,498 shares (cost - $12,724,228)                           11,904,652
   Money Market Portfolio,
    35,584,814 shares (cost - $35,584,814)                          35,584,814
   Mortgage-Backed Securities Portfolio, 
    1,617,870 shares (cost - $17,616,297)                           17,673,788
   OTC Portfolio,
    5,648,116 shares (cost - $83,367,263)                           89,356,864
   Research Portfolio,
    11,398,759 shares (cost - $184,647,089)                        204,520,177
   Total Return Portfolio,
    9,691,999 shares (cost - $131,573,390)                         148,851,655
   Growth & Income Portfolio,
    6,070,023 shares (cost - $80,996,144)                           87,808,343
   Value + Growth Portfolio,
    4,265,584 shares (cost - $55,051,249)                           56,373,954
  Warburg Pincus Trust:
   International Equity Portfolio,
    3,690,504 shares (cost - $43,663,623)                           38,713,392
  The GCG Trust:
   Fully Managed Series,
    537,580 shares (cost - $8,575,226)                               8,456,130
   Rising Dividends Series,
    1,565,605 shares (cost - $29,772,355)                           31,374,717
   Small Cap Series,
    860,484 shares (cost - $10,749,103)                             11,401,411
  Travelers Series Fund, Inc.:
   Smith Barney Income and Growth Portfolio,
    3,923,947 shares (cost - $63,259,789)                           74,829,676
   Smith Barney International Equity Portfolio,
    1,827,368 shares (cost - $22,969,530)                           23,573,048
   Smith Barney High Income Portfolio,
    1,571,999 shares (cost - $19,290,483)                           21,190,553
   Smith Barney Money Market Portfolio,
    12,538,824 shares (cost - $12,538,824)                          12,538,824
  Greenwich Street Series Fund:
   Appreciation Portfolio,
    1,629,501 shares (cost - $29,402,696)                           30,520,554

</TABLE>

See accompanying notes.



                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF NET ASSETS
                               December 31, 1997
                                  (Continued)
<TABLE>
<CAPTION>
                                                                   Combined
                                                                _______________
<S>                                                             <C>
ASSETS
 Investments at net asset value:
  Smith Barney Concert Allocation Series, Inc.:
   Select High Growth Portfolio,
    1,842,669 shares (cost - $20,177,874)                           20,287,782
   Select Growth Portfolio,
    2,732,523 shares (cost - $29,674,589)                           30,576,929
   Select Balanced Portfolio,
    2,634,510 shares (cost - $28,388,533)                           29,506,512
   Select Conservative Portfolio,
    662,723 shares (cost - $7,183,159)                               7,429,120
   Select Income Portfolio,
    247,661 shares (cost - $2,665,691)                               2,766,373
                                                                _______________
TOTAL NET ASSETS (cost - $947,980,910)                          $1,013,067,310
                                                                ===============


</TABLE>






























See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
<TABLE>
<CAPTION>
                                                      International
                                                         Fixed        Money
                                          Advantage      Income       Market
                                           Account      Account      Account
                                         ______________________________________
<S>                                         <C>          <C>        <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                 $782,675     $542,440   $1,632,508
  Capital gains distributions                     --       54,527           --
                                         ______________________________________
 Total investment income                     782,675      596,967    1,632,508

 Expenses:
  Annual contract charges                      7,758        6,435        6,084
  Transfer charges                               138           --        6,410
  Administrative charges                       1,932        1,066        2,638
  Mortality and expense risk charges         242,386      142,095      454,136
                                         ______________________________________
 Net investment income (loss)                530,461      447,371    1,163,240

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments     256,338      124,849           --
 Net unrealized appreciation
  (depreciation) of investments              (68,673)    (614,411)          --
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                   $718,126     ($42,191)  $1,163,240
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>
                                          Mortgage-
                                            Backed
                                          Securities      OTC        Research
                                           Account      Account      Account
                                         ______________________________________
<S>                                         <C>       <C>          <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                 $782,654   $3,725,445   $2,126,136
  Capital gains distributions                     --       39,178    4,275,288
                                         ______________________________________
 Total investment income                     782,654    3,764,623    6,401,424

 Expenses:
  Annual contract charges                      8,137       48,350       83,047
  Transfer charges                                (7)         852          796
  Administrative charges                       1,420        5,537       10,322
  Mortality and expense risk charges         191,871      918,764    1,962,985
                                         ______________________________________
 Net investment income (loss)                581,233    2,791,120    4,344,274

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments     (49,663)   3,085,650    3,990,034
 Net unrealized appreciation
  (depreciation) of investments              372,723    4,758,266   12,924,937
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                   $904,293  $10,635,036  $21,259,245
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>













See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>
                                            Total       Growth &     Value +
                                            Return       Income       Growth
                                           Account      Account      Account
                                         ______________________________________
<S>                                      <C>          <C>            <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                               $3,515,543   $7,042,003      $13,977
  Capital gains distributions              1,453,371       13,264           --
                                         ______________________________________
 Total investment income                   4,968,914    7,055,267       13,977

 Expenses:
  Annual contract charges                     62,200       27,213       16,215
  Transfer charges                                36          167          142
  Administrative charges                       7,854        3,887        1,957
  Mortality and expense risk charges       1,420,362      810,049      502,582
                                         ______________________________________
 Net investment income (loss)              3,478,462    6,213,951     (506,919)

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments     637,746    1,221,709    1,030,463
 Net unrealized appreciation
  (depreciation) of investments           13,098,517    4,340,296      347,125
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                $17,214,725  $11,775,956     $870,669
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>
                                         International   Fully        Rising
                                            Equity      Managed     Dividends
                                           Account     Account(a)   Account(b)
                                         ______________________________________
<S>                                      <C>             <C>        <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                               $1,263,347     $250,821     $191,362
  Capital gains distributions              1,202,927      366,432      515,186
                                         ______________________________________
 Total investment income                   2,466,274      617,253      706,548

 Expenses:
  Annual contract charges                     20,536          321        2,238
  Transfer charges                               251           12          761
  Administrative charges                       2,780           --           --
  Mortality and expense risk charges         461,343       49,420      169,295
                                         ______________________________________
 Net investment income (loss)              1,981,364      567,500      534,254

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments     175,065       13,366      689,163
 Net unrealized appreciation
  (depreciation) of investments           (5,059,005)    (119,096)   1,602,362
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                ($2,902,576)    $461,770   $2,825,779
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>
                                                     Smith Barney Smith Barney
                                                      Income and  International
                                         Small Cap      Growth       Equity
                                         Account(a)    Account       Account
                                        _______________________________________
<S>                                        <C>        <C>            <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                      --           --            --
  Capital gains distributions                    --           --            --
                                        _______________________________________
 Total investment income                         --           --            --

 Expenses:
  Annual contract charges                      $570      $19,604        $9,423
  Transfer charges                               45           --            --
  Administrative charges                         --        3,044         1,449
  Mortality and expense risk charges         71,459      645,047       252,207
                                        _______________________________________
 Net investment income (loss)               (72,074)    (667,695)     (263,079)

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments    250,413      173,271        62,891
 Net unrealized appreciation
  (depreciation) of investments             652,308    9,763,541      (159,210)
                                        _______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                  $830,647   $9,269,117     ($359,398)
                                        =======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>













See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>
                                                      Smith Barney
                                         Smith Barney    Money
                                         High Income     Market    Appreciation
                                           Account      Account      Account
                                         ______________________________________
<S>                                       <C>            <C>        <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                       --     $416,443     $355,211
  Capital gains distributions                     --           --    1,549,430
                                         ______________________________________
 Total investment income                          --      416,443    1,904,641

 Expenses:
  Annual contract charges                     $5,629        1,040        5,977
  Transfer charges                                --           --           --
  Administrative charges                       1,108          498          792
  Mortality and expense risk charges         206,204      120,594      214,970
                                         ______________________________________
 Net investment income (loss)               (212,941)     294,311    1,682,902

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments     109,408           --        7,316
 Net unrealized appreciation
  (depreciation) of investments            1,805,213           --    1,159,392
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                 $1,701,680     $294,311   $2,849,610
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>













See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>

                                         Select High     Select       Select
                                            Growth       Growth      Balanced
                                          Account(c)   Account(d)   Account(c)
                                         ______________________________________
<S>                                          <C>         <C>         <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                       --           --           --
  Capital gains distributions                     --           --           --
                                         ______________________________________
 Total investment income                          --           --           --

 Expenses:
  Annual contract charges                       $168         $136         $188
  Transfer charges                                --           --           --
  Administrative charges                          --           --           --
  Mortality and expense risk charges          96,196      142,411      150,373
                                         ______________________________________
 Net investment income (loss)                (96,364)    (142,547)    (150,561)

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments      36,105        3,569        3,850
 Net unrealized appreciation
  (depreciation) of investments              109,908      902,340    1,117,979
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                    $49,649     $763,362     $971,268
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>













See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                            STATEMENT OF OPERATIONS
                 For the year December 31, 1997, Except as Noted
                                  (Continued)
<TABLE>
<CAPTION>

                                            Select       Select
                                         Conservative    Income
                                          Account(f)   Account(e)    Combined
                                         ______________________________________
<S>                                         <C>          <C>       <C>
INVESTMENT INCOME (LOSS)
 Income:
  Dividends                                       --           --  $22,640,565
  Capital gains distributions                     --           --    9,469,603
                                         ______________________________________
 Total investment income                          --           --   32,110,168

 Expenses:
  Annual contract charges                        $20          $15      331,304
  Transfer charges                                --           --        9,603
  Administrative charges                          --           --       46,284
  Mortality and expense risk charges          34,177       14,489    9,273,415
                                         ______________________________________
 Net investment income (loss)                (34,197)     (14,504)  22,449,562

REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS
 Net realized gain (loss) on investments      21,770       19,963   11,863,276
 Net unrealized appreciation
  (depreciation) of investments              245,961      100,682   47,281,155
                                         ______________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                   $233,534     $106,141  $81,593,993
                                         ======================================
<FN>
(a) Commencement of Operations, February 5, 1997
(b) Commencement of Operations, February 10, 1997
(c) Commencement of Operations, February 21, 1997
(d) Commencement of Operations, March 6, 1997
(e) Commencement of Operations, March 19, 1997
(f) Commencement of Operations, March 26, 1997

</TABLE>













See accompanying notes.


                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
<TABLE>
<CAPTION>
                                                                    Advantage
                                                                     Account
                                                                   ____________
<S>                                                                 <C>
NET ASSETS AT JANUARY 1, 1996                                       $3,744,237

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         422,472
  Net realized gain (loss) on investments                               57,513
  Net unrealized appreciation (depreciation) of investments           (111,913)
                                                                   ____________
  Net increase in net assets resulting from operations                 368,072

 Changes from principal transactions:
  Purchase payments                                                  7,649,569
  Contract distributions and terminations                             (381,407)
  Transfer payments from (to) other Accounts and Fixed Account       3,638,478
                                                                   ____________
  Increase in net assets derived from principal transactions        10,906,640
                                                                   ____________
  Total increase                                                    11,274,712
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     15,018,949

</TABLE>




























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                    Advantage
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $530,461
  Net realized gain (loss) on investments                              256,338
  Net unrealized appreciation (depreciation) of investments            (68,673)
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      718,126

 Changes from principal transactions:
  Purchase payments                                                  8,221,506
  Contract distributions and terminations                           (1,615,795)
  Transfer payments from (to) other Accounts and Fixed Account      (4,514,744)
                                                                   ____________
  Increase in net assets derived from principal transactions         2,090,967
                                                                   ____________
  Total increase                                                     2,809,093
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $17,828,042
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                 International
                                                                     Fixed
                                                                    Income
                                                                    Account
                                                                 _____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                      $3,599,567

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        455,330
  Net realized gain (loss) on investments                              48,607
  Net unrealized appreciation (depreciation) of investments          (239,063)
                                                                 _____________
  Net increase in net assets resulting from operations                264,874

 Changes from principal transactions:
  Purchase payments                                                 2,509,049
  Contract distributions and terminations                            (213,335)
  Transfer payments from (to) other Accounts and Fixed Account      2,279,493
                                                                 _____________
  Increase in net assets derived from principal transactions        4,575,207
                                                                 _____________
  Total increase                                                    4,840,081
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1996                                     8,439,648

</TABLE>

























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                 International
                                                                     Fixed
                                                                    Income
                                                                    Account
                                                                 _____________
<S>                                                               <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       $447,371
  Net realized gain (loss) on investments                             124,849
  Net unrealized appreciation (depreciation) of investments          (614,411)
                                                                 _____________
  Net increase (decrease) in net assets resulting from operations     (42,191)

 Changes from principal transactions:
  Purchase payments                                                 2,503,059
  Contract distributions and terminations                            (603,475)
  Transfer payments from (to) other Accounts and Fixed Account      1,607,611
                                                                 _____________
  Increase in net assets derived from principal transactions        3,507,195
                                                                 _____________
  Total increase                                                    3,465,004
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1997                                   $11,904,652
                                                                 =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Money
                                                                     Market
                                                                     Account
                                                                  _____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                       $5,732,221

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         430,243
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                  _____________
  Net increase in net assets resulting from operations                 430,243

 Changes from principal transactions:
  Purchase payments                                                 97,297,490
  Contract distributions and terminations                             (409,078)
  Transfer payments from (to) other Accounts and Fixed Account     (83,912,504)
                                                                  _____________
  Increase in net assets derived from principal transactions        12,975,908
                                                                  _____________
  Total increase                                                    13,406,151
                                                                  _____________
NET ASSETS AT DECEMBER 31, 1996                                     19,138,372

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Money
                                                                     Market
                                                                     Account
                                                                  _____________
<S>                                                               <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      $1,163,240
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                  _____________
  Net increase (decrease) in net assets resulting from operations    1,163,240

 Changes from principal transactions:
  Purchase payments                                                180,384,044
  Contract distributions and terminations                           (3,652,032)
  Transfer payments from (to) other Accounts and Fixed Account    (161,448,810)
                                                                  _____________
  Increase in net assets derived from principal transactions        15,283,202
                                                                  _____________
  Total increase                                                    16,446,442
                                                                  _____________
NET ASSETS AT DECEMBER 31, 1997                                    $35,584,814
                                                                  =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                    Mortgage-
                                                                      Backed
                                                                    Securities
                                                                     Account
                                                                   ____________
<S>                                                                 <C>
NET ASSETS AT JANUARY 1, 1996                                       $4,339,520

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         462,928
  Net realized gain (loss) on investments                                3,182
  Net unrealized appreciation (depreciation) of investments           (236,988)
                                                                   ____________
  Net increase in net assets resulting from operations                 229,122

 Changes from principal transactions:
  Purchase payments                                                  3,866,835
  Contract distributions and terminations                             (272,503)
  Transfer payments from (to) other Accounts and Fixed Account       2,670,273
                                                                   ____________
  Increase in net assets derived from principal transactions         6,264,605
                                                                   ____________
  Total increase                                                     6,493,727
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     10,833,247

</TABLE>

























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                    Mortgage-
                                                                      Backed
                                                                    Securities
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $581,233
  Net realized gain (loss) on investments                              (49,663)
  Net unrealized appreciation (depreciation) of investments            372,723
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      904,293

 Changes from principal transactions:
  Purchase payments                                                  3,918,784
  Contract distributions and terminations                             (720,003)
  Transfer payments from (to) other Accounts and Fixed Account       2,737,467
                                                                   ____________
  Increase in net assets derived from principal transactions         5,936,248
                                                                   ____________
  Total increase                                                     6,840,541
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $17,673,788
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                       OTC
                                                                     Account
                                                                   ____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                      $10,036,697

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       1,743,322
  Net realized gain (loss) on investments                               61,629
  Net unrealized appreciation (depreciation) of investments          1,203,795
                                                                   ____________
  Net increase in net assets resulting from operations               3,008,746

 Changes from principal transactions:
  Purchase payments                                                 16,302,789
  Contract distributions and terminations                             (628,676)
  Transfer payments from (to) other Accounts and Fixed Account      12,133,266
                                                                   ____________
  Increase in net assets derived from principal transactions        27,807,379
                                                                   ____________
  Total increase                                                    30,816,125
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     40,852,822

</TABLE>



























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                       OTC
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      $2,791,120
  Net realized gain (loss) on investments                            3,085,650
  Net unrealized appreciation (depreciation) of investments          4,758,266
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations   10,635,036

 Changes from principal transactions:
  Purchase payments                                                 25,660,915
  Contract distributions and terminations                           (2,959,153)
  Transfer payments from (to) other Accounts and Fixed Account      15,167,244
                                                                   ____________
  Increase in net assets derived from principal transactions        37,869,006
                                                                   ____________
  Total increase                                                    48,504,042
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $89,356,864
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                   Research
                                                                    Account
                                                                 _____________
<S>                                                               <C>
NET ASSETS AT JANUARY 1, 1996                                     $16,446,948

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      1,534,737
  Net realized gain (loss) on investments                             662,781
  Net unrealized appreciation (depreciation) of investments         5,420,258
                                                                 _____________
  Net increase in net assets resulting from operations              7,617,776

 Changes from principal transactions:
  Purchase payments                                                32,407,473
  Contract distributions and terminations                          (1,057,801)
  Transfer payments from (to) other Accounts and Fixed Account     21,760,887
                                                                 _____________
  Increase in net assets derived from principal transactions       53,110,559
                                                                 _____________
  Total increase                                                   60,728,335
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1996                                    77,175,283

</TABLE>



























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                   Research
                                                                    Account
                                                                 _____________
<S>                                                              <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                     $4,344,274
  Net realized gain (loss) on investments                           3,990,034
  Net unrealized appreciation (depreciation) of investments        12,924,937
                                                                 _____________
  Net increase (decrease) in net assets resulting from operations  21,259,245

 Changes from principal transactions:
  Purchase payments                                                67,831,805
  Contract distributions and terminations                          (5,188,911)
  Transfer payments from (to) other Accounts and Fixed Account     43,442,755
                                                                 _____________
  Increase in net assets derived from principal transactions      106,085,649
                                                                 _____________
  Total increase                                                  127,344,894
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1997                                  $204,520,177
                                                                 =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Total
                                                                    Return
                                                                    Account
                                                                 _____________
<S>                                                               <C>
NET ASSETS AT JANUARY 1, 1996                                     $15,821,842

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      1,115,103
  Net realized gain (loss) on investments                             120,266
  Net unrealized appreciation (depreciation) of investments         3,147,975
                                                                 _____________
  Net increase in net assets resulting from operations              4,383,344

 Changes from principal transactions:
  Purchase payments                                                23,245,480
  Contract distributions and terminations                          (1,235,631)
  Transfer payments from (to) other Accounts and Fixed Account     16,620,130
                                                                 _____________
  Increase in net assets derived from principal transactions       38,629,979
                                                                 _____________
  Total increase                                                   43,013,323
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1996                                    58,835,165

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Total
                                                                    Return
                                                                    Account
                                                                 _____________
<S>                                                              <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                     $3,478,462
  Net realized gain (loss) on investments                             637,746
  Net unrealized appreciation (depreciation) of investments        13,098,517
                                                                 _____________
  Net increase (decrease) in net assets resulting from operations  17,214,725

 Changes from principal transactions:
  Purchase payments                                                46,890,224
  Contract distributions and terminations                          (5,975,954)
  Transfer payments from (to) other Accounts and Fixed Account     31,887,495
                                                                 _____________
  Increase in net assets derived from principal transactions       72,801,765
                                                                 _____________
  Total increase                                                   90,016,490
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1997                                  $148,851,655
                                                                 =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Growth &
                                                                      Income
                                                                    Account(a)
                                                                   ____________
<S>                                                                 <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        ($49,590)
  Net realized gain (loss) on investments                               30,064
  Net unrealized appreciation (depreciation) of investments          2,471,903
                                                                   ____________
  Net increase in net assets resulting from operations               2,452,377

 Changes from principal transactions:
  Purchase payments                                                 12,034,879
  Contract distributions and terminations                             (227,921)
  Transfer payments from (to) other Accounts and Fixed Account      13,570,237
                                                                   ____________
  Increase in net assets derived from principal transactions        25,377,195
                                                                   ____________
  Total increase                                                    27,829,572
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     27,829,572

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Growth &
                                                                      Income
                                                                    Account(a)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      $6,213,951
  Net realized gain (loss) on investments                            1,221,709
  Net unrealized appreciation (depreciation) of investments          4,340,296
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations   11,775,956

 Changes from principal transactions:
  Purchase payments                                                 26,757,151
  Contract distributions and terminations                           (2,887,153)
  Transfer payments from (to) other Accounts and Fixed Account      24,332,817
                                                                   ____________
  Increase in net assets derived from principal transactions        48,202,815
                                                                   ____________
  Total increase                                                    59,978,771
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $87,808,343
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Value +
                                                                      Growth
                                                                    Account(a)
                                                                   ____________
<S>                                                                 <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         $78,608
  Net realized gain (loss) on investments                                4,559
  Net unrealized appreciation (depreciation) of investments            975,580
                                                                   ____________
  Net increase in net assets resulting from operations               1,058,747

 Changes from principal transactions:
  Purchase payments                                                  5,855,390
  Contract distributions and terminations                              (86,176)
  Transfer payments from (to) other Accounts and Fixed Account       7,308,004
                                                                   ____________
  Increase in net assets derived from principal transactions        13,077,218
                                                                   ____________
  Total increase                                                    14,135,965
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     14,135,965

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Value +
                                                                      Growth
                                                                    Account(a)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       ($506,919)
  Net realized gain (loss) on investments                            1,030,463
  Net unrealized appreciation (depreciation) of investments            347,125
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      870,669

 Changes from principal transactions:
  Purchase payments                                                 18,435,971
  Contract distributions and terminations                           (1,778,873)
  Transfer payments from (to) other Accounts and Fixed Account      24,710,222
                                                                   ____________
  Increase in net assets derived from principal transactions        41,367,320
                                                                   ____________
  Total increase                                                    42,237,989
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $56,373,954
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                 International
                                                                     Equity
                                                                   Account(a)
                                                                 _____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                              --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       $315,884
  Net realized gain (loss) on investments                             (10,354)
  Net unrealized appreciation (depreciation) of investments           108,774
                                                                 _____________
  Net increase in net assets resulting from operations                414,304

 Changes from principal transactions:
  Purchase payments                                                 4,679,176
  Contract distributions and terminations                            (172,244)
  Transfer payments from (to) other Accounts and Fixed Account     15,903,022
                                                                 _____________
  Increase in net assets derived from principal transactions       20,409,954
                                                                 _____________
  Total increase                                                   20,824,258
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1996                                    20,824,258

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                 International
                                                                     Equity
                                                                   Account(a)
                                                                 _____________
<S>                                                               <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                     $1,981,364
  Net realized gain (loss) on investments                             175,065
  Net unrealized appreciation (depreciation) of investments        (5,059,005)
                                                                 _____________
  Net increase (decrease) in net assets resulting from operations  (2,902,576)

 Changes from principal transactions:
  Purchase payments                                                11,101,209
  Contract distributions and terminations                          (2,232,677)
  Transfer payments from (to) other Accounts and Fixed Account     11,923,178
                                                                 _____________
  Increase in net assets derived from principal transactions       20,791,710
                                                                 _____________
  Total increase                                                   17,889,134
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1997                                   $38,713,392
                                                                 =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Fully
                                                                     Managed
                                                                    Account(c)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Fully
                                                                     Managed
                                                                    Account(c)
                                                                   ____________
<S>                                                                 <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $567,500
  Net realized gain (loss) on investments                               13,366
  Net unrealized appreciation (depreciation) of investments           (119,096)
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      461,770

 Changes from principal transactions:
  Purchase payments                                                  3,479,979
  Contract distributions and terminations                              (75,626)
  Transfer payments from (to) other Accounts and Fixed Account       4,590,007
                                                                   ____________
  Increase in net assets derived from principal transactions         7,994,360
                                                                   ____________
  Total increase                                                     8,456,130
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                     $8,456,130
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Rising
                                                                    Dividends
                                                                    Account(d)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Rising
                                                                    Dividends
                                                                    Account(d)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $534,254
  Net realized gain (loss) on investments                              689,163
  Net unrealized appreciation (depreciation) of investments          1,602,362
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations    2,825,779

 Changes from principal transactions:
  Purchase payments                                                 10,120,021
  Contract distributions and terminations                             (591,899)
  Transfer payments from (to) other Accounts and Fixed Account      19,020,816
                                                                   ____________
  Increase in net assets derived from principal transactions        28,548,938
                                                                   ____________
  Total increase                                                    31,374,717
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $31,374,717
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                    Small Cap
                                                                    Account(c)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>



























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                    Small Cap
                                                                    Account(c)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        ($72,074)
  Net realized gain (loss) on investments                              250,413
  Net unrealized appreciation (depreciation) of investments            652,308
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      830,647

 Changes from principal transactions:
  Purchase payments                                                  4,226,747
  Contract distributions and terminations                             (466,764)
  Transfer payments from (to) other Accounts and Fixed Account       6,810,781
                                                                   ____________
  Increase in net assets derived from principal transactions        10,570,764
                                                                   ____________
  Total increase                                                    11,401,411
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $11,401,411
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                    Income and
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                 <C>
NET ASSETS AT JANUARY 1, 1996                                       $3,554,954

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         331,124
  Net realized gain (loss) on investments                              113,961
  Net unrealized appreciation (depreciation) of investments          1,617,928
                                                                   ____________
  Net increase in net assets resulting from operations               2,063,013

 Changes from principal transactions:
  Purchase payments                                                 12,391,247
  Contract distributions and terminations                             (313,379)
  Transfer payments from (to) other Accounts and Fixed Account       4,775,045
                                                                   ____________
  Increase in net assets derived from principal transactions        16,852,913
                                                                   ____________
  Total increase                                                    18,915,926
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                     22,470,880

</TABLE>
























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                    Income and
                                                                      Growth
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       ($667,695)
  Net realized gain (loss) on investments                              173,271
  Net unrealized appreciation (depreciation) of investments          9,763,541
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations    9,269,117

 Changes from principal transactions:
  Purchase payments                                                 32,706,984
  Contract distributions and terminations                           (1,296,354)
  Transfer payments from (to) other Accounts and Fixed Account      11,679,049
                                                                   ____________
  Increase in net assets derived from principal transactions        43,089,679
                                                                   ____________
  Total increase                                                    52,358,796
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $74,829,676
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Smith
                                                                    Barney
                                                                 International
                                                                    Equity
                                                                    Account
                                                                 _____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                      $1,785,234

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        (71,888)
  Net realized gain (loss) on investments                              17,392
  Net unrealized appreciation (depreciation) of investments           731,168
                                                                 _____________
  Net increase in net assets resulting from operations                676,672

 Changes from principal transactions:
  Purchase payments                                                 6,290,530
  Contract distributions and terminations                             (32,636)
  Transfer payments from (to) other Accounts and Fixed Account      2,085,262
                                                                 _____________
  Increase in net assets derived from principal transactions        8,343,156
                                                                 _____________
  Total increase                                                    9,019,828
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1996                                    10,805,062

</TABLE>
























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                     Smith
                                                                    Barney
                                                                 International
                                                                    Equity
                                                                    Account
                                                                 _____________
<S>                                                               <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      ($263,079)
  Net realized gain (loss) on investments                              62,891
  Net unrealized appreciation (depreciation) of investments          (159,210)
                                                                 _____________
  Net increase (decrease) in net assets resulting from operations    (359,398)

 Changes from principal transactions:
  Purchase payments                                                10,522,332
  Contract distributions and terminations                            (391,223)
  Transfer payments from (to) other Accounts and Fixed Account      2,996,275
                                                                 _____________
  Increase in net assets derived from principal transactions       13,127,384
                                                                 _____________
  Total increase                                                   12,767,986
                                                                 _____________
NET ASSETS AT DECEMBER 31, 1997                                   $23,573,048
                                                                 =============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                       High
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                  <C>
NET ASSETS AT JANUARY 1, 1996                                         $790,940

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                         399,698
  Net realized gain (loss) on investments                               22,650
  Net unrealized appreciation (depreciation) of investments             94,928
                                                                   ____________
  Net increase in net assets resulting from operations                 517,276

 Changes from principal transactions:
  Purchase payments                                                  5,464,065
  Contract distributions and terminations                              (30,888)
  Transfer payments from (to) other Accounts and Fixed Account       1,453,238
                                                                   ____________
  Increase in net assets derived from principal transactions         6,886,415
                                                                   ____________
  Total increase                                                     7,403,691
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                      8,194,631

</TABLE>
























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                       High
                                                                      Income
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       ($212,941)
  Net realized gain (loss) on investments                              109,408
  Net unrealized appreciation (depreciation) of investments          1,805,213
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations    1,701,680

 Changes from principal transactions:
  Purchase payments                                                  9,444,101
  Contract distributions and terminations                             (348,882)
  Transfer payments from (to) other Accounts and Fixed Account       2,199,023
                                                                   ____________
  Increase in net assets derived from principal transactions        11,294,242
                                                                   ____________
  Total increase                                                    12,995,922
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $21,190,553
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
NET ASSETS AT JANUARY 1, 1996                                       $1,279,525

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                          86,557
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                  86,557

 Changes from principal transactions:
  Purchase payments                                                 16,828,214
  Contract distributions and terminations                              (12,087)
  Transfer payments from (to) other Accounts and Fixed Account     (14,488,219)
                                                                   ____________
  Increase in net assets derived from principal transactions         2,327,908
                                                                   ____________
  Total increase                                                     2,414,465
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                      3,693,990

</TABLE>
























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Smith
                                                                      Barney
                                                                      Money
                                                                      Market
                                                                     Account
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $294,311
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      294,311

 Changes from principal transactions:
  Purchase payments                                                 72,869,826
  Contract distributions and terminations                             (272,427)
  Transfer payments from (to) other Accounts and Fixed Account     (64,046,876)
                                                                   ____________
  Increase in net assets derived from principal transactions         8,550,523
                                                                   ____________
  Total increase                                                     8,844,834
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $12,538,824
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>














See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                   Appreciation
                                                                    Account(b)
                                                                   ____________
<S>                                                                  <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        $407,946
  Net realized gain (loss) on investments                                8,262
  Net unrealized appreciation (depreciation) of investments            (41,534)
                                                                   ____________
  Net increase in net assets resulting from operations                 374,674

 Changes from principal transactions:
  Purchase payments                                                  4,266,029
  Contract distributions and terminations                               (3,440)
  Transfer payments from (to) other Accounts and Fixed Account         948,901
                                                                   ____________
  Increase in net assets derived from principal transactions         5,211,490
                                                                   ____________
  Total increase                                                     5,586,164
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                      5,586,164

</TABLE>



























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                   Appreciation
                                                                    Account(b)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      $1,682,902
  Net realized gain (loss) on investments                                7,316
  Net unrealized appreciation (depreciation) of investments          1,159,392
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations    2,849,610

 Changes from principal transactions:
  Purchase payments                                                 17,038,981
  Contract distributions and terminations                             (366,425)
  Transfer payments from (to) other Accounts and Fixed Account       5,412,224
                                                                   ____________
  Increase in net assets derived from principal transactions        22,084,780
                                                                   ____________
  Total increase                                                    24,934,390
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $30,520,554
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>

















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                       High
                                                                      Growth
                                                                    Account(e)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>

























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                       High
                                                                      Growth
                                                                    Account(e)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        ($96,364)
  Net realized gain (loss) on investments                               36,105
  Net unrealized appreciation (depreciation) of investments            109,908
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations       49,649

 Changes from principal transactions:
  Purchase payments                                                 15,566,252
  Contract distributions and terminations                             (243,694)
  Transfer payments from (to) other Accounts and Fixed Account       4,915,575
                                                                   ____________
  Increase in net assets derived from principal transactions        20,238,133
                                                                   ____________
  Total increase                                                    20,287,782
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $20,287,782
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Growth
                                                                    Account(f)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Growth
                                                                    Account(f)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       ($142,547)
  Net realized gain (loss) on investments                                3,569
  Net unrealized appreciation (depreciation) of investments            902,340
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      763,362

 Changes from principal transactions:
  Purchase payments                                                 22,739,599
  Contract distributions and terminations                             (161,932)
  Transfer payments from (to) other Accounts and Fixed Account       7,235,900
                                                                   ____________
  Increase in net assets derived from principal transactions        29,813,567
                                                                   ____________
  Total increase                                                    30,576,929
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $30,576,929
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                     Balanced
                                                                    Account(e)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                     Balanced
                                                                    Account(e)
                                                                   ____________
<S>                                                                <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                       ($150,561)
  Net realized gain (loss) on investments                                3,850
  Net unrealized appreciation (depreciation) of investments          1,117,979
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      971,268

 Changes from principal transactions:
  Purchase payments                                                 20,980,292
  Contract distributions and terminations                             (142,490)
  Transfer payments from (to) other Accounts and Fixed Account       7,697,442
                                                                   ____________
  Increase in net assets derived from principal transactions        28,535,244
                                                                   ____________
  Total increase                                                    29,506,512
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                    $29,506,512
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                   Conservative
                                                                    Account(h)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                   Conservative
                                                                    Account(h)
                                                                   ____________
<S>                                                                 <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        ($34,197)
  Net realized gain (loss) on investments                               21,770
  Net unrealized appreciation (depreciation) of investments            245,961
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      233,534

 Changes from principal transactions:
  Purchase payments                                                  5,636,991
  Contract distributions and terminations                              (77,916)
  Transfer payments from (to) other Accounts and Fixed Account       1,636,511
                                                                   ____________
  Increase in net assets derived from principal transactions         7,195,586
                                                                   ____________
  Total increase                                                     7,429,120
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                     $7,429,120
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Income
                                                                    Account(g)
                                                                   ____________
<S>                                                                         <C>
NET ASSETS AT JANUARY 1, 1996                                               --

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                              --
  Net realized gain (loss) on investments                                   --
  Net unrealized appreciation (depreciation) of investments                 --
                                                                   ____________
  Net increase in net assets resulting from operations                      --

 Changes from principal transactions:
  Purchase payments                                                         --
  Contract distributions and terminations                                   --
  Transfer payments from (to) other Accounts and Fixed Account              --
                                                                   ____________
  Increase in net assets derived from principal transactions                --
                                                                   ____________
  Total increase                                                            --
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1996                                             --

</TABLE>


























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                      Select
                                                                      Income
                                                                    Account(g)
                                                                   ____________
<S>                                                                 <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                        ($14,504)
  Net realized gain (loss) on investments                               19,963
  Net unrealized appreciation (depreciation) of investments            100,682
                                                                   ____________
  Net increase (decrease) in net assets resulting from operations      106,141

 Changes from principal transactions:
  Purchase payments                                                  2,217,986
  Contract distributions and terminations                              (55,407)
  Transfer payments from (to) other Accounts and Fixed Account         497,653
                                                                   ____________
  Increase in net assets derived from principal transactions         2,660,232
                                                                   ____________
  Total increase                                                     2,766,373
                                                                   ____________
NET ASSETS AT DECEMBER 31, 1997                                     $2,766,373
                                                                   ============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>
















See accompanying notes.
                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                  Combined
                                                               _______________
<S>                                                               <C>
NET ASSETS AT JANUARY 1, 1996                                     $67,131,685

INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                      7,662,474
  Net realized gain (loss) on investments                           1,140,512
  Net unrealized appreciation (depreciation) of investments        15,142,811
                                                               _______________
  Net increase in net assets resulting from operations             23,945,797

 Changes from principal transactions:
  Purchase payments                                               251,088,215
  Contract distributions and terminations                          (5,077,202)
  Transfer payments from (to) other Accounts and Fixed Account      6,745,513
                                                               _______________
  Increase in net assets derived from principal transactions      252,756,526
                                                               _______________
  Total increase                                                  276,702,323
                                                               _______________
NET ASSETS AT DECEMBER 31, 1996                                   343,834,008

</TABLE>




























                    EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                              SEPARATE ACCOUNT A
                      STATEMENTS OF CHANGES IN NET ASSETS
            For the years December 31, 1996 and 1997, Except as Noted
                                 (Continued)
<TABLE>
<CAPTION>
                                                                  Combined
                                                               _______________
<S>                                                            <C>
INCREASE IN NET ASSETS
 Operations:
  Net investment income (loss)                                    $22,449,562
  Net realized gain (loss) on investments                          11,863,276
  Net unrealized appreciation (depreciation) of investments        47,281,155
                                                               _______________
  Net increase (decrease) in net assets resulting from operations  81,593,993
                                                                  
 Changes from principal transactions:
  Purchase payments                                               619,254,759
  Contract distributions and terminations                         (32,105,065)
  Transfer payments from (to) other Accounts and Fixed Account        489,615
                                                               _______________
Increase in net assets derived from principal transactions        587,639,309
                                                               _______________
  Total increase                                                  669,233,302
                                                               _______________
NET ASSETS AT DECEMBER 31, 1997                                $1,013,067,310
                                                               ===============

<FN>
(a) Commencement of Operations, April 1, 1996
(b) Commencement of Operations, March 25, 1996
(c) Commencement of Operations, February 5, 1997
(d) Commencement of Operations, February 10, 1997
(e) Commencement of Operations, February 21, 1997
(f) Commencement of Operations, March 6, 1997
(g) Commencement of Operations, March 19, 1997
(h) Commencement of Operations, March 26, 1997

</TABLE>


















See accompanying notes.
                  EQUITABLE LIFE INSURANCE COMPANY OF IOWA
                             SEPARATE ACCOUNT A
                        NOTES TO FINANCIAL STATEMENTS
                              December 31, 1997

NOTE 1 -  INVESTMENT AND ACCOUNTING POLICIES
Equitable Life Insurance Company of Iowa Separate Account A (the "Separate
Account") was established by Equitable Life Insurance Company of Iowa (the
"Company") in accordance with the provisions of Iowa Insurance laws and is a
part of the total operations of the Company.  The assets and liabilities of
the Separate Account are clearly identified and distinguished from the other
assets and liabilities of the Company.  Commencement of operations is defined
as the date of initial sale of contract units to Contractowners. Investments
are stated at the closing net asset values per share on December 31, 1997.

The Separate Account is a unit investment trust, registered with the
Securities and Exchange Commission under the Investment Company Act of 1940,
as amended.  As of December 31, 1997, the Separate Account consisted of
twenty-three investment accounts.  The assets in each account are invested
in shares of a designated Series ("Series," which may also be referred to as
a "Portfolio") of mutual funds of the Equi-Select Series Trust, the Warburg
Pincus Trust, The GCG Trust, Travelers Series Fund, Inc., the Greenwich
Street Series Fund (formerly the Smith Barney Series Fund, Inc.), or Smith
Barney Concert Allocation Series, Inc. (the "Trusts").  The Trusts are open
ended management investment companies.  Nine of the accounts (the
Advantage, International Fixed Income, Money Market, Mortgage-Backed Securities,
OTC, Research, Total Return, Growth & Income and Value + Growth) are invested
in specified portfolios of the Equi-Select Series Trust, one of which 
(International Equity) is invested in the International Equity Portfolio of the
Warburg Pincus Trust and three of which (the Fully Managed Series, Rising
Dividends Series, and Small Cap Series) are invested in specific series of 
the GCG Trust as directed by eligible Contractowners.  Activity in these 
thirteen investment accounts is available to Contractowners of the 
Equi-Select Variable Annuity product. 

The remaining ten investment accounts are invested in specific portfolios,
four of which (Smith Barney Income and Growth, Smith Barney International
Equity, Smith Barney High Income, and Smith Barney Money Market) are invested
in the Travelers Series Fund, Inc., one of which (Appreciation) is invested in
the Greenwich Street Series Fund, and five of which (Select High Growth, Select
Growth, Select Balanced, Select Conservative, and Select Income) are invested 
in the Smith Barney Concert Allocation Series, Inc.  These ten investment 
accounts and the Research, OTC, and Total Return Accounts, which invest in the 
Equi-Select Series Trust, are available to Contractowners of the PrimeElite 
Variable Annuity product.

In 1997, the Separate Account began offering certain accounts in The GCG
Trust.  These accounts include the Fully Managed and Small Cap Series which
commenced operations in the Separate Account on February 5, 1997 and the
Rising Dividends on February 10, 1997.  Also in 1997, the Separate Account
began offering certain accounts in the Smith Barney Concert Allocation
Series, Inc.  These include the Select High Growth and Select Balanced which
commenced operations on February 21, 1997, Select Growth on March 6, 1997, 
Select Income on March 19, 1997 and the Select Conservative on March 26, 1997.

The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes.  Actual results could differ from those estimates.

NOTE 1 -  INVESTMENT AND ACCOUNTING POLICIES - CONTINUED
Investments are made in shares of a Series or Portfolio of the Trusts and are
valued at the net asset value per share of the respective Series or Portfolio
of the Trusts.  Investment transactions in each Series or Portfolio of the
Trusts are recorded on the trade date.  Distributions of net investment
income and capital gains of each Series or Portfolio of the Trusts are
recognized on the ex-distribution date.  Realized gains and losses on
redemptions of the shares of the Series or Portfolio of the Trusts are
determined on the specific identification basis.

NOTE 2 -  EXPENSES

The Company is compensated for mortality and expense risks and administrative
costs by a charge equivalent to an annual rate of 1.25% and 0.15%,
respectively, of the total net assets of each account.  These charges
amounted to $9,273,415 and $46,284, respectively, for the period ended December
31, 1997  ($2,218,969 and $266,096, respectively, for the year ended December 
31, 1996).

An annual contract charge of $30 is deducted on each contract anniversary
prior to the maturity date, upon full withdrawal of a contract's value or
upon commencement of annuity payments if such withdrawal is made or annuity
payments commence on a date other than the contract anniversary.  For the
period ended December 31, 1997, annual contract charges amounted to
$331,304, and for the year ended December 31, 1996, these charges
amounted to $71,621.

A transfer charge computed as the lesser of 2% of the contract value
transferred or $25 will be imposed on each transfer between accounts in
excess of twelve in any one calendar year.  For the year ended December 31,
1997, transfer charges amounted to $9,603,  and for the year ended
December 31, 1996 these charges amounted to $622.  A withdrawal charge may
be imposed in the event of withdrawal of any portion of the contract value or
upon annuitization.  The withdrawal charge is 8% of the amount withdrawn
prior to the first anniversary of any purchase payment and reduces by 1% at
each subsequent purchase payment anniversary.

NOTE 3 - FEDERAL INCOME TAXES

Operations of the Separate Account form a part of the operations of the
Company which is taxed as a life insurance company under the Internal Revenue
Code.  Under current law, no federal income taxes are payable with respect to
operations of the Separate Account.

















NOTE 4 - PURCHASES AND SALES OF INVESTMENT SECURITIES
The aggregate cost of purchases and proceeds from sales of investments were
as follows:

<TABLE>
<CAPTION>
                                                          Period ended
                                                        December 31, 1997
                                                  ____________________________
                                                    Purchases        Sales
                                                  ____________________________
<S>                                               <C>            <C>
Equi-Select Series Trust:
 Advantage Portfolio                               $12,290,477     $9,124,418
 International Fixed Income Portfolio                7,088,301      2,619,891
 Money Market Portfolio                            104,148,794     87,620,830
 Mortgage-Backed Securities Portfolio                8,725,334      1,628,960
 OTC Portfolio                                      55,385,944     12,741,646
 Research Portfolio                                124,115,511     11,674,173
 Total Return Portfolio                             79,757,256      1,933,369
 Growth & Income Portfolio                          60,425,134      5,940,764
 Value + Growth Portfolio                           45,480,583      4,477,639
Warburg Pincus Trust:
 International Equity Portfolio                     27,122,604      4,349,530
The GCG Trust:
 Fully Managed Series                                8,851,683        289,823
 Rising Dividends Series                            33,451,931      4,368,739
 Small Cap Series                                   12,148,404      1,649,714
Travelers Series Fund, Inc.:
 Smith Barney Income and Growth Portfolio           42,878,168        456,184
 Smith Barney International Equity Portfolio        13,044,815        180,510
 Smith Barney High Income Portfolio                 11,885,456        804,155
 Smith Barney Money Market Portfolio                32,473,459     23,622,410
Greenwich Street Series Fund:
 Appreciation Portfolio                             23,836,834         69,152
Smith Barney Concert
 Allocation Series, Inc.:
 Select High Growth Portfolio                       20,497,724        355,955
 Select Growth Portfolio                            29,748,889         77,869
 Select Balanced Portfolio                          28,437,186         52,503
 Select Conservative Portfolio                       7,503,480        342,091
 Select Income Portfolio                             2,914,165        268,437
                                                  ____________________________
Total                                             $792,212,132   $174,648,762
                                                  ============================

</TABLE>













NOTE 4 - PURCHASES AND SALES OF INVESTMENT SECURITIES - CONTINUED




<TABLE>
<CAPTION>
                                                          Period ended
                                                        December 31, 1996
                                                  ____________________________
                                                    Purchases        Sales
                                                  ____________________________
<S>                                               <C>             <C>
Equi-Select Series Trust:
 Advantage Portfolio                               $13,475,395     $2,445,892
 International Fixed Income Portfolio                5,234,780        557,676
 Money Market Portfolio                             43,852,637     30,504,481
 Mortgage-Backed Securities Portfolio                8,065,695      1,682,068
 OTC Portfolio                                      28,902,017        341,386
 Research Portfolio                                 54,653,079      1,744,943
 Total Return Portfolio                             39,063,198        532,334
 Growth & Income Portfolio                          25,439,201        179,200
 Value + Growth Portfolio                           13,221,408        208,125
Warburg Pincus Trust:
 International Equity Portfolio                     21,093,357        367,519
The GCG Trust:
 Fully Managed Series                                       --             --
 Rising Dividends Series                                    --             --
 Small Cap Series                                           --             --
Travelers Series Fund, Inc.:
 Smith Barney Income and Growth Portfolio           17,726,592        542,555
 Smith Barney International Equity Portfolio         8,397,915        126,647
 Smith Barney High Income Portfolio                  7,606,805        320,692
 Smith Barney Money Market Portfolio                11,135,757      8,725,874
Greenwich Street Series Fund:
 Appreciation Portfolio                              5,719,716        100,280
Smith Barney Concert
 Allocation Series, Inc.:
 Select High Growth Portfolio                               --             --
 Select Growth Portfolio                                    --             --
 Select Balanced Portfolio                                  --             --
 Select Conservative Portfolio                              --             --
 Select Income Portfolio                                    --             --
                                                  ____________________________
Total                                             $303,587,552    $48,379,672
                                                  ============================

</TABLE>












NOTE 5 - SUMMARY OF CHANGES FROM UNIT TRANSACTIONS
Transactions in units were as follows:

<TABLE>
<CAPTION>
                                                          Period ended
                                                        December 31, 1997
                                                  ____________________________
                                                    Purchases        Sales
                                                  ____________________________
<S>                                                  <C>            <C>
Equi-Select Series Trust:
 Advantage Account                                     988,376        805,145
 International Fixed Income Account                    511,014        213,732
 Money Market Account                                9,788,350      8,382,113
 Mortgage-Backed Securities Account                    637,610        141,260
 OTC Account                                         2,986,261        763,994
 Research Account                                    6,629,166        633,673
 Total Return Account                                5,022,503        132,764
 Growth & Income Account                             3,939,022        468,665
 Value + Growth Account                              3,422,916        334,897
Warburg Pincus Trust:
 International Equity Account                        2,309,409        427,281
The GCG Trust:
 Fully Managed Account                                 445,585         15,573
 Rising Dividends Account                            1,786,818        225,115
 Small Cap Account                                   1,013,794        128,770
Travelers Series Fund, Inc.:
 Smith Barney Income and Growth Account              2,652,067         19,906
 Smith Barney International Equity Account             939,196         10,039
 Smith Barney High Income Account                      935,447         61,286
 Smith Barney Money Market Account                   3,064,438      2,270,529
Greenwich Street Series Fund:
 Appreciation Account                                1,684,041          3,346
Smith Barney Concert
 Allocation Series, Inc.:
 Select High Growth Account                          1,899,205         32,872
 Select Growth Account                               2,774,943          7,330
 Select Balanced Account                             2,672,747          4,406
 Select Conservative Account                           702,940         31,706
 Select Income Account                                 275,346         24,505

</TABLE>

















NOTE 5 - SUMMARY OF CHANGES FROM UNIT TRANSACTIONS - CONTINUED



<TABLE>
<CAPTION>
                                                          Period ended
                                                        December 31, 1996
                                                  ____________________________
                                                    Purchases        Sales
                                                  ____________________________
<S>                                                  <C>            <C>
Equi-Select Series Trust:
 Advantage Account                                   1,374,019        396,282
 International Fixed Income Account                    502,939        108,758
 Money Market Account                                9,656,473      8,432,754
 Mortgage-Backed Securities Account                    806,213        255,416
 OTC Account                                         2,002,398        159,271
 Research Account                                    3,947,429        357,941
 Total Return Account                                3,298,269        256,496
 Growth & Income Account                             2,280,154         51,266
 Value + Growth Account                              1,294,691         56,342
Warburg Pincus Trust:
 International Equity Account                        2,094,800         68,096
The GCG Trust:
 Fully Managed Account                                      --             --
 Rising Dividends Account                                   --             --
 Small Cap Account                                          --             --
Travelers Series Fund, Inc.:
 Smith Barney Income and Growth Account              1,330,977         46,462
 Smith Barney International Equity Account             663,194         12,607
 Smith Barney High Income Account                      623,760         25,307
 Smith Barney Money Market Account                   1,696,660      1,472,802
Greenwich Street Series Fund:
 Appreciation Account                                  509,854         12,820
Smith Barney Concert
 Allocation Series, Inc.:
 Select High Growth Account                                 --             --
 Select Growth Account                                      --             --
 Select Balanced Account                                    --             --
 Select Conservative Account                                --             --
 Select Income Account                                      --             --

</TABLE>
















NOTE 6 - NET ASSETS
Net assets at December 31, 1997 consisted of the following:
<TABLE>
<CAPTION>
                                     International                  Mortgage-
                                         Fixed         Money         Backed
                         Advantage      Income        Market       Securities
                          Account       Account       Account        Account
                        ________________________________________________________
<S>                     <C>           <C>           <C>             <C>
Unit transactions       $16,689,180   $11,557,842   $34,338,801     $16,420,839
Accumulated net invest-
 ment income (loss)       1,419,781     1,166,386     1,246,013       1,195,458
Net unrealized appre-
 ciation (depreciation)
 of investments            (280,919)     (819,576)           --          57,491
                        ________________________________________________________
                        $17,828,042   $11,904,652   $35,584,814     $17,673,788
                        ========================================================
</TABLE>
<TABLE>
<CAPTION>
                                                       Total        Growth &
                            OTC        Research       Return         Income
                          Account       Account       Account        Account
                        ________________________________________________________
<S>                     <C>          <C>           <C>              <C>
Unit transactions       $74,852,626  $174,593,032  $126,121,822     $73,610,074
Accumulated net invest-
 ment income (loss)       8,514,637    10,054,057     5,451,568       7,386,070
Net unrealized appre-
 ciation (depreciation)
 of investments           5,989,601    19,873,088    17,278,265       6,812,199
                        ________________________________________________________
                        $89,356,864  $204,520,177  $148,851,655     $87,808,343
                        ========================================================
</TABLE>
<TABLE>
<CAPTION>
                          Value +    International     Fully         Rising
                           Growth       Equity        Managed       Dividends
                          Account       Account       Account        Account
                        ________________________________________________________
<S>                     <C>           <C>            <C>            <C>
Unit transactions       $54,449,097   $41,191,310    $7,994,360     $28,548,938
Accumulated net invest-
 ment income (loss)         602,152     2,472,313       580,866       1,223,417
Net unrealized appre-
 ciation (depreciation)
 of investments           1,322,705    (4,950,231)     (119,096)      1,602,362
                        ________________________________________________________
                        $56,373,954   $38,713,392    $8,456,130     $31,374,717
                        ========================================================
</TABLE>






NOTE 6 - NET ASSETS - CONTINUED


<TABLE>
<CAPTION>
                                         Smith         Smith          Smith
                                        Barney        Barney         Barney
                           Small      Income and   International      High
                            Cap         Growth        Equity         Income
                          Account       Account       Account        Account
                        ________________________________________________________
<S>                     <C>           <C>           <C>             <C>
Unit transactions       $10,570,764   $63,380,035   $23,245,235     $18,963,957
Accumulated net invest-
 ment income (loss)         178,339      (120,246)     (275,705)        326,526
Net unrealized appre-
 ciation (depreciation)
 of investments             652,308    11,569,887       603,518       1,900,070
                        ________________________________________________________
                        $11,401,411   $74,829,676   $23,573,048     $21,190,553
                        ========================================================
</TABLE>
<TABLE>
<CAPTION>
                           Smith
                           Barney                     Select
                           Money                       High          Select
                           Market    Appreciation     Growth         Growth
                          Account       Account       Account        Account
                        ________________________________________________________
<S>                     <C>           <C>           <C>             <C>
Unit transactions       $12,226,693   $27,304,532   $20,238,133     $29,813,567
Accumulated net invest-
 ment income (loss)         312,131     2,098,164       (60,259)       (138,978)
Net unrealized appre-
 ciation (depreciation)
 of investments                  --     1,117,858       109,908         902,340
                        ________________________________________________________
                        $12,538,824   $30,520,554   $20,287,782     $30,576,929
                        ========================================================
</TABLE>
<TABLE>
<CAPTION>
                                        Select
                           Select       Conser-       Select
                          Balanced      vative        Income
                          Account       Account       Account        Combined
                        ________________________________________________________
<S>                     <C>            <C>           <C>         <C>
Unit transactions       $28,535,244    $7,195,586    $2,660,232    $904,501,899
Accumulated net invest-
 ment income (loss)        (146,711)      (12,427)        5,459      43,479,011
Net unrealized appre-
 ciation (depreciation)
 of investments           1,117,979       245,961       100,682     $65,086,400
                        ________________________________________________________
                        $29,506,512    $7,429,120    $2,766,373  $1,013,067,310
                        ========================================================
</TABLE>

NOTE 7 - YEAR 2000 (UNAUDITED):
Based on a study of its computer software and hardware, Equitable of Iowa
Companies, Inc. ("EIC"), the Company's parent, has determined the Company's
exposure to the Year 2000 change of the century date issue.  EIC has
developed a plan to modify its information technology to be ready for the
Year 2000.  Efforts began in 1997 to modify its systems. This project is
expected to be substantially completed by the second quarter of 1999.  While
additional testing will be conducted on its systems through the Year 2000,
the Company does not expect this project to have a significant effect on
operations.  To mitigate the effect of outside influences and other
dependencies relative to the Year 2000, the Company will be contacting
significant customers, suppliers and other third parties.  To the extent
these third parties would be unable to transact business in the Year 2000 and
thereafter, the Company's operations could be adversely affected.








                                    PART C
                               OTHER INFORMATION


ITEM  24.      FINANCIAL  STATEMENTS  AND  EXHIBITS

A.      FINANCIAL  STATEMENTS


The following audited financial statements of the Company prepared in 
accordance with statutory accounting practices for the years ended 
December 31, 1997, 1996 and 1995 (as well as the auditors' report  thereon) 
are included in Part B hereof:

Audited  Consolidated  Financial  Statements:

     1.  Report  of  Independent  Auditors

     2.  Balance Sheets (Statutory Basis) - as of December 31, 1997 and 1996.

     3.  Statements of Operations (Statutory Basis) - for the years ended 
         December 31, 1997, 1996, and 1995.

     4.  Statements of Changes in Capital and Surplus (Statutory Basis) - for
         the years  ended  December  31,  1997, 1996, and 1995.

     5.  Statements of Cash Flows (Statutory Basis) - for the years ended
         December 31,  1997, 1996, and 1995.

     6.  Notes to Financial  Statements - December 31, 1997.


Schedules  to  Consolidated  Financial  Statements  -  December 31, 1997:

     Schedule  I   -  Summary  of  Investments  Other  Than  Investment  in
                      Related  Parties
     Schedule  III -  Supplementary  Insurance  Information
     Schedule  IV  -  Reinsurance

The following audited financial statements of the Company prepared in 
accordance with generally accepted accounting principles for the years ended 
December 31, 1997, 1996 and 1996 (as well as the auditors' report thereon)
are included in Part B hereof:

Audited  Consolidated  Financial  Statements:

     1.  Report  of  Independent  Auditors

     2.  Consolidated  Balance  Sheets  -  Post-Merger as of December 31, 
             1997 and Pre-Merger as of December 31, 1996

     3.  Consolidated Statements of Income - Post-Merger for the period 
             October 25, 1997 through December 31, 1997, Pre-Merger for 
             the period January 1, 1997 through October 24, 1997, and
             and for the year ended December 31, 1996

     4.  Consolidated Statements of Changes in Stockholder's Equity -- Post-
             Merger for the period October 25, 1997 through December 31, 
             1997, Pre-Merger for the periods January 1, 1997 through
             October 24, 1997, and for the year ended December 31, 1996

     5.  Consolidated Statements of Cash Flows - for the years ended December
         31,  1997, 1996, and 1995.

     6.  Notes  to  Consolidated  Financial  Statements - December 31, 1997.

        Consolidated Statements of Cash Flows -- Post-Merger for the period
             October 25, 1997 through December 31, 1997, Post-Acquisition 
             for the periods January 1, 1997 through October 24, 1997, and
             August 14, 1996 through December 31, 1996 and Pre-Acquisition
             for the period January 1, 1996 through August 13, 1996 and for
             the year ended December 31, 1995

     Notes to Consolidated Financial Statements --December 31, 1997

Schedules  to  Consolidated  Financial  Statements  -  December 31, 1997:

     Schedule  I   -  Summary  of  Investments  Other  Than  Investment  in
                      Related  Parties
     Schedule  III -  Supplementary  Insurance  Information
     Schedule  IV  -  Reinsurance

All  other  schedules for which provision is made in the applicable accounting
regulations  of  the Securities and Exchange Commission are not required under
the  related instructions or are inapplicable and therefore have been omitted.

The  following  financial  statements  of the Separate Account are included in
Part  B  hereof:

Audited  Financial  Statements:

     1.  Statements of Net Assets December 31, 1997.

     2.  Statements of Operations For the year ended December 31, 1997.

     3.  Statements of Changes in Net Assets For the years ended 
               December 31, 1996 and 1997.

     4.  Notes  to Financial Statements December 31, 1997.


B.      EXHIBITS

     1.  Resolution  of  Board  of  Directors of the Company authorizing the
         establishment  of  the  Separate  Account.**

     2.  Not  Applicable.

     3.  Principal  Underwriter's  Agreement  dated  October 1, 1994 between
         Equitable  Life Insurance Company of Iowa on behalf of the Registrant
         and  Equitable  of  Iowa  Securities  Network,  Inc.**

     4.  Individual  Flexible  Purchase  Payment  Deferred  Variable Annuity
         Contract.**

     5.  Application  Form.**

     6.  (i)    Copy  of Restated Articles of Incorporation of the Company.*
         (ii)   Copy  of  the  Restated  Bylaws  of  the  Company.*

     7.  Not  Applicable.

     8.  (i)  Form of Fund Participation Agreement between the Company and
              Smith  Barney/Travelers  Series  Fund,  Inc.*
         (ii) Form  of  Fund  Participation Agreement between the Company
              and  Warburg  Pincus  Trust.***
         (iii)Form  of  Fund  Participation Agreement between the Company and
              Smith  Barney  Concert Allocation Series  Inc. (to be filed by
              Amendment).
         (iv) Form of Participation Agreement between the Company and PIMCO
              Variable Insurance Trust.

     9.    Opinion  and  Consent  of  Counsel.

    10.    Consent  of  Independent  Auditors.

    11.    Not  Applicable.

    12. (i)   Agreement Governing Initial Contribution to Equi-Select Series
              Trust  by  Equitable  Life  Insurance  Company  of  Iowa  dated
              September  15,  1994.**
        (ii)  Agreement  Governing  Contribution  of  Working  Capital  to
              Equi-Select  Series Trust by Equitable Life Insurance Company of
              Iowa  dated  October  4,  1994.**
        (iii) Agreement  Governing Initial Contribution to Equi-Select Series
              Trust  by  Equitable  Life Insurance Company of Iowa dated March
              20,  1996.**
         (iv) Agreement  Governing  Contribution  of  Working  Capital  to
              Equi-Select  Series Trust by Equitable Life Insurance Company of
              Iowa  dated  April  1,  1996.**

   
    13.    Performance Calculation Information
        (i)   SEC Standard Total Return Calculations for Money Market
              SubAccounts****
        (ii)  Nonstandard Total Return Calculations****
        (iii) SEC Standard Total Return Calculations for Non Money Market
              SubAccounts and Yield Calculations for Money Market
              SubAccounts***
    

ITEM  25.      DIRECTORS  AND  OFFICERS  OF  THE  DEPOSITOR

The  following  are  the  Executive  Officers  and  Directors  of the
Company:

<TABLE>
<CAPTION>
<S>                               <C>
Name and Principal                Position and Offices
 Business Address                 with Depositor
- ------------------------          ----------------------------------------

Frederick S. Hubbell              Chairman of the Board and Director
909 Locust Street              
Des Moines, Iowa 50309

Paul E. Larson                    Director and President
909 Locust Street                 
Des Moines, Iowa 50309

Thomas L. May                     Executive Vice President, Chief
909 Locust Street                 Marketing Officer and Director
Des Moines, Iowa 50309

James R. Mumford                  General Counsel, Secretary, 
909 Locust Street                 Assistant Treasurer and Director
Des Moines, Iowa 50309

Doug Lourens                      Vice President, Corporate Actuary
909 Locust Street                 and Assistant Secretary
Des Moines, Iowa 50309

Beth B. Neppl                     Vice President-
909 Locust Street                 Human Resources and Director
Des Moines, Iowa 50309

Dennis D. Hargens                 Treasurer
909 Locust Street
Des Moines, Iowa 50309

Jerome L. Sychowski               Senior Vice President and Chief
909 Locust Street                 Information Officer and Director
Des Moines, Iowa 50309

David A. Terwilliger              Vice President, Controller, Assistant
909 Locust Street                 Treasurer and Assistant Secretary and
Des Moines, Iowa 50309            Director

Christopher R. Welp               Vice President and Director
909 Locust Street      
Des Moines, Iowa 50309  

Marvin W. Alexander               Vice President and Director
909 Locust Street      
Des Moines, Iowa 50309  

Susan B. Watson                   Senior Vice President and Chief
909 Locust Street                 Financial Officer and Director
Des Moines, Iowa 50309

</TABLE>



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

As of December 31, 1997, the subsidiaries of ING Groep, N.V. the Company's
ultimate parent, are as follows:

                    ING GROUP - U.S.A. Holding Company System
                             As of December 31, 1997

ING Groep, N.V. (The Netherlands) - No FEIN (non-insurer)
  ING Bank N.V. (The Netherlands) - No FEIN (non-insurer)
  ING Verzekeringen N.V. (The Netherlands) - No FEIN (non-insurer)
     ING Insurance International B.V. (The Netherlands) - No FEIN
          (non-insurer)
        Nederlands Reassurantie Groep Holding N.V. (The Netherlands)
          (non-insurer)
           NRG America Holding Company (Pennsylvania) (non-insurer)
             (23-2074221)
              NRG America Syndicate (New York) (non-insurer) (22-2281839) 
              NRG America Management Corporation (Pennsylvania) (23-1667532) 
              Philadelphia Reinsurance Corporation (Pennsylvania) (23-1620930)
        Nationale-Nederlanden Intertrust B.V. (The Netherlands) (non-insurer)
           NNUS Realty Corporation (Delaware) (non-insurer) (13-3062172)
          ING America Insurance Holdings, Inc. (Delaware) (non-insurer)
          (02-0333654)
           Equitable of Iowa Companies, Inc. (Delaware) (non-insurer)
                 Directed Services, Inc. (New York) (non-insurer)
                 Equitable Investment Services, Inc. (Iowa) (non-insurer)
                 Equitable Life Insurance Company of Iowa (Iowa) (insurer)
                  Equitable American Insurance Company(Iowa) (insurer)
                         Equitable Creative Services, Ltd. (Iowa) (non-insurer)
                      Equitable Companies (Iowa) (non-insurer)
                          CLC, Ltd. (75%) (Iowa) (non-insurer)
                          Equitable American Marketing Services, Inc. (Iowa)
                          (non-insurer)
                          Equitable Marketing Services, Inc. (Iowa) 
                          (non-insurer)
                          Younkers Insurance & Investments, Ltd. (Iowa)
                          (non-insurer)
                      USG Annuity & Life Company (Oklahoma) (insurer)
                          USGL Service Corporation (Iowa) (non-insurer)
                 Equitable of Iowa Companies Capital Trust (Delaware)
                 (non-insurer)
                 Equitable of Iowa Companies Capital Trust II (Delaware)
                 (non-insurer)
                 Equitable of Iowa Securities Network, Inc. (Iowa) (non-insurer)
                 Golden American Life Insurance Company (Delaware) (insurer)
                 First Golden American Life Insurance Company of New York
                      (New York) (insurer)
              Locust Street Securities, Inc. (Iowa) (non-insurer)
                 Shiloh Farming Company (Louisiana) (non-insurer)
                 Tower Locust, Ltd. (Iowa) (non-insurer)
           ING America Life Corporation (Georgia) (non-insurer) (58-1360182)
              GAC Capital, Inc. (Delaware) (non-insurer) (51-0266924)
                 Life Insurance Company of Georgia (Georgia) (insurer)
                 (58-0298930)
                 Southland Life Insurance Company (Texas) (insurer)
                 (75-0572420)
                 Springstreet Associates, Inc. (Georgia) (non-insurer)
                     (58-1822054)
           Security Life of Denver Insurance Company (Colorado) (insurer)
                 (84-0499703)
              First ING Life Insurance Company of New York (New York)
                 (13-2740556)
                 First Secured Mortgage Deposit Corporation (Colorado)
                 (non-insurer) (84-1086427)
                 ING America Equities, Inc. (Colorado) (non-insurer)
                 (84-0499703)
              Midwestern United Life Insurance Company (Indiana) (insurer)
                 (35-0838945)
              Wilderness Associates (Colorado) (non-insurer)
             Afore Bital ING, S. A. de C. V. (Mexico) (non-insurer)
           Columbine Life Insurance Company (Colorado) (insurer) (52-1222820)
           ING Investment Management LLC (Delaware) (non-insurer)
             (58-1515059)
             ING North America Insurance Corporation (Delaware)
             (non-insurer) (52-1317217)
             ING Seguros Sociedad Anonima de Capital Variable (Mexico)
             (insurer)
             Lion Custom Investments LLC (Delaware) (non-insurer)
             MIA Office Americas, Inc. (Georgia) (non-insurer)
             Orange Investment Enterprises, Inc. (Delaware) (non-insurer)
             Security Life Assignment Corp. (Colorado) (insurer)
             Security Life of Denver International, Ltd. (Bermuda) (insurer) 
           SLR Management, Ltd. (Bermuda) (non-insurer) 
           VESTAX Capital Corporation (Ohio) (non-insurer)
             PMG Agency, Inc. (Ohio) (non-insurer)
                VESTAX Securities Corp. (Ohio) (non-insurer)
                VTX Agency Inc. (Ohio) (non-insurer)
             VTX Agency of Michingan, Inc. (Michigan) (non-insurer)
           ING U S P&C Corporation, Inc. (Delaware) (non-insurer) (51-0290450)
              Alabama First Insurance Company (Alabama) (insurer) (63-0830057)
                 America First Insurance Company (New Hampshire) (insurer)
                 (58-0953149)
                 Cooling Grumme Mumford Company, Inc. (Indiana) (non-insurer)
                 (35-6018566)
                 Diversified Settlements, Inc. (New Hampshire) (non-insurer) 
              (02-0424648) 
                 Excelsior Insurance Company (New Hampshire) (insurer)
                 (15-0302550)
              Indiana Insurance Company (Indiana) (insurer) (35-0410010)
                 Consolidated Insurance Company (Indiana) (insurer)
                     (35-6018568)
                 Peerless Insurance Company (New Hampshire) (insurer) 
                 (02-0177030)
              The Netherlands Insurance Company (New Hampshire) (insurer)
                 (02-0342937)

ITEM  27.    NUMBER  OF  CONTRACT  OWNERS

As  of  March 31,  1997, there were 6,538 Qualified Contract Owners and 8,042
Non-Qualified  Contract  Owners.


ITEM  28.    INDEMNIFICATION

The  Restated  Articles of Incorporation of the Company (Article VII)
provide, in  part,  that:

Section  1.    In  the  manner and to the fullest extent permitted by the Iowa
Business  Corporation  Act as the same now exists or may hereafter be amended,
the  Corporation shall indemnify directors, officers, employees and agents and
shall pay or reimburse them for reasonable expenses in any proceeding to which
said  person  is  or  was  a  party.

Section  2.   A director of this Corporation shall not be personally liable to
the  Corporation  or  its  shareholders  for  monetary  damages  for breach of
fiduciary  duty  as a Director, except for liability (i) for any breach of any
duty  of  the Director of loyalty to the Corporation or its shareholders, (ii)
for  acts  or  omissions  not  in  good  faith  or  which  involve intentional
misconduct or a knowing violation of law, (iii) for any transaction from which
the  Director  derived  an  improper  personal  benefit, or (iv) under Section
490.833 of the Iowa Business Corporation Act for assenting to or voting for an
unlawful    distribution.  If Chapter 490 of the Code of Iowa, is subsequently
amended to authorize corporate action further eliminating or limiting personal
liability  of  directors,  then the liability of a director to the Corporation
shall  be eliminated or limited to the fullest extent permitted by Chapter 490
of  the  Code  of  Iowa,  as  so  amended.   Any repeal or modification of the
provisions  of this Article shall not adversely affect any right or protection
of  a  director  of  the  Corporation  existing  at the time of such repeal or
modification.

The  Restated  Bylaws  of  the  Company  (Article VI, Section 2) provide that:

Any  person  who  was or is a party or is threatened to be made a party to any
threatened,  pending  or completed action, suit or proceedings, whether civil,
criminal,  administrative  or investigative (other than an action by or in the
right  of the Corporation) by reason of the fact that he is or was a director,
officer,  employee  or  agent  of the Corporation, or is or was serving at the
request  of  the  Corporation  as  a  director,  officer, employee or agent of
another corporation, partnership, joint venture, trust or enterprise, shall be
indemnified  to  the  following  extent and under the following circumstances:

     (a)  In  an  action, suit or proceeding other than an action by or in the
right  of  the  Corporation, such person shall be indemnified against expenses
(including  attorney's fees), judgments, fines, and amounts paid in settlement
actually  and  reasonably incurred by him in connection with such action, suit
or proceeding if he acted in good faith and in a manner he reasonably believed
to  be in the best interests of the Corporation, in the case of conduct in his
official  capacity  with the Corporation, or, in all other cases, at least not
opposed  to  the  best  interests of the Corporation, and, with respect to any
criminal  action  or  proceeding, if he had no reasonable cause to believe his
conduct  was  unlawful.    The  termination  of any action, suit or proceeding
judgment,  order,  settlement, conviction or upon a plea of nolo contendere or
its  equivalent shall not, of itself, create a presumption that the person did
not act in good faith and in a manner which he reasonably believed to be in or
not opposed to the best interests of the Corporation, and, with respect to any
criminal  action  or  proceeding,  had  reasonable  cause  to believe that his
conduct  was  unlawful.

     (b)  In  an  action,  suit  or  proceedings  by  or  in  the right of the
Corporation,  notwithstanding  any  provision  precluding  liability  in  the
Articles  of  Incorporation,  such  person  shall  nonetheless  be indemnified
against  expenses (including attorney's fees) actually and reasonably incurred
by  him in connection with the defense or settlement of such action or suit if
he  acted  in  good  faith and in a manner he reasonably believed to be in the
best  interests  of  the  Corporation,  in the case of conduct in his official
capacity with the Corporation, or, in all other cases, at least not opposed to
the best interests of the Corporation, except that no indemnification shall be
made  in  respect  of any claim, issue or matter as to which such person shall
have  been  adjudged  to  be  liable  for  negligence  or  misconduct  in the
performance  of his duty to the Corporation unless and only to the extent that
the  court  in  which  such  action  or  suit was brought shall determine upon
application  that,  despite  the adjudication of liability, but in view of all
circumstances  of  the  case, such person is fairly and reasonably entitled to
indemnity  for  such  expenses  which  such  court  shall  deem  proper.


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)    Not  Applicable.

(b)   Equitable of Iowa Securities Network, Inc. is the principal underwriter
for the Contracts.  The following persons are the officers and directors of
Equitable of Iowa Securities Network, Inc.  The principal business address
for each officer and director following is 909 Locust Street, Des Moines,
Iowa  50309.

<TABLE>
<CAPTION>
<S>                       <C>
Name and Principal        Positions and Offices
 Business Address         with Underwriter
- -------------------       ---------------------

William L. Lowe           President

Frederick S. Hubbell      Director

Paul E. Larson            Director

James R. Mumford          Director and Secretary

Jerome L. Sychowski       Director

Thomas L. May             Director

Edward J. Berkson         Vice President

Susan K. Wheat            Treasurer

Beth B. Neppl             Director
</TABLE>


     (c)    Not  Applicable.



ITEM  30.      LOCATION  OF  ACCOUNTS  AND  RECORDS

David  A.  Terwilliger,  Vice  President  and Controller, whose address is 909
Locust  Street,  Des Moines, Iowa  50309, maintains physical possession of the
accounts, books or documents of the Separate 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.    Equitable  Life  Insurance  Company  of  Iowa  ("Company")  hereby
represents  that the fees and charges deducted under the Contract described in
the  Prospectus,  in the aggregate, are reasonable in relation to the services
rendered,  the  expenses  to be incurred and the risks assumed by the Company.



                                REPRESENTATIONS

The  Company  hereby  represents  that  it  is relying upon a No-Action Letter
issued  to  the  American  Council  of  Life Insurance dated November 28, 1988
(Commission ref. IP-6-88) and that the following provisions have been complied
with:

     1.   Include appropriate disclosure regarding the redemption restrictions
imposed  by  Section  403(b)(11) in each registration statement, including the
prospectus,  used  in  connection  with  the  offer  of  the  contract;

     2.   Include appropriate disclosure regarding the redemption restrictions
imposed  by Section 403(b)(11) in any sales literature used in connection with
the  offer  of  the  contract;

     3.    Instruct sales representatives who solicit participants to purchase
the  contract  specifically  to  bring  the redemption restrictions imposed by
Section  403(b)(11)  to  the  attention  of  the  potential  participants;

     4.    Obtain  from  each  plan participant who purchases a Section 403(b)
annuity contract, prior to or at the time of such purchase, a signed statement
acknowledging  the  participant's  understanding  of  (1)  the restrictions on
redemption  imposed  by  Section  403(b)(11),  and  (2)  other  investment
alternatives  available  under  the  employer's  Section 403(b) arrangement to
which  the  participant  may  elect  to  transfer  his  contract  value.



                                  SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940,  the Registrant certifies that it meets the requirements of Securities
Act Rule 485(b) for effectiveness of this Registration Statement and has
caused this Registration Statement to be signed on its behalf in the City of
Wilmington, and State of Delaware on this 30th day of April, 1998.

                                   EQUITABLE  LIFE  INSURANCE  COMPANY OF IOWA
                                   SEPARATE  ACCOUNT  A
                                   Registrant

                               By:  EQUITABLE  LIFE  INSURANCE COMPANY OF IOWA


                               By:  
                                   ___________________________________________
                                   Paul E. Larson*, President


                               By:  EQUITABLE  LIFE  INSURANCE COMPANY OF IOWA
                                   Depositor


                               By:  
                                   ___________________________________________
                                   Paul E. Larson*, President


 By:  /s/ Marilyn Talman 
     -----------------------
     Marilyn Talman, Attorney-in-Fact
_______________________
*  Executed by Marilyn Talman on behalf of those indicated pursuant
   to Power of Attorney.


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.

Signature                         Title
- ---------                         -----

- ----------------------------
Frederick S. Hubbell*             Chairman of the Board and Director

- ----------------------------
Paul E. Larson*                   President and Director  

- ----------------------------
Thomas L. May*                    Executive Vice President, Chief
                                  Marketing Officer and Director

- ----------------------------
James R. Mumford*                 General Counsel, Secretary, 
                                  Assistant Treasurer and Director
                        
- ----------------------------
Beth B. Neppl*                    Vice President-
                                  Human Resources and Director

- ----------------------------
Jerome L. Sychowski               Senior Vice President and Chief
                                  Information Officer and Director

- ----------------------------
David A. Terwilliger*             Vice President, Controller, Assistant
                                  Treasurer and Assistant Secretary and
                                  Director

- ----------------------------
Christopher R. Welp*              Vice President and Director

- ----------------------------
Marvin W. Alexander*              Vice President and Director

- ----------------------------
Susan B. Watson*                  Senior Vice President and Chief
                                  Financial Officer and Director



                        *By:      /S/  Marilyn Talman   
                               -------------------------------------
                               Marilyn Talman, Attorney-in-Fact
_______________________
*  Executed by Marilyn Talman on behalf of those indicated pursuant
   to Power of Attorney.


                                   EXHIBITS

                                      TO

                        POST-EFFECTIVE AMENDMENT NO. 8


                                      TO

                                   FORM N-4

                                      FOR

          EQUITABLE LIFE INSURANCE COMPANY OF IOWA SEPARATE ACCOUNT A

                   EQUITABLE LIFE INSURANCE COMPANY OF IOWA






                               INDEX TO EXHIBITS

EXHIBIT                                                                   PAGE

   
99.B9       Opinion  and  Consent  of  Counsel

99.B10      Consent  of  Independent  Auditors

99.B8(iv)   Form of Participation with PIMCO Variable 
               Insurance Trust

99.B15      Powers of Attorney

    




                                   EQUITABLE OF 
                                        IOWA COMPANIES 
                                   Equitable Life Insurance Company of Iowa 
                                   USG Annuity & Life Company/r/
                                   Golden American Life Insurance Company
                                   Equitable Investment Services, Inc.
                                   Locust Street Securities, Inc.

                         April 28, 1998


Board of Directors
Equitable Life Insurance Company of Iowa
909 Locust Street
Des Moines, Iowa  50309

RE:  Opinion and Consent of Counsel, Equitable Life
     Insurance Company of Iowa Separate Account A

Gentlemen:

You have requested my Opinion of Counsel in connection with the filing with
the Securities and Exchange Commission of a Registration Statement on Form 
N-4 for the Individual Flexible Purchase Payment Deferred Variable and Fixed
Annuity Contracts (the "Contracts") to be issued by Equitable Life Insurance
Company of Iowa and its separate account, Equitable Life Insurance Company 
of Iowa Separate Account A.

I have made such examination of the law and have examined such records and
documents as in my judgment are necessary or appropriate to enable me to
render the opinions expressed below.

I am of the opinion that:

1.    Equitable Life Insurance Company of Iowa Separate Account A 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.

I consent to the reference to my name under the caption "Legal Opinions"
contained in the Statement of Additional Information which forms a part of 
the Registration  Statement.


Sincerely,

/s/ James R. Mumford
_____________________________________
James R. Mumford
General Counsel and Secretary


                              604 Locust Street, Des Moines, Iowa 50309-3705


                 EXHIBIT 10 - CONSENT OF INDEPENDENT AUDITORS


We consent to the reference to our firm under the caption "Experts" and to the
use of our reports dated February 12, 1998, with respect to Equitable 
Life Insurance Company of Iowa and Equitable Life Insurance Company of 
Iowa Separate Account A in Post-Effective Amendment No. 8 to the 
Registration Statement (Form  N-4 No. 33-79170) and related Prospectuses 
of Equitable Life Insurance Company of Iowa Separate Account A.


                                                        /s/ ERNST & YOUNG LLP



Des Moines, Iowa
April 24, 1998




<PAGE>                         EXHIBIT (8)(iv)

                 FORM OF PARTICIPATION AGREEMENT

                              AMONG

                      [INSURANCE COMPANY],

                 PIMCO VARIABLE INSURANCE TRUST,

                               AND

                  PIMCO FUNDS DISTRIBUTORS LLC

                                

     THIS AGREEMENT, dated as of the ___ day of        , 199__ by
and among __________________, (the "Company"), an [insert state]
life insurance company, on its own behalf and on behalf of each
segregated asset account of the Company set forth on Schedule A
hereto as may be amended from time to time (each account
hereinafter referred to as the "Account"), PIMCO Variable
Insurance Trust (the "Fund"), a Delaware business trust, and
PIMCO Funds Distributors LLC (the "Underwriter"), a Delaware
limited liability company.

     WHEREAS, the Fund engages in business as an open-end
management investment company and is available to act as the
investment vehicle for separate accounts established for variable
life insurance and variable annuity contracts (the "Variable
Insurance Products") to be offered by insurance companies which
have entered into participation agreements with the Fund and
Underwriter ("Participating Insurance Companies");

     WHEREAS, the shares of beneficial interest of the Fund are
divided into several series of shares, each designated a
"Portfolio" and representing the interest in a particular managed
portfolio of securities and other assets;

     WHEREAS, the Fund has obtained an order from the Securities
and Exchange Commission (the "SEC") granting Participating
Insurance Companies and variable annuity and variable life
insurance separate accounts exemptions from the provisions of
sections 9(a), 13(a), 15(a), and 15(b) of the Investment Company
Act of 1940, as amended, (the "1940 Act") and Rules 6e-2(b)(15)
and 6e-3(T)(b)(15) thereunder, if and to the extent necessary to
permit shares of the Fund to be sold to and held by variable
annuity and variable life insurance separate accounts of both
affiliated and unaffiliated life insurance companies (the "Mixed
and Shared Funding Exemptive Order");

     WHEREAS, the Fund is registered as an open-end management
investment company under the 1940 Act and shares of the
Portfolios are registered under the Securities Act of 1933, as
amended (the "1933 Act");

     WHEREAS, Pacific Investment Management Company (the
"Adviser"), which serves as investment adviser to the Fund, is
duly registered as an investment adviser under the federal
Investment Advisers Act of 1940, as amended;

     WHEREAS, the Company has issued or will issue certain
variable life insurance and/or variable annuity contracts
supported wholly or partially by the Account (the "Contracts"),
and said Contracts are listed in Schedule A hereto, as it may be
amended from time to time by mutual written agreement;

     WHEREAS, the Account is duly established and maintained as a
segregated asset account, duly established by the Company, on the
date shown for such Account on Schedule A hereto, to set aside
and invest assets attributable to the aforesaid Contracts;

     WHEREAS, the Underwriter, which serves as distributor to the
Fund, is registered as a broker dealer with the SEC under the
Securities Exchange Act of 1934, as amended (the "1934 Act"), and
is a member in good standing of the National Association of
Securities Dealers, Inc. (the "NASD"); and

     WHEREAS, to the extent permitted by applicable insurance
laws and regulations, the Company intends to purchase shares in
the Portfolios listed in Schedule A hereto, as it may be amended
from time to time by mutual written agreement (the "Designated
Portfolios") on behalf of the Account to fund the aforesaid
Contracts, and the Underwriter is authorized to sell such shares
to the Account at net asset value;

     NOW, THEREFORE, in consideration of their mutual promises,
the Company, the Fund and the Underwriter agree as follows:

ARTICLE I.  Sale of Fund Shares

          1.   This text is hidden, do not remove.

          1.1. The Fund has granted to the Underwriter exclusive authority
to distribute the Fund's shares, and has agreed to instruct, and
has so instructed, the Underwriter to make available to the
Company for purchase on behalf of the Account Fund shares of
those Designated Portfolios selected by the Underwriter.
Pursuant to such authority and instructions, and subject to
Article X hereof, the Underwriter agrees to make available to the
Company for purchase on behalf of the Account, shares of those
Designated Portfolios listed on Schedule A to this Agreement,
such purchases to be effected at net asset value in accordance
with Section 1.3 of this Agreement.  Notwithstanding the
foregoing, (i) Fund series (other than those listed on Schedule
A) in existence now or that may be established in the future will
be made available to the Company only as the Underwriter may so
provide, and (ii) the Board of Trustees of the Fund (the "Board")
may suspend or terminate the offering of Fund shares of any
Designated Portfolio or class thereof, if such action is required
by law or by regulatory authorities having jurisdiction or if, in
the sole discretion of the Board acting in good faith and in
light of its fiduciary duties under federal and any applicable
state laws, suspension or termination is necessary in the best
interests of the shareholders of such Designated Portfolio.

          1.2. The Fund shall redeem, at the Company's request, any full or
fractional Designated Portfolio shares held by the Company on
behalf of the Account, such redemptions to be effected at net
asset value in accordance with Section 1.3 of this Agreement.
Notwithstanding the foregoing, (i) the Company shall not redeem
Fund shares attributable to Contract owners except in the
circumstances permitted in Section 10.3 of this Agreement, and
(ii) the Fund may delay redemption of Fund shares of any
Designated Portfolio to the extent permitted by the 1940 Act, and
any rules, regulations or orders thereunder.

          1.3. Purchase and Redemption Procedures

               (a)  The Fund hereby appoints the Company as an agent of the Fund
     for the limited purpose of receiving purchase and redemption
     requests on behalf of the Account (but not with respect to any
     Fund shares that may be held in the general account of the
     Company) for shares of those Designated Portfolios made available
     hereunder, based on allocations of amounts to the Account or
     subaccounts thereof under the Contracts and other transactions
     relating to the Contracts or the Account.  Receipt of any such
     request (or relevant transactional information therefor) on any
     day the New York Stock Exchange is open for trading and on which
     the Fund calculates it net asset value pursuant to the rules of
     the SEC (a "Business Day") by the Company as such limited agent
     of the Fund prior to the time that the Fund ordinarily calculates
     its net asset value as described from time to time in the Fund
     Prospectus (which as of the date of execution of this Agreement
     is 4:00 p.m. Eastern Time) shall constitute receipt by the Fund
     on that same Business Day, provided that the Fund receives notice
     of such request by 9:30 a.m. Eastern Time on the next following
     Business Day.
     
               (b)  The Company shall pay for shares of each Designated
     Portfolio on the same day that it notifies the Fund of a purchase
     request for such shares.  Payment for Designated Portfolio shares
     shall be made in federal funds transmitted to the Fund by wire to
     be received by the Fund by 4:00 p.m. Eastern Time on the day the
     Fund is notified of the purchase request for Designated Portfolio
     shares (unless the Fund determines and so advises the Company
     that sufficient proceeds are available from redemption of shares
     of other Designated Portfolios effected pursuant to redemption
     requests tendered by the Company on behalf of the Account).  If
     federal funds are not received on time, such funds will be
     invested, and Designated Portfolio shares purchased thereby will
     be issued, as soon as practicable and the Company shall promptly,
     upon the Fund's request, reimburse the Fund for any charges,
     costs, fees, interest or other expenses incurred by the Fund in
     connection with any advances to, or borrowing or overdrafts by,
     the Fund, or any similar expenses incurred by the Fund, as a
     result of portfolio transactions effected by the Fund based upon
     such purchase request.  Upon receipt of federal funds so wired,
     such funds shall cease to be the responsibility of the Company
     and shall become the responsibility of the Fund.
     
(c)  Payment for Designated Portfolio shares redeemed by the
Account or the Company shall be made in federal funds transmitted
by wire to the Company or any other designated person on the next
Business Day after the Fund is properly notified of the
redemption order of such shares (unless redemption proceeds are
to be applied to the purchase of shares of other Designated
Portfolio in accordance with Section 1.3(b) of this Agreement),
except that the Fund reserves the right to redeem Designated
Portfolio shares in assets other than cash and to delay payment
of redemption proceeds to the extent permitted under Section
22(e) of the 1940 Act and any Rules thereunder, and in accordance
with the procedures and policies of the Fund as described in the
then current prospectus.  The Fund shall not bear any
responsibility whatsoever for the proper disbursement or
crediting of redemption proceeds by the Company, the Company
alone shall be responsible for such action.
               (d)  Any purchase or redemption request for Designated Portfolio
     shares held or to be held in the Company's general account shall
     be effected at the net asset value per share next determined
     after the Fund's receipt of such request, provided that, in the
     case of a purchase request, payment for Fund shares so requested
     is received by the Fund in federal funds prior to close of
     business for determination of such value, as defined from time to
     time in the Fund Prospectus.
     
          1.4. The Fund shall use its best efforts to make the net asset
value per share for each Designated Portfolio available to the
Company by 6:30 p.m. Eastern Time each Business Day, and in any
event, as soon as reasonably practicable after the net asset
value per share for such Designated Portfolio is calculated, and
shall calculate such net asset value in accordance with the
Fund's Prospectus.  Neither the Fund, any Designated Portfolio,
the Underwriter, nor any of their affiliates shall be liable for
any information provided to the Company pursuant to this
Agreement which information is based on incorrect information
supplied by the Company or any other Participating Insurance
Company to the Fund or the Underwriter.

          1.5. The Fund shall furnish notice (by wire or telephone followed
by written confirmation) to the Company as soon as reasonably
practicable of any income dividends or capital gain distributions
payable on any Designated Portfolio shares.  The Company, on its
behalf and on behalf of the Account, hereby elects to receive all
such dividends and distributions as are payable on any Designated
Portfolio shares in the form of additional shares of that
Designated Portfolio.  The Company reserves the right, on its
behalf and on behalf of the Account, to revoke this election and
to receive all such dividends and capital gain distributions in
cash.  The Fund shall notify the Company promptly of the number
of Designated Portfolio shares so issued as payment of such
dividends and distributions.

          1.6. Issuance and transfer of Fund shares shall be by book entry
only.  Stock certificates will not be issued to the Company or
the Account.  Purchase and redemption orders for Fund shares
shall be recorded in an appropriate ledger for the Account or the
appropriate subaccount of the Account.

          1.7. (a)  The parties hereto acknowledge that the arrangement
contemplated by this Agreement is not exclusive; the Fund's
shares may be sold to other insurance companies (subject to
Section 1.8 hereof) and the cash value of the Contracts may be
invested in other investment companies, provided, however, that
until this Agreement is terminated pursuant to Article X, the
Company shall promote the Designated Portfolios on the same basis
as other funding vehicles available under the Contracts.  Funding
vehicles other than those listed on Schedule A to this Agreement
may be available for the investment of the cash value of the
Contracts, provided, however, (i) any such vehicle or series
thereof, has investment objectives or policies that are
substantially different from the investment objectives and
policies of the Designated Portfolios available hereunder; (ii)
the Company gives the Fund and the Underwriter 45 days written
notice of its intention to make such other investment vehicle
available as a funding vehicle for the Contracts; and (iii)
unless such other investment company was available as a Funding
vehicle for the Contracts prior to the date of this Agreement and
the Company has so informed the Fund and the Underwriter prior to
their signing this Agreement, the Fund or Underwriter consents in
writing to the use of such other vehicle, such consent not to be
unreasonably withheld.

               (a)  This text is hidden, do not remove.
     
               (b)  The Company shall not, without prior notice to the
Underwriter (unless otherwise required by applicable law), take
any action to operate the Account as a management investment
company under the 1940 Act.

               (c)  The Company shall not, without prior notice to the
Underwriter (unless otherwise required by applicable law), induce
Contract owners to change or modify the Fund or change the Fund's
distributor or investment adviser.

               (d)  The Company shall not, without prior notice
to the Fund, induce Contract owners to vote on any matter
submitted for consideration by the shareholders of the Fund in a
manner other than as recommended by the Board of Trustees of the
Fund.



          1.8. The Underwriter and the Fund shall sell Fund shares only to
Participating Insurance Companies and their separate accounts and
to persons or plans ("Qualified Persons") that communicate to the
Underwriter and the Fund that they qualify to purchase shares of
the Fund under Section 817(h) of the Internal Revenue Code of
1986, as amended (the "Code") and the regulations thereunder
without impairing the ability of the Account to consider the
portfolio investments of the Fund as constituting investments of
the Account for the purpose of satisfying the diversification
requirements of Section 817(h).  The Underwriter and the Fund
shall not sell Fund shares to any insurance company or separate
account unless an agreement complying with Article VI of this
Agreement is in effect to govern such sales, to the extent
required.  The Company hereby represents and warrants that it and
the Account are Qualified Persons.  The Fund reserves the right
to cease offering shares of any Designated Portfolio in the
discretion of the Fund.

ARTICLE II.  Representations and Warranties

          2.   This text is hidden, do not remove.

          2.1. The Company represents and warrants that the Contracts (a)
are, or prior to issuance will be, registered under the 1933 Act,
or (b) are not registered because they are properly exempt from
registration under the 1933 Act or will be offered exclusively in
transactions that are properly exempt from registration under the
1933 Act.  The Company further represents and warrants that the
Contracts will be issued and sold in compliance in all material
respects with all applicable federal securities and state
securities and insurance laws and that the sale of the Contracts
shall comply in all material respects with state insurance
suitability requirements.  The Company further represents and
warrants that it is an insurance company duly organized and in
good standing under applicable law, that it has legally and
validly established the Account prior to any issuance or sale
thereof as a segregated asset account under [insert state]
insurance laws, and that it (a) has registered or, prior to any
issuance or sale of the Contracts, will register the Account as a
unit investment trust in accordance with the provisions of the
1940 Act to serve as a segregated investment account for the
Contracts, or alternatively (b) has not registered the Account in
proper reliance upon an exclusion from registration under the
1940 Act.  The Company shall register and qualify the Contracts
or interests therein as securities in accordance with the laws of
the various states only if and to the extent deemed advisable by
the Company.

          2.2. The Fund represents and warrants that Fund shares sold
pursuant to this Agreement shall be registered under the 1933
Act, duly authorized for issuance and sold in compliance with
applicable state and federal securities laws and that the Fund is
and shall remain registered under the 1940 Act.  The Fund shall
amend the registration statement for its shares under the 1933
Act and the 1940 Act from time to time as required in order to
effect the continuous offering of its shares.  The Fund shall
register and qualify the shares for sale in accordance with the
laws of the various states only if and to the extent deemed
advisable by the Fund or the Underwriter.

2.3. The Fund may make payments to finance distribution expenses
pursuant to Rule 12b-1 under the 1940 Act.  Prior to financing
distribution expenses pursuant to Rule 12b-1, the Fund will have
the Board, a majority of whom are not interested persons of the
Fund, formulate and approve a plan pursuant to Rule 12b-1 under
the 1940 Act to finance distribution expenses.
          2.4. The Fund makes no representations as to whether any aspect
of its operations, including, but not limited to, investment
policies, fees and expenses, complies with the insurance and
other applicable laws of the various states.

          2.5. The Fund represents that it is lawfully organized and
validly existing under the laws of the State of Delaware and that
it does and will comply in all material respects with the 1940
Act.

          2.6. The Underwriter represents and warrants that it is a member
in good standing of the NASD and is registered as a broker-dealer
with the SEC.  The Underwriter further represents that it will
sell and distribute the Fund shares in accordance with any
applicable state and federal securities laws.

          2.7. The Fund and the Underwriter represent and warrant that all
of their trustees/directors, officers, employees, investment
advisers, and other individuals or entities dealing with the
money and/or securities of the Fund are and shall continue to be
at all times covered by a blanket fidelity bond or similar
coverage for the benefit of the Fund in an amount not less than
the minimum coverage as required currently by Rule 17g-1 of the
1940 Act or related provisions as may be promulgated from time to
time.  The aforesaid bond shall include coverage for larceny and
embezzlement and shall be issued by a reputable bonding company.

          2.8. The Company represents and warrants that all of its
directors, officers, employees, and other individuals/entities
employed or controlled by the Company dealing with the money
and/or securities of the Account are covered by a blanket
fidelity bond or similar coverage for the benefit of the Account,
in an amount not less than $5 million.  The aforesaid bond
includes coverage for larceny and embezzlement and is issued by a
reputable bonding company.  The Company agrees to hold for the
benefit of the Fund and to pay to the Fund any amounts lost from
larceny, embezzlement or other events covered by the aforesaid
bond to the extent such amounts properly belong to the Fund
pursuant to the terms of this Agreement.  The Company agrees to
make all reasonable efforts to see that this bond or another bond
containing these provisions is always in effect, and agrees to
notify the Fund and the Underwriter in the event that such
coverage no longer applies.

ARTICLE III.  Prospectuses and Proxy Statements; Voting

          3.   This text is hidden, do not remove.

          3.1. The Underwriter shall provide the Company with as many
copies of the Fund's current prospectus (describing only the
Designated Portfolios listed on Schedule A) or, to the extent
permitted, the Fund's profiles as the Company may reasonably
request.  The Company shall bear the expense of printing copies
of the current prospectus and profiles for the Contracts that
will be distributed to existing Contract owners, and the Company
shall bear the expense of printing copies of the Fund's
prospectus and profiles that are used in connection with offering
the Contracts issued by the Company.  If requested by the Company
in lieu thereof, the Fund shall provide such documentation
(including a final copy of the new prospectus on diskette at the
Fund's expense) and other assistance as is reasonably necessary
in order for the Company once each year (or more frequently if
the prospectus for the Fund is amended) to have the prospectus
for the Contracts and the Fund's prospectus or profile printed
together in one document (such printing to be at the Company's
expense).

          3.2. The Fund's prospectus shall state that the current Statement
of Additional Information ("SAI") for the Fund is available, and
the Underwriter (or the Fund), at its expense, shall provide a
reasonable number of copies of such SAI free of charge to the
Company for itself and for any owner of a Contract who requests
such SAI.

          3.3. The Fund shall provide the Company with information
regarding the Fund's expenses, which information may include a
table of fees and related narrative disclosure. for use in any
prospectus or other descriptive document relating to a Contract.
The Company agrees that it will use such information in the form
provided.  The Company shall provide prior written notice of any
proposed modification of such information, which notice will
describe in detail the manner in which the Company proposes to
modify the information, and agrees that it may not modify such
information in any way without the prior consent of the Fund.

          3.4. The Fund, at its expense, shall provide the Company with
copies of its proxy material, reports to shareholders, and other
communications to shareholders in such quantity as the Company
shall reasonably require for distributing to Contract owners.

          3.5. The Company shall:

               (i)  solicit voting instructions from Contract owners;
               
               (ii) vote the Fund shares in accordance with instructions
               received from Contract owners; and
               
               (iii)     vote Fund shares for which no instructions have been
               received in the same proportion as Fund shares of such portfolio
               for which instructions have been received,
               
so long as and to the extent that the SEC continues to interpret
the 1940 Act to require pass-through voting privileges for
variable contract owners or to the extent otherwise required by
law.  The Company will vote Fund shares held in any segregated
asset account in the same proportion as Fund shares of such
portfolio for which voting instructions have been received from
Contract owners, to the extent permitted by law.

          3.6. Participating Insurance Companies shall be responsible for
assuring that each of their separate accounts participating in a
Designated Portfolio calculates voting privileges as required by
the Shared Funding Exemptive Order and consistent with any
reasonable standards that the Fund may adopt and provide in
writing.

ARTICLE IV.  Sales Material and Information

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          4.1. The Company shall furnish, or shall cause to be furnished,
to the Fund or its designee, each piece of sales literature or
other promotional material that the Company develops and in which
the Fund (or a Designated Portfolio thereof) or the Adviser or
the Underwriter is named.  No such material shall be used until
approved by the Fund or its designee, and the Fund will use its
best efforts for it or its designee to review such sales
literature or promotional material within ten Business Days after
receipt of such material.  The Fund or its designee reserves the
right to reasonably object to the continued use of any such sales
literature or other promotional material in which the Fund (or a
Designated Portfolio thereof) or the Adviser or the Underwriter
is named, and no such material shall be used if the Fund or its
designee so object.

          4.2. The Company shall not give any information or make any
representations or statements on behalf of the Fund or concerning
the Fund or the Adviser or the Underwriter in connection with the
sale of the Contracts other than the information or
representations contained in the registration statement or
prospectus or SAI for the Fund shares, as such registration
statement and prospectus or SAI may be amended or supplemented
from time to time, or in reports or proxy statements for the
Fund, or in sales literature or other promotional material
approved by the Fund or its designee or by the Underwriter,
except with the permission of the Fund or the Underwriter or the
designee of either.

4.3. The Fund and the Underwriter, or their designee, shall
furnish, or cause to be furnished, to the Company, each piece of
sales literature or other promotional material that it develops
and in which the Company, and/or its Account, is named.  No such
material shall be used until approved by the Company, and the
Company will use its best efforts to review such sales literature
or promotional material within ten Business Days after receipt of
such material.  The Company reserves the right to reasonably
object to the continued use of any such sales literature or other
promotional material in which the Company and/or its Account is
named, and no such material shall be used if the Company so
objects.
          4.4. The Fund and the Underwriter shall not give any information
or make any representations on behalf of the Company or
concerning the Company, the Account, or the Contracts other than
the information or representations contained in a registration
statement, prospectus (which shall include an offering
memorandum, if any, if the Contracts issued by the Company or
interests therein are not registered under the 1933 Act), or SAI
for the Contracts, as such registration statement, prospectus, or
SAI may be amended or supplemented from time to time, or in
published reports for the Account which are in the public domain
or approved by the Company for distribution to Contract owners,
or in sales literature or other promotional material approved by
the Company or its designee, except with the permission of the
Company.

          4.5. The Fund will provide to the Company at least one complete
copy of all registration statements, prospectuses, SAIs, reports,
proxy statements, sales literature and other promotional
materials, applications for exemptions, requests for no-action
letters, and all amendments to any of the above, that relate to
the Fund or its shares, promptly after the filing of such
document(s) with the SEC or other regulatory authorities.

          4.6. The Company will provide to the Fund at least one complete
copy of all registration statements, prospectuses (which shall
include an offering memorandum, if any, if the Contracts issued
by the Company or interests therein are not registered under the
1933 Act), SAIs, reports, solicitations for voting instructions,
sales literature and other promotional materials, applications
for exemptions, requests for no-action letters, and all
amendments to any of the above, that relate to the Contracts or
the Account, promptly after the filing of such document(s) with
the SEC or other regulatory authorities.  The Company shall
provide to the Fund and the Underwriter any complaints received
from the Contract owners pertaining to the Fund or the Designated
Portfolio.

          4.7. The Fund will provide the Company with as much notice as is
reasonably practicable of any proxy solicitation for any
Designated Portfolio, and of any material change in the Fund's
registration statement, particularly any change resulting in a
change to the registration statement or prospectus for any
Account.  The Fund will work with the Company so as to enable the
Company to solicit proxies from Contract owners, or to make
changes to its prospectus or registration statement, in an
orderly manner.  The Fund will make reasonable efforts to attempt
to have changes affecting Contract prospectuses become effective
simultaneously with the annual updates for such prospectuses.

          4.8. For purposes of this Article IV, the phrase "sales
literature and other promotional materials" includes, but is not
limited to, any of the following that refer to the Fund or any
affiliate of the Fund:  advertisements (such as material
published, or designed for use in, a newspaper, magazine, or
other periodical, radio, television, telephone or tape recording,
videotape display, signs or billboards, motion pictures, or other
public media), sales literature (i.e., any written communication
distributed or made generally available to customers or the
public, including brochures, circulars, reports, market letters,
form letters, seminar texts, reprints or excerpts of any other
advertisement, sales literature, or published article),
educational or training materials or other communications
distributed or made generally available to some or all agents or
employees, and registration statements, prospectuses, SAIs,
shareholder reports, proxy materials, and any other
communications distributed or made generally available with
regard to the Fund.

ARTICLE V.  Fees and Expenses

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          5.1. The Fund and the Underwriter shall pay no fee or other
compensation to the Company under this Agreement, except that if
the Fund or any Portfolio adopts and implements a plan pursuant
to Rule 12b-1 to finance distribution expenses, then the Fund or
Underwriter may make payments to the Company or to the
underwriter for the Contracts if and in amounts agreed to by the
Underwriter in writing, and such payments will be made out of
existing fees otherwise payable to the Underwriter, past profits
of the Underwriter, or other resources available to the
Underwriter.  Currently, no such payments are contemplated.

          5.2. All expenses incident to performance by the Fund under this
Agreement shall be paid by the Fund.  The Fund shall see to it
that all its shares are registered and authorized for issuance in
accordance with applicable federal law and, if and to the extent
deemed advisable by the Fund, in accordance with applicable state
laws prior to their sale.  The Fund shall bear the expenses for
the cost of registration and qualification of the Fund's shares,
preparation and filing of the Fund's prospectus and registration
statement, proxy materials and reports, setting the prospectus in
type, setting in type and printing the proxy materials and
reports to shareholders (including the costs of printing a
prospectus that constitutes an annual report), the preparation of
all statements and notices required by any federal or state law,
and all taxes on the issuance or transfer of the Fund's shares.

          5.3. The Company shall bear the expenses of distributing the
Fund's prospectus to owners of Contracts issued by the Company
and of distributing the Fund's proxy materials and reports to
such Contract owners.

ARTICLE VI.  Diversification and Qualification

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          6.1. The Fund will invest its assets in such a manner as to
ensure that the Contracts will be treated as annuity or life
insurance contracts, whichever is appropriate, under the Code and
the regulations issued thereunder (or any successor provisions).
Without limiting the scope of the foregoing, each Designated
Portfolio has complied and will continue to comply with Section
817(h) of the Code and Treasury Regulation 1.817-5, and any
Treasury interpretations thereof, relating to the diversification
requirements for variable annuity, endowment, or life insurance
contracts, and any amendments or other modifications or successor
provisions to such Section or Regulations.  In the event of a
breach of this Article VI by the Fund, it will take all
reasonable steps (a) to notify the Company of such breach and (b)
to adequately diversify the Fund so as to achieve compliance
within the grace period afforded by Regulation 1.817-5.

          6.2. The Fund represents that it is or will be qualified as a
Regulated Investment Company under Subchapter M of the Code, and
that it will make every effort to maintain such qualification
(under Subchapter M or any successor or similar provisions) and
that it will notify the Company immediately upon having a
reasonable basis for believing that it has ceased to so qualify
or that it might not so qualify in the future.

          6.3. The Company represents that the Contracts are currently, and
at the time of issuance shall be, treated as life insurance or
annuity insurance contracts, under applicable provisions of the
Code, and that it will make every effort to maintain such
treatment, and that it will notify the Fund and the Underwriter
immediately upon having a reasonable basis for believing the
Contracts have ceased to be so treated or that they might not be
so treated in the future.  The Company agrees that any prospectus
offering a contract that is a "modified endowment contract" as
that term is defined in Section 7702A of the Code (or any
successor or similar provision), shall identify such contract as
a modified endowment contract.

ARTICLE VII.  Potential Conflicts

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The following provisions shall apply only upon issuance of the
Mixed and Shared Funding Order and the sale of shares of the Fund
to variable life insurance separate accounts, and then only to
the extent required under the 1940 Act.

          7.1. The Board will monitor the Fund for the existence of any
material irreconcilable conflict between the interests of the
Contract owners of all separate accounts investing in the Fund.
An irreconcilable material conflict may arise for a variety of
reasons, including:  (a) an action by any state insurance
regulatory authority; (b) a change in applicable federal or state
insurance, tax, or securities laws or regulations, or a public
ruling, private letter ruling, no-action or interpretative
letter, or any similar action by insurance, tax, or securities
regulatory authorities; (c) an administrative or judicial
decision in any relevant proceeding; (d) the manner in which the
investments of any Portfolio are being managed; (e) a difference
in voting instructions given by variable annuity contract and
variable life insurance contract owners; or (f) a decision by an
insurer to disregard the voting instructions of contract owners.
The Board shall promptly inform the Company if it determines that
an irreconcilable material conflict exists and the implications
thereof.

          7.2. The Company will report any potential or existing conflicts
of which it is aware to the Board.  The Company will assist the
Board in carrying out its responsibilities under the Mixed and
Shared Funding Exemptive Order, by providing the Board with all
information reasonably necessary for the Board to consider any
issues raised.  This includes, but is not limited to, an
obligation by the Company to inform the Board whenever Contract
owner voting instructions are disregarded.

          7.3. If it is determined by a majority of the Board, or a
majority of its disinterested members, that a material
irreconcilable conflict exists, the Company and other
Participating Insurance Companies shall, at their expense and to
the extent reasonably practicable (as determined by a majority of
the disinterested Board members), take whatever steps are
necessary to remedy or eliminate the irreconcilable material
conflict, up to and including:  (1) withdrawing the assets
allocable to some or all of the separate accounts from the Fund
or any Portfolio and reinvesting such assets in a different
investment medium, including (but not limited to) another
Portfolio of the Fund, or submitting the question whether such
segregation should be implemented to a vote of all affected
contract owners and, as appropriate, segregating the assets of
any appropriate group (i.e., annuity contract owners, life
insurance contract owners, or variable contract owners of one or
more Participating Insurance Companies) that votes in favor of
such segregation, or offering to the affected contract owners the
option of making such a change; and (2) establishing a new
registered management investment company or managed separate
account.

          7.4. If a material irreconcilable conflict arises because of a
decision by the Company to disregard Contract owner voting
instructions and that decision represents a minority position or
would preclude a majority vote, the Company may be required, at
the Fund's election, to withdraw the Account's investment in the
Fund and terminate this Agreement with respect to each Account;
provided, however, that such withdrawal and termination shall be
limited to the extent required by the foregoing material
irreconcilable conflict as determined by a majority of the
disinterested members of the Board.  Any such withdrawal and
termination must take place within six (6) months after the Fund
gives written notice that this provision is being implemented,
and until the end of that six month period the Fund shall
continue to accept and implement orders by the Company for the
purchase (and redemption) of shares of the Fund.

          7.5. If a material irreconcilable conflict arises because a
particular state insurance regulator's decision applicable to the
Company conflicts with the majority of other state regulators,
then the Company will withdraw the affected Account's investment
in the Fund and terminate this Agreement with respect to such
Account within six months after the Board informs the Company in
writing that it has determined that such decision has created an
irreconcilable material conflict; provided, however, that such
withdrawal and termination shall be limited to the extent
required by the foregoing material irreconcilable conflict as
determined by a majority of the disinterested members of the
Board.  Until the end of the foregoing six month period, the Fund
shall continue to accept and implement orders by the Company for
the purchase (and redemption) of shares of the Fund.

          7.6. For purposes of Section 7.3 through 7.6 of this Agreement, a
majority of the disinterested members of the Board shall
determine whether any proposed action adequately remedies any
irreconcilable material conflict, but in no event will the Fund
be required to establish a new funding medium for the Contracts.
The Company shall not be required by Section 7.3 to establish a
new funding medium for the Contract if an offer to do so has been
declined by vote of a majority of Contract owners materially
adversely affected by the irreconcilable material conflict.  In
the event that the Board determines that any proposed action does
not adequately remedy any irreconcilable material conflict, then
the Company will withdraw the Account's investment in the Fund
and terminate this Agreement within six (6) months after the
Board informs the Company in writing of the foregoing
determination; provided, however, that such withdrawal and
termination shall be limited to the extent required by any such
material irreconcilable conflict as determined by a majority of
the disinterested members of the Board.

          7.7. If and to the extent the Mixed and Shared Funding Exemption
Order or any amendment thereto contains terms and conditions
different from Sections 3.4, 3.5, 3.6, 7.1, 7.2, 7.3, 7.4, and
7.5 of this Agreement, then the Fund and/or the Participating
Insurance Companies, as appropriate, shall take such steps as may
be necessary to comply with the Mixed and Shared Funding
Exemptive Order, and Sections 3.4, 3.5, 3.6, 7.1, 7.2, 7.3, 7.4
and 7.5 of this Agreement shall continue in effect only to the
extent that terms and conditions substantially identical to such
Sections are contained in the Mixed and Shared Funding Exemptive
Order or any amendment thereto.  If and to the extent that Rule
6e-2 and Rule 6e-3(T) are amended, or Rule 6e-3 is adopted, to
provide exemptive relief from any provision of the 1940 Act or
the rules promulgated thereunder with respect to mixed or shared
funding (as defined in the Mixed and Shared Funding Exemptive
Order) on terms and conditions materially different from those
contained in the Mixed and Shared Funding Exemptive Order, then
(a) the Fund and/or the Participating Insurance Companies, as
appropriate, shall take such steps as may be necessary to comply
with Rules 6e-2 and 6e-3(T), as amended, and Rule 6e-3, as
adopted, to the extent such rules are applicable; and
(b) Sections 3.5, 3.6, 7.1., 7.2, 7.3, 7.4, and 7.5 of this
Agreement shall continue in effect only to the extent that terms
and conditions substantially identical to such Sections are
contained in such Rule(s) as so amended or adopted.

ARTICLE VIII.  Indemnification

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          8.1. Indemnification By the Company

               8.1(a).   The Company agrees to indemnify and hold
harmless the Fund and the Underwriter and each of its
trustees/directors and officers, and each person, if any, who
controls the Fund or Underwriter within the meaning of Section 15
of the 1933 Act or who is under common control with the
Underwriter (collectively, the "Indemnified Parties" for purposes
of this Section 8.1) against any and all losses, claims, damages,
liabilities (including amounts paid in settlement with the
written consent of the Company) or litigation (including legal
and other expenses), to which the Indemnified Parties may become
subject under any statute or regulation, at common law or
otherwise, insofar as such losses, claims, damages, liabilities
or expenses (or actions in respect thereof) or settlements:

               (i)  arise out of or are based upon any untrue statement or
               alleged untrue statements of any material fact contained in the
               registration statement, prospectus (which shall include a written
               description of a Contract that is not registered under the 1933
               Act), or SAI for the Contracts or contained in the Contracts or
               sales literature for the Contracts (or any amendment or
               supplement to any of the foregoing), or arise out of or are based
               upon the omission or the alleged omission to state therein a
               material fact required to be stated therein or necessary to make
               the statements therein not misleading, provided that this
               agreement to indemnify shall not apply as to any Indemnified
               Party if such statement or omission or such alleged statement or
               omission was made in reliance upon and in conformity with
               information furnished to the Company by or on behalf of the Fund
               for use in the registration statement, prospectus or SAI for the
               Contracts or in the Contracts or sales literature (or any
               amendment or supplement) or otherwise for use in connection with
               the sale of the Contracts or Fund shares; or
               
               (ii) arise out of or as a result of statements or representations
               (other than statements or representations contained in the
               registration statement, prospectus, SAI, or sales literature of
               the Fund not supplied by the Company or persons under its
               control) or wrongful conduct of the Company or its agents or
               persons under the Company's authorization or control, with
               respect to the sale or distribution of the Contracts or Fund
               Shares; or
               
               (iii)     arise out of any untrue statement or alleged untrue
               statement of a material fact contained in a registration
               statement, prospectus, SAI, or sales literature of the Fund or
               any amendment thereof or supplement thereto or the omission or
               alleged omission to state therein a material fact required to be
               stated therein or necessary to make the statements therein not
               misleading if such a statement or omission was made in reliance
               upon information furnished to the Fund by or on behalf of the
               Company; or
               
               (iv) arise as a result of any material failure by the Company to
               provide the services and furnish the materials under the terms of
               this Agreement (including a failure, whether unintentional or in
               good faith or otherwise, to comply with the qualification
               requirements specified in Article VI of this Agreement); or
               
               (v)  arise out of or result from any material breach of any
               representation and/or warranty made by the Company in this
               Agreement or arise out of or result from any other material
               breach of this Agreement by the Company;
               
               (vi) as limited by and in accordance with the provisions of
               Sections 8.1(b) and 8.1(c) hereof.
               
               8.1(b).   The Company shall not be liable under
this indemnification provision with respect to any losses,
claims, damages, liabilities or litigation to which an
Indemnified Party would otherwise be subject by reason of such
Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance of such Indemnified Party's duties
or by reason of such Indemnified Party's reckless disregard of
its obligations or duties under this Agreement.

               8.1(c).   The Company shall not be liable under
this indemnification provision with respect to any claim made
against an Indemnified Party unless such Indemnified Party shall
have notified the Company in writing within a reasonable time
after the summons or other first legal process giving information
of the nature of the claim shall have been served upon such
Indemnified Party (or after such Indemnified Party shall have
received notice of such service on any designated agent), but
failure to notify the Company of any such claim shall not relieve
the Company from any liability which it may have to the
Indemnified Party against whom such action is brought otherwise
than on account of this indemnification provision.  In case any
such action is brought against an Indemnified Party, the Company
shall be entitled to participate, at its own expense, in the
defense of such action.  The Company also shall be entitled to
assume the defense thereof, with counsel satisfactory to the
party named in the action.  After notice from the Company to such
party of the Company's election to assume the defense thereof,
the Indemnified Party shall bear the fees and expenses of any
additional counsel retained by it, and the Company will not be
liable to such party under this Agreement for any legal or other
expenses subsequently incurred by such party independently in
connection with the defense thereof other than reasonable costs
of investigation.

               8.1(d).   The Indemnified Parties will promptly
notify the Company of the commencement of any litigation or
proceedings against them in connection with the issuance or sale
of the Fund shares or the Contracts or the operation of the Fund.

          8.2. Indemnification by the Underwriter

               8.2(a).   The Underwriter agrees to indemnify and
hold harmless the Company and each of its directors and officers
and each person, if any, who controls the Company within the
meaning of Section 15 of the 1933 Act (collectively, the
"Indemnified Parties" for purposes of this Section 8.2) against
any and all losses, claims, damages, liabilities (including
amounts paid in settlement with the written consent of the
Underwriter) or litigation (including legal and other expenses)
to which the Indemnified Parties may become subject under any
statute or regulation, at common law or otherwise, insofar as
such losses, claims, damages, liabilities or expenses (or actions
in respect thereof) or settlements:

               (i)  arise out of or are based upon any untrue statement or
               alleged untrue statement of any material fact contained in the
               registration statement or prospectus or SAI or sales literature
               of the Fund (or any amendment or supplement to any of the
               foregoing), or arise out of or are based upon the omission or the
               alleged omission to state therein a material fact required to be
               stated therein or necessary to make the statements therein not
               misleading, provided that this agreement to indemnify shall not
               apply as to any Indemnified Party if such statement or omission
               or such alleged statement or omission was made in reliance upon
               and in conformity with information furnished to the Underwriter
               or Fund by or on behalf of the Company for use in the
               registration statement, prospectus or SAI for the Fund or in
               sales literature (or any amendment or supplement) or otherwise
               for use in connection with the sale of the Contracts or Fund
               shares; or
               
               (ii) arise out of or as a result of statements or representations
               (other than statements or representations contained in the
               registration statement, prospectus, SAI or sales literature for
               the Contracts not supplied by the Underwriter or persons under
               its control) or wrongful conduct of the Fund or Underwriter or
               persons under their control, with respect to the sale or
               distribution of the Contracts or Fund shares; or
               
               (iii)     arise out of any untrue statement or alleged untrue
               statement of a material fact contained in a registration
               statement, prospectus, SAI or sales literature covering the
               Contracts, or any amendment thereof or supplement thereto, or the
               omission or alleged omission to state therein a material fact
               required to be stated therein or necessary to make the statement
               or statements therein not misleading, if such statement or
               omission was made in reliance upon information furnished to the
               Company by or on behalf of the Fund or the Underwriter; or
               
               (iv) arise as a result of any failure by the Fund or the
               Underwriter to provide the services and furnish the materials
               under the terms of this Agreement (including a failure of the
               Fund, whether unintentional or in good faith or otherwise, to
               comply with the diversification and other qualification
               requirements specified in Article VI of this Agreement); or
               
               (v)  arise out of or result from any material breach of any
               representation and/or warranty made by the Underwriter in this
               Agreement or arise out of or result from any other material
               breach of this Agreement by the Underwriter;
               
as limited by and in accordance with the provisions of Sections
8.2(b) and 8.2(c) hereof.

               8.2(b).   The Underwriter shall not be liable
under this indemnification provision with respect to any losses,
claims, damages, liabilities or litigation to which an
Indemnified Party would otherwise be subject by reason of such
Indemnified Party's willful misfeasance, bad faith, or gross
negligence in the performance or such Indemnified Party's duties
or by reason of such Indemnified Party's reckless disregard of
obligations and duties under this Agreement or to the Company or
the Account, whichever is applicable.

               8.2(c).   The Underwriter shall not be liable
under this indemnification provision with respect to any claim
made against an Indemnified Party unless such Indemnified Party
shall have notified the Underwriter in writing within a
reasonable time after the summons or other first legal process
giving information of the nature of the claim shall have been
served upon such Indemnified Party (or after such Indemnified
Party shall have received notice of such service on any
designated agent), but failure to notify the Underwriter of any
such claim shall not relieve the Underwriter from any liability
which it may have to the Indemnified Party against whom such
action is brought otherwise than on account of this
indemnification provision.  In case any such action is brought
against the Indemnified Party, the Underwriter will be entitled
to participate, at its own expense, in the defense thereof.  The
Underwriter also shall be entitled to assume the defense thereof,
with counsel satisfactory to the party named in the action.
After notice from the Underwriter to such party of the
Underwriter's election to assume the defense thereof, the
Indemnified Party shall bear the fees and expenses of any
additional counsel retained by it, and the Underwriter will not
be liable to such party under this Agreement for any legal or
other expenses subsequently incurred by such party independently
in connection with the defense thereof other than reasonable
costs of investigation.

               The Company agrees promptly to notify the
Underwriter of the commencement of any litigation or proceedings
against it or any of its officers or directors in connection with
the issuance or sale of the Contracts or the operation of the
Account.

          8.3. Indemnification By the Fund

               8.3(a).   The Fund agrees to indemnify and hold
harmless the Company and each of its directors and officers and
each person, if any, who controls the Company within the meaning
of Section 15 of the 1933 Act (collectively, the "Indemnified
Parties" for purposes of this Section 8.3) against any and all
losses, claims, expenses, damages, liabilities (including amounts
paid in settlement with the written consent of the Fund) or
litigation (including legal and other expenses) to which the
Indemnified Parties may be required to pay or may become subject
under any statute or regulation, at common law or otherwise,
insofar as such losses, claims, expenses, damages, liabilities or
expenses (or actions in respect thereof) or settlements, are
related to the operations of the Fund and:

               (i)  arise as a result of any failure by the Fund to provide the
               services and furnish the materials under the terms of this
               Agreement (including a failure, whether unintentional or in good
               faith or otherwise, to comply with the diversification and other
               qualification requirements specified in Article VI of this
               Agreement); or
               
               (ii) arise out of or result from any material breach of any
               representation and/or warranty made by the Fund in this Agreement
               or arise out of or result from any other material breach of this
               Agreement by the Fund;
               
as limited by and in accordance with the provisions of Sections
8.3(b) and 8.3(c) hereof.

               8.3(b).   The Fund shall not be liable under this
indemnification provision with respect to any losses, claims,
damages, liabilities or litigation to which an Indemnified Party
would otherwise be subject by reason of such Indemnified Party's
willful misfeasance, bad faith, or gross negligence in the
performance of such Indemnified Party's duties or by reason of
such Indemnified Party's reckless disregard of obligations and
duties under this Agreement or to the Company, the Fund, the
Underwriter or the Account, whichever is applicable.

               8.3(c).   The Fund shall not be liable under this
indemnification provision with respect to any claim made against
an Indemnified Party unless such Indemnified Party shall have
notified the Fund in writing within a reasonable time after the
summons or other first legal process giving information of the
nature of the claim shall have been served upon such Indemnified
Party (or after such Indemnified Party shall have received notice
of such service on any designated agent), but failure to notify
the Fund of any such claim shall not relieve the Fund from any
liability which it may have to the Indemnified Party against whom
such action is brought otherwise than on account of this
indemnification provision.  In case any such action is brought
against the Indemnified Parties, the Fund will be entitled to
participate, at its own expense, in the defense thereof.  The
Fund also shall be entitled to assume the defense thereof, with
counsel satisfactory to the party named in the action.  After
notice from the Fund to such party of the Fund's election to
assume the defense thereof, the Indemnified Party shall bear the
fees and expenses of any additional counsel retained by it, and
the Fund will not be liable to such party under this Agreement
for any legal or other expenses subsequently incurred by such
party independently in connection with the defense thereof other
than reasonable costs of investigation.

               8.3(d).   The Company and the Underwriter agree
promptly to notify the Fund of the commencement of any litigation
or proceeding against it or any of its respective officers or
directors in connection with the Agreement, the issuance or sale
of the Contracts, the operation of the Account, or the sale or
acquisition of shares of the Fund.

ARTICLE IX.  Applicable Law

          9.   This text is hidden, do not remove.

          9.1. This Agreement shall be construed and the provisions hereof
interpreted under and in accordance with the laws of the State of
California.

          9.2. This Agreement shall be subject to the provisions of the
1933, 1934 and 1940 Acts, and the rules and regulations and
rulings thereunder, including such exemptions from those
statutes, rules and regulations as the SEC may grant (including,
but not limited to, any Mixed and Shared Funding Exemptive Order)
and the terms hereof shall be interpreted and construed in
accordance therewith.  If, in the future, the Mixed and Shared
Funding Exemptive Order should no longer be necessary under
applicable law, then Article VII shall no longer apply.

ARTICLE X. Termination

          10.  This text is hidden, do not remove.

          10.1.     This Agreement shall continue in full force and effect
until the first to occur of:

          (a)  termination by any party, for any reason with respect to
               some or all Designated Portfolios, by three (3) months advance
               written notice delivered to the other parties; or
               
          (b)  termination by the Company by written notice to the Fund and
               the Underwriter based upon the Company's determination that
               shares of the Fund are not reasonably available to meet the
               requirements of the Contracts; or
               
          (c)  termination by the Company by written notice to the Fund and
               the Underwriter in the event any of the Designated Portfolio's
               shares are not registered, issued or sold in accordance with
               applicable state and/or federal law or such law precludes the use
               of such shares as the underlying investment media of the
               Contracts issued or to be issued by the Company; or
               
          (d)  termination by the Fund or Underwriter in the event that
               formal administrative proceedings are instituted against the
               Company by the NASD, the SEC, the Insurance Commissioner or like
               official of any state or any other regulatory body regarding the
               Company's duties under this Agreement or related to the sale of
               the Contracts, the operation of any Account, or the purchase of
               the Fund's shares; provided, however, that the Fund or
               Underwriter determines in its sole judgment exercised in good
               faith, that any such administrative proceedings will have a
               material adverse effect upon the ability of the Company to
               perform its obligations under this Agreement; or
               
(e)  termination by the Company in the event that formal
administrative proceedings are instituted against the Fund or
Underwriter by the NASD, the SEC, or any state securities or
insurance department or any other regulatory body; provided,
however, that the Company determines in its sole judgment
exercised in good faith, that any such administrative proceedings
will have a material adverse effect upon the ability of the Fund
or Underwriter to perform its obligations under this Agreement;
or
          (f)  termination by the Company by written notice to the Fund and
               the Underwriter with respect to any Designated Portfolio in the
               event that such Portfolio ceases to qualify as a Regulated
               Investment Company under Subchapter M or fails to comply with the
               Section 817(h) diversification requirements specified in Article
               VI hereof, or if the Company reasonably believes that such
               Portfolio may fail to so qualify or comply; or
               
          (g)  termination by the Fund or Underwriter by written notice to
               the Company in the event that the Contracts fail to meet the
               qualifications specified in Article VI hereof; or
               
          (h)  termination by either the Fund or the Underwriter by written
               notice to the Company, if either one or both of the Fund or the
               Underwriter respectively, shall determine, in their sole judgment
               exercised in good faith, that the Company has suffered a material
               adverse change in its business, operations, financial condition,
               or prospects since the date of this Agreement or is the subject
               of material adverse publicity; or
               
          (i)  termination by the Company by written notice to the Fund and
               the Underwriter, if the Company shall determine, in its sole
               judgment exercised in good faith, that the Fund, Adviser, or the
               Underwriter has suffered a material adverse change in its
               business, operations, financial condition or prospects since the
               date of this Agreement or is the subject of material adverse
               publicity; or
               
          (j)  termination by the Fund or the Underwriter by written notice
               to the Company, if the Company gives the Fund and the Underwriter
               the written notice specified in Section 1.7(a)(ii) hereof and at
               the time such notice was given there was no notice of termination
               outstanding under any other provision of this Agreement;
               provided, however, any termination under this Section 10.1(j)
               shall be effective forty-five days after the notice specified in
               Section 1.7(a)(ii) was given; or
               
          (k)  termination by the Company upon any substitution of the
               shares of another investment company or series thereof for shares
               of a Designated Portfolio of the Fund in accordance with the
               terms of the Contracts, provided that the Company has given at
               least 45 days prior written notice to the Fund and Underwriter of
               the date of substitution; or
               
          (l)  termination by any party in the event that the Fund's Board
               of Trustees determines that a material irreconcilable conflict
               exists as provided in Article VII.
               
          10.2.     Notwithstanding any termination of this Agreement, the
Fund and the Underwriter shall, at the option of the Company,
continue to make available additional shares of the Fund pursuant
to the terms and conditions of this Agreement, for all Contracts
in effect on the effective date of termination of this Agreement
(hereinafter referred to as "Existing Contracts"), unless the
Underwriter requests that the Company seek an order pursuant to
Section 26(b) of the 1940 Act to permit the substitution of other
securities for the shares of the Designated Portfolios. The
Underwriter agrees to split the cost of seeking such an order,
and the Company agrees that it shall reasonably cooperate with
the Underwriter and seek such an order upon request.
Specifically, the owners of the Existing Contracts may be
permitted to reallocate investments in the Fund, redeem
investments in the Fund and/or invest in the Fund upon the making
of additional purchase payments under the Existing Contracts
(subject to any such election by the Underwriter).  The parties
agree that this Section 10.2 shall not apply to any terminations
under Article VII and the effect of such Article VII terminations
shall be governed by Article VII of this Agreement.  The parties
further agree that this Section 10.2 shall not apply to any
terminations under Section 10.1(g) of this Agreement.

          10.3.     The Company shall not redeem Fund shares attributable
to the Contracts (as opposed to Fund shares attributable to the
Company's assets held in the Account) except (i) as necessary to
implement Contract owner initiated or approved transactions, (ii)
as required by state and/or federal laws or regulations or
judicial or other legal precedent of general application
(hereinafter referred to as a "Legally Required Redemption"),
(iii) upon 45 days prior written notice to the Fund and
Underwriter, as permitted by an order of the SEC pursuant to
Section 26(b) of the 1940 Act, but only if a substitution of
other securities for the shares of the Designated Portfolios is
consistent with the terms of the Contracts, or (iv) as permitted
under the terms of the Contract.  Upon request, the Company will
promptly furnish to the Fund and the Underwriter reasonable
assurance that any redemption pursuant to clause (ii) above is a
Legally Required Redemption.  Furthermore, except in cases where
permitted under the terms of the Contacts, the Company shall not
prevent Contract owners from allocating payments to a Portfolio
that was otherwise available under the Contracts without first
giving the Fund or the Underwriter 45 days notice of its
intention to do so.

          10.4.     Notwithstanding any termination of this Agreement, each
party's obligation under Article VIII to indemnify the other
parties shall survive.

ARTICLE XI.  Notices

          11.  This text is hidden, do not remove.

               Any notice shall be sufficiently given when sent
by registered or certified mail to the other party at the address
of such party set forth below or at such other address as such
party may from time to time specify in writing to the other
party.

     If to the Fund:               PIMCO  Variable Insurance
Trust
                         840 Newport Center Drive, Suite 360
                         Newport Beach, CA 92660
     
     If to the Company:



     If to Underwriter:       PIMCO Funds Distributors LLC
                         2187 Atlantic Street
                         Stamford, CT 06902


ARTICLE XII.  Miscellaneous

          12.  This text is hidden, do not remove.

          12.1.     All persons dealing with the Fund must look solely to
the property of the Fund, and in the case of a series company,
the respective Designated Portfolios listed on Schedule A hereto
as though each such Designated Portfolio had separately
contracted with the Company and the Underwriter for the
enforcement of any claims against the Fund.  The parties agree
that neither the Board, officers, agents or shareholders of the
Fund assume any personal liability or responsibility for
obligations entered into by or on behalf of the Fund.

          12.2.     Subject to the requirements of legal process and
regulatory authority, each party hereto shall treat as
confidential the names and addresses of the owners of the
Contracts and all information reasonably identified as
confidential in writing by any other party hereto and, except as
permitted by this Agreement, shall not disclose, disseminate or
utilize such names and addresses and other confidential
information without the express written consent of the affected
party until such time as such information has come into the
public domain.

          12.3.     The captions in this Agreement are included for
convenience of reference only and in no way define or delineate
any of the provisions hereof or otherwise affect their
construction or effect.

          12.4.     This Agreement may be executed simultaneously in two or
more counterparts, each of which taken together shall constitute
one and the same instrument.

          12.5.     If any provision of this Agreement shall be held or
made invalid by a court decision, statute, rule or otherwise, the
remainder of the Agreement shall not be affected thereby.

          12.6.     Each party hereto shall cooperate with each other party
and all appropriate governmental authorities (including without
limitation the SEC, the NASD, and state insurance regulators) and
shall permit such authorities reasonable access to its books and
records in connection with any investigation or inquiry relating
to this Agreement or the transactions contemplated hereby.
Notwithstanding the generality of the foregoing, each party
hereto further agrees to furnish the [insert state] Insurance
Commissioner with any information or reports in connection with
services provided under this Agreement which such Commissioner
may request in order to ascertain whether the variable annuity
operations of the Company are being conducted in a manner
consistent with the [insert state] variable annuity laws and
regulations and any other applicable law or regulations.

12.7.     The rights, remedies and obligations contained in this
Agreement are cumulative and are in addition to any and all
rights, remedies, and obligations, at law or in equity, which the
parties hereto are entitled to under state and federal laws.
          12.8.     This Agreement or any of the rights and obligations
hereunder may not be assigned by any party without the prior
written consent of all parties hereto.

          12.9.     The Company shall furnish, or shall cause to be
furnished, to the Fund or its designee copies of the following
reports:

          (a)  the Company's annual statement (prepared under statutory
               accounting principles) and annual report (prepared under
               generally accepted accounting principles) filed with any state or
               federal regulatory body or otherwise made available to the
               public, as soon as practicable and in any event within 90 days
               after the end of each fiscal year; and
               
          (b)  any registration statement (without exhibits) and financial
               reports of the Company filed with the Securities and Exchange
               Commission or any state insurance regulatory, as soon as
               practicable after the filing thereof.
               
     IN WITNESS WHEREOF, each of the parties hereto has caused
this Agreement to be executed in its name and on its behalf by
its duly authorized representative and its seal to be hereunder
affixed hereto as of the date specified below.

COMPANY:

                              By its authorized officer

                              By:

                              Title:

                              Date:

PIMCO VARIABLE INSURANCE TRUST

                              By its authorized officer

                              By:

                              Title:

                              Date:

PIMCO FUNDS DISTRIBUTORS LLC

                              By its authorized officer

                              By:

                              Title:

                              Date:

8194921.doc


<PAGE>

                                                       Exhibit 15
<PAGE>
                                                               EXHIBIT 15
EQUITABLE LIFE INSURANCE COMPANY OF IOWA
909 Locust Street, Des Moine, Iowa 50309
                                             Phone: (515) 698-7001
                                             Fax:   (515) 698-7615


                        POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned,
being duly elected Directors and officers of Equitable Life
Insurance Company of Iowa ("Equitable Life"), constitute and appoint
Myles R. Tashman, and Marilyn Talman, and each of them, his or
her true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution for him or her in his or her
name, place and stead, in any and all capacities, to sign Equitable 
Life's registration statements and applications for exemptive
relief, and any and all amendments thereto, and to file the same,
with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents full power and authority
to do and perform each and every act and thing requisite and
necessary to be done, as fully to all intents and purposes as
s/he might or could do in person, hereby ratifying and affirming
all that said attorneys-in-fact and agents, or any of them, or
his or her substitute or substitutes, may lawfully do or cause to
be done by virtue thereof.

SIGNATURE                TITLE                         DATE
- ---------                -----                         ----

/s/ Frederick S. Hubbell Director and Chairman         April 27, 1998
- -----------------------                                --------------------
Frederick S. Hubbell

/s/ Paul E. Larson       Director and President        April 27, 1998
- -----------------------                                --------------------
Paul E. Larson

/s/ Thomas L. May        Director, Executive Vice      April 27, 1998
- -----------------------     President and Chief 
Thomas L. May               Marketing Officer

/s/ James R. Mumford     Director, General             April 27, 1998
- -----------------------     Counsel, Secretary and     --------------------
James R. Mumford            Assistant Treasurer

/s/ David A. Terwilliger Director, Vice President,     April 27, 1998
- -----------------------     Controller, Assistant      --------------------
David A. Terwilliger        Treasurer and Assistant
                            Secretary

/s/ Christopher R. Welp  Director and Vice President   April 24, 1998
- -----------------------                                --------------------
Christopher R. Welp

/s/ Beth B. Neppl        Director and Vice President   April 24, 1998
- -----------------------                                --------------------
Beth B. Neppl 

/s/                      Director, Senior Vice         April 27, 1998
- -----------------------     President and Chief        --------------------
Jerome L. Sychowski         Information Officer

/s/ Marvin W. Alexander  Director and Vice President   April 27, 1998
- -----------------------                                --------------------
Marvin W. Alexander

/s/ Susan B. Watson      Director, Senior Vice         April 24, 1998
- --------------------        President and Chief        --------------------
Susan B. Watson             Financial Officer 



<PAGE>


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