VARIFLEX LS
N-30D, 1996-07-10
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<PAGE>

VARIFLEX LS
================================================================================
VARIABLE
ANNUITY


1995
ANNUAL
REPORT




[SBLIC LOGO]

<PAGE>

A LETTER FROM THE PRESIDENT

     The key to Security Benefit's  record-setting year was our ability to focus
on building  value for our  policyholders  and customers by offering an array of
competitive  and  innovative  products  backed by  service  that we  believe  is
second-to-none.
     We have  grown into a diverse  financial  services  organization  with $5.7
billion in assets under management and statutory equity exceeding $200 million.
     Security Benefit is a leader in the variable annuity and 403(b) market, and
is ranked among the top 25 variable annuity providers in the country,  according
to Variable Annuity Research and Data Services (September 30, 1995).
     SERVICE,  STRENGTH  and  STABILITY  are  fundamental  to our  success,  and
distinguish us from our competitors in the financial field.
     SERVICE.  We use the power of advanced technology to provide our associates
with the necessary tools to deliver fast, accurate,  personalized service to our
customers.
     STRENGTH.  Security  Benefit's  financial  strength  is  reflected  in  the
consistently strong ratings we receive from the financial analysts who study our
industry.
     STABILITY.  Investment strategies have risen and fallen. Products have come
into vogue and gone out just as fast.  But we haven't  varied from our  original
purpose -- to care for and protect others.
     In the  coming  year  our  focus  will  continue  to be on  equity-oriented
products -- variable annuities,  mutual funds and variable life insurance. As we
go forward,  we will continue to build  financial  strength and provide  service
that exceeds the expectations of our customers.

HOWARD R. FRICKE

Howard R. Fricke
Chairman of the Board,
President and Chief Executive Officer

<PAGE>

                               BOARD OF DIRECTORS

HOWARD R. FRICKE                                      WILLIAM W. HANNA
Chairman of the Board,                                President & Chief
President & CEO                                       Operating Officer
The Security Benefit                                  Koch Industries
   Group of Companies                                 Wichita, Kansas
Topeka, Kansas
                                                      JOHN E. HAYES, JR.
THOMAS R. CLEVENGER                                   Chairman of the Board,
Wichita, Kansas                                       President & CEO
                                                      Western Resources, Inc.
SISTER LORETTO MARIE COLWELL                          Topeka, Kansas
President
St. Francis Hospital and                              LAIRD G. NOLLER
   Medical Center                                     President
Topeka, Kansas                                        Noller Enterprises
                                                      Topeka, Kansas
JOHN C. DICUS
Chairman of the Board                                 FRANK SABATINI
Capitol Federal Savings                               Chairman of the Board
   & Loan Association                                 and President
Topeka, Kansas                                        Capital City Bank
                                                      Topeka, Kansas
MELANIE S. FRANNIN
President                                             ROBERT C. WHEELER
Kansas - Southwestern                                 President
   Bell Telephone                                     Hill's Pet Nutrition, Inc.
Topeka, Kansas                                        Topeka, Kansas


NOTICE OF POLICYOWNERS' MEETING

We  encourage  you to attend the annual  meeting of  policyowners  to be held on
Tuesday,  June 4, 1996 at Security  Benefit Life,  700 SW Harrison St.,  Topeka,
Kansas at 2:00 p.m. Each policyowner is entitled to vote, either in person or by
proxy, on all matters coming before the meeting.  Proxies are available from the
corporate  secretary  and must be  returned at least 30 days prior to the annual
meeting.

This report is submitted only for the general  information  of Security  Benefit
Life Variable Annuity  contractowners and participants and is not authorized for
distribution to the public.

                                                       For More Information Call
                                                       1-800-888-2461

                                  [SBLIC LOGO]
                                  700 SW Harrison St., Topeka, Kansas 66636-0001

<PAGE>

                         Report of Independent Auditors

The Contractowners of Variflex LS
Variable Annuity and The Board of Directors
Security Benefit Life Insurance Company

We have audited the  accompanying  balance sheet of Variflex LS Variable Annuity
(the Company) as of December 31, 1995,  and the related  statement of operations
and  changes  in net assets for the  period  from April 1, 1995  (inception)  to
December 31, 1995.  These  financial  statements are the  responsibility  of the
Company's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audit.

We conducted our audit 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  investments  owned as of December 31, 1995, by  correspondence
with the custodian.  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 audit provides 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 Variflex LS Variable Annuity at
December  31,  1995,  and the results of its  operations  and changes in its net
assets for the period from April 1, 1995  (inception)  to December 31, 1995,  in
conformity with generally accepted accounting principles.

                                                               Ernst & Young LLP
February 2, 1996

<PAGE>

VARIFLEX LS VARIABLE ANNUITY
================================================================================
BALANCE SHEET                                                  DECEMBER 31, 1995
- --------------------------------------------------------------------------------
ASSETS                                                    (DOLLARS IN THOUSANDS)
Investments:
  SBL Fund:
    Series A (Growth Series) - 181,865 shares at net asset value of
      $21.03 per share (cost, $3,697)                                    $ 3,825

    Series B (Growth-Income Series) - 93,134 shares at net asset
      value of $33.95 per share (cost, $3,056)                             3,162

    Series C (Money Market Series) - 242,408 shares at net asset
      value of $12.34 per share (cost, $3,013)                             2,991

    Series D (Worldwide Equity Series) - 259,251 shares at net
      asset value of $5.56 per share (cost, $1,404)                        1,441

    Series E (High Grade Income Series) - 215,945 shares at net
      asset value of $12.86 per share (cost, $2,704)                       2,777

    Series S (Social Awareness Series) - 28,299 shares at net asset
      value of $16.49 per share (cost, $450)                                 467

    Series J (Emerging Growth Series) - 98,934 shares at net asset
      value of $16.06 per share (cost, $1,582)                             1,589

    Series K (Global Aggressive Bond Series) - 90,321 shares at
      net asset value of $10.22 per share (cost, $916)                       923

    Series M (Specialized Asset Allocation Series) - 467,214 shares
      at net asset value of $10.71 per share (cost, $4,897)                5,004

    Series N (Managed Asset Allocation Series) - 229,963 shares
      at net asset value of $10.73 per share (cost, $2,402)                2,468

    Series O (Equity Income Series) - 265,164 shares at net asset
      value of $11.70 per share (cost, $2,883)                             3,102
                                                                         -------
Total assets                                                             $27,749
                                                                         =======
NET ASSETS
Net assets are represented by (NOTE 3):
                                            NUMBER
                                           OF UNITS     UNIT VALUE
                                           --------     ----------
  Growth Series:
    Accumulation units                      289,693       $13.20       $  3,825

  Growth-Income Series:
    Accumulation units                      248,974        12.70          3,162

  Money Market Series:
    Accumulation units                      288,907        10.35          2,991

  Worldwide Equity Series:
    Accumulation units                      126,206        11.42          1,441

  High Grade Income Series:
    Accumulation units                      240,306        11.56          2,777

  Social Awareness Series:
    Accumulation units                       37,149        12.56            467

  Emerging Growth Series:
    Accumulation units                      133,581        11.89          1,589

  Global Aggressive Bond Series:
    Accumulation units                       86,477        10.67            923

  Specialized Asset Allocation Series:
    Accumulation units                      471,091        10.62          5,004

  Managed Asset Allocation Series:
    Accumulation units                      231,852        10.64          2,468

  Equity Income Series
    Accumulation units                      267,317        11.61          3,102
                                                                       =========
Total net assets                                                        $27,749
                                                                       =========

                            SEE ACCOMPANYING NOTES.

<PAGE>

<TABLE>
VARIFLEX LS VARIABLE ANNUITY
====================================================================================================================================
STATEMENT OF OPERATIONS AND
CHANGES IN NET ASSETS                                                     PERIOD FROM APRIL 1, 1995 (INCEPTION) TO DECEMBER 31, 1995
- ------------------------------------------------------------------------------------------------------------------------------------
                                                           (IN THOUSANDS)
<CAPTION>
                                                                  HIGH                        GLOBAL   SPECIALIZED  MANAGED
                                         GROWTH- MONEY  WORLDWIDE GRADE   SOCIAL   EMERGING AGGRESSIVE    ASSET       ASSET   EQUITY
                                  GROWTH INCOME  MARKET  EQUITY   INCOME AWARENESS  GROWTH     BOND    ALLOCATION  ALLOCATION INCOME
                                  SERIES SERIES  SERIES  SERIES   SERIES  SERIES    SERIES    SERIES     SERIES      SERIES   SERIES
                                 ---------------------------------------------------------------------------------------------------

<S>                               <C>    <C>     <C>     <C>      <C>     <C>      <C>       <C>          <C>       <C>     <C>    
Dividend distributions            $    8 $   18  $   55  $    -   $   35  $  1     $    -    $  42        $  -      $    -  $     -
Expenses (NOTE 2):
  Mortality and expense risk fee     (10)   (10)    (10)     (4)      (7)   (2)        (5)      (4)        (20)         (7)     (11)
  Administrative fee                  (1)    (1)     (1)     (1)      (1)    -         (1)      (1)         (2)         (1)      (1)
                                 ---------------------------------------------------------------------------------------------------
Net investment income (loss)          (3)     7      44      (5)      27    (1)        (6)      37         (22)         (8)     (12)

Capital gains distributions           34      -       -       6        -     -          -        4           -           -        -
Realized gain (loss) on investments   49     55     (33)     15       (4)   16         35        1          92          14       48
Unrealized appreciation
  (depreciation) on investments      128    106     (22)     37       73    17          7        7         107          66      219
                                 ---------------------------------------------------------------------------------------------------
Net realized and unrealized
  gain (loss) on investments         211    161     (55)     58       69    33         42       12         199          80      267
                                 ---------------------------------------------------------------------------------------------------
Net increase (decrease) in net
  assets resulting from operations   208    168     (11)     53       96    32         36       49         177          72      255

Net assets at beginning of             -      -       -       -        -     -          -        -           -           -        -
  period
Variable annuity deposits          3,949  3,079   5,045   1,419    2,894   436      1,769      887       5,116       2,556    2,966
  (NOTES 2 AND 3)
Terminations and withdrawals
  (NOTES 2 AND 3)                   (332)   (85) (2,043)    (31)    (213)   (1)      (216)     (13)       (289)       (160)    (119)
                                 ---------------------------------------------------------------------------------------------------
Net assets at end of period       $3,825 $3,162  $2,991  $1,441   $2,777  $467     $1,589     $923      $5,004      $2,468   $3,102
                                 ===================================================================================================
</TABLE>

                                                      SEE ACCOMPANYING NOTES.

<PAGE>

VARIFLEX LS VARIABLE ANNUITY
================================================================================
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995

1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

    ORGANIZATION  - Variflex LS  Variable  Annuity  (the  Account) is a separate
    account of Security  Benefit Life Insurance  Company  (SBL).  The Account is
    registered as a unit  investment  trust under the Investment  Company Act of
    1940, as amended. All deposits received by the Account have been invested in
    the SBL Fund,  a mutual  fund not  otherwise  available  to the  public.  As
    directed  by the  owners,  amounts  deposited  may be  invested in shares of
    Series A  (Growth  Series -  emphasis  on  capital  appreciation),  Series B
    (Growth-Income  Series - emphasis  on capital  appreciation  with  secondary
    emphasis on  income),  Series C (Money  Market  Series - emphasis on capital
    preservation while generating  interest income),  Series D (Worldwide Equity
    Series - emphasis on long-term capital growth through  investment in foreign
    and domestic  common  stocks and  equivalents),  Series E (High Grade Income
    Series - emphasis on current  income with security of  principal),  Series S
    (Social  Awareness  Series  -  emphasis  on high  total  return),  Series  J
    (Emerging  Growth  Series  -  emphasis  on  capital  appreciation),  and the
    following new series introduced on June 1, 1995:

      Series K (Global  Aggressive  Bond Series),  with emphasis on high current
      income and secondary  emphasis on capital  appreciation  by investing in a
      combination of foreign and domestic high yield securities.

      Series M  (Specialized  Asset  Allocation  Series),  with emphasis on high
      total return consisting of capital appreciation and current income through
      investment in a wide range of investment  categories  and market  sectors,
      both domestic and foreign.

      Series N (Managed Asset Allocation Series), with emphasis on high level of
      total return by investing primarily in a diversified portfolio of debt and
      equity securities.

      Series O (Equity Income  Series),  with emphasis on  substantial  dividend
      income and capital  appreciation by investing primarily in dividend-paying
      common stocks of established companies.

    Under the terms of the investment advisory contracts,  portfolio investments
    of the underlying mutual fund are made by Security Management Company (SMC),
    a  wholly-owned   subsidiary  of  Security  Benefit  Group,  Inc.  (SBG),  a
    wholly-owned  subsidiary  of  SBL.  SMC  has  engaged  Lexington  Management
    Corporation to provide sub-advisory services for the Worldwide Equity Series
    and Global  Aggressive Bond Series and has engaged T. Rowe Price Associates,
    Inc.  to provide  sub-advisory  services  for the Managed  Asset  Allocation
    Series and the Equity Income  Series.  SMC has also entered into  agreements
    with  Templeton   Quantitative   Advisors,   Inc.  and  Meridian  Investment
    Management  Corporation to provide certain  quantitative  research  services
    with respect to the Specialized Asset Allocation Series.

<PAGE>

VARIFLEX LS VARIABLE ANNUITY
================================================================================
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995

1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

    INVESTMENT  VALUATION - Investments in mutual fund shares are carried in the
    balance  sheet at market  value (net asset  value of the  underlying  mutual
    fund).  The first-in,  first-out cost method is used to determine  gains and
    losses. Security transactions are accounted for on the trade date.

    The cost of investments  purchased and proceeds from investments sold during
    the period  from April 1, 1995  (inception)  to  December  31,  1995 were as
    follows:

                    COST OF     PROCEEDS                   COST OF     PROCEEDS
                   PURCHASES   FROM SALES                 PURCHASES   FROM SALES
                   ---------   ----------                 ---------   ----------
                       (IN THOUSANDS)                         (IN THOUSANDS)
        Series A    $4,914       $1,266        Series J     2,237          690
        Series B     3,964          963        Series K       936           21
        Series C     5,704        2,658        Series M     8,733        3,928
        Series D     1,854          465        Series N     2,963          575
        Series E     3,733        1,025        Series O     3,264          429
        Series S       549          115

    SBG's  investment in the  subaccounts  represented  the following  number of
    units and contract value of Variflex LS Variable Annuity  contracts owned at
    December 31, 1995 (DOLLARS IN THOUSANDS):

                                                 NUMBER      CONTRACT
                                                OF UNITS      VALUE
                                                --------      -----

        Growth Series                            11,726       $  155
        Growth-Income Series                     11,893          151
        Money Market Series                      12,425          128
        Worldwide Equity Series                  12,136          139
        High Grade Income Series                 12,054          139
        Social Awareness Series                  11,939          150
        Emerging Growth Series                   12,112          144
        Global Aggressive Bond Series            50,000          534
        Specialized Asset Allocation Series      50,000          531
        Managed Asset Allocation Series          40,000          426
        Equity Income Series                    100,000        1,161

    ANNUITY  RESERVES - As of December 31, 1995,  annuity reserves have not been
    established because there are no contracts which have matured and are in the
    payout  stage.  Such  reserves  would be computed on the basis of  published
    mortality tables, using assumed interest rates that will provide reserves as
    prescribed  by law.  In cases  where  the  payout  option  selected  is life
    contingent, SBL periodically recalculates the required annuity reserves, and
    any resulting adjustment is either charged or credited to SBL and not to the
    Account.

    REINVESTMENT OF DIVIDENDS - Dividend and capital gains distributions paid by
    the mutual fund to the Account are  reinvested in additional  shares of each
    respective  Series.  Dividend  income and capital  gains  distributions  are
    recorded as income on the ex-dividend date.

    FEDERAL  INCOME  TAXES - Under  current  law,  no federal  income  taxes are
    payable with respect to the Account.

<PAGE>

VARIFLEX LS VARIABLE ANNUITY
================================================================================
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995

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

2.  VARIABLE ANNUITY CONTRACT CHARGES

    SBL deducts an  administrative  fee equivalent to an annual rate of 0.15% of
    the average  daily net asset value of each  account.  Mortality  and expense
    risks assumed by SBL are  compensated  for by a fee  equivalent to an annual
    rate of 1.25% of the  asset  value of each  contract,  of which  0.7% is for
    assuming mortality risks and the remainder is for assuming expense risks.

    When  applicable,  an amount for state premium taxes is deducted as provided
    by pertinent state law, either from the purchase payments or from the amount
    applied to effect an annuity at the time annuity payments commence.

3.  SUMMARY OF UNIT TRANSACTIONS

    Unit  transactions  during the  period  from  April 1, 1995  (inception)  to
    December 31, 1995 were as follows:

                                                             UNITS
                                                             -----
                                                         (IN THOUSANDS)
    Growth Series:
      Variable annuity deposits                               316
      Terminations, withdrawals and annuity payments           26
    Growth-Income Series:
      Variable annuity deposits                               256
      Terminations, withdrawals and annuity payments            7
    Money Market Series:
      Variable annuity deposits                               491
      Terminations, withdrawals and annuity payments          202
    Worldwide Equity Series:
      Variable annuity deposits                               129
      Terminations, withdrawals and annuity payments            3
    High Grade Income Series:
      Variable annuity deposits                               259
      Terminations, withdrawals and annuity payments           19
    Social Awareness Series:
      Variable annuity deposits                                37
    Emerging Growth Series:
      Variable annuity deposits                               151
      Terminations, withdrawals and annuity payments           18
    Global Aggressive Bond Series:
      Variable annuity deposits                                88
      Terminations, withdrawals and annuity payments            1
    Specialized Asset Allocation Series:
      Variable annuity deposits                               782
      Terminations, withdrawals and annuity payments          310
    Managed Asset Allocation Series:
      Variable annuity deposits                               247
      Terminations, withdrawals and annuity payments           16
    Equity Income Series:
      Variable annuity deposits                               278
      Terminations, withdrawals and annuity payments           11

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[THE SECURITY BENEFIT GROUP OF COMPANIES LOGO]                     BULK RATE
700 SW Harrison St., Topeka, Kansas 66636-0001                 U.S. POSTAGE PAID
                                                                   TOPEKA, KS
                                                                 PERMIT NO. 428


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