SCHEDULE 14A INFORMATION
 
                  Proxy Statement Pursuant to Section 14(a) of
            the Securities Exchange Act of 1934 (Amendment No.    )
 
    Filed by the Registrant /X/
    Filed by a Party other than the Registrant / /
 
    Check the appropriate box:
    /X/  Preliminary Proxy Statement
    / /  Definitive Proxy Statement
    / /  Definitive Additional Materials
    / /  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
 
             FBL VARIABLE INSURANCE SERIES FUND (FILE NO. 33-12791)
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified In Its Charter)
 
                               BOARD OF TRUSTEES OF REGISTRANT
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
/X/  $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
     Item 22(a)(2) of Schedule 14A.
/ /  $500 per each party to the controversy pursuant to Exchange Act Rule
     14a-6(i)(3).
/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
     1) Title of each class of securities to which transaction applies:
        ------------------------------------------------------------------------
     2) Aggregate number of securities to which transaction applies:
        ------------------------------------------------------------------------
     3) Per unit price or other underlying value of transaction computed
        pursuant to Exchange Act Rule 0-11:*
        ------------------------------------------------------------------------
     4) Proposed maximum aggregate value of transaction:
        ------------------------------------------------------------------------
 
/ /  Fee paid previously with preliminary materials.
 
/ /  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2) and identify the filing for which the offsetting fee was paid
     previously. Identify the previous filing by registration statement number,
     or the Form or Schedule and the date of its filing.
 
     1) Amount Previously Paid:
        ------------------------------------------------------------------------
     2) Form, Schedule or Registration Statement No.:
        ------------------------------------------------------------------------
     3) Filing Party:
        ------------------------------------------------------------------------
     4) Date Filed:
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*Set forth the amount on which the filing fee is calculated and state how it was
determined.

                                                     Preliminary Proxy Statement
 
                                                              September   , 1996
 
To Our Variable Life Insurance Policyowners and Variable Annuity Contract
Holders:
 
    A meeting of the shareholders of the FBL Variable Insurance Series Fund (the
"Fund") will be held on Thursday, November 7, 1996 at 9:30 a.m. CST at 5400
University Avenue, West Des Moines, Iowa. This meeting has been called to
consider and vote upon the election of trustees and other matters that are
important to you as a policyowner. You are cordially invited to attend the
meeting of the Fund.
 
    Farm Bureau Life Insurance Company ("Farm Bureau") is the sole shareholder
of the Fund, but some of the shares are held on behalf of one or more separate
accounts supporting your Farm Bureau Variable Life Insurance policy and/or
Variable Annuity Contract ("variable policy"). As a policy owner of record as of
August 30, 1996, you have the right to instruct us, Farm Bureau, as to how we
should vote the Fund shares attributable to your variable policy.
 
    The Fund's board of trustees agrees with Fund management that, for the
Growth Common Stock Portfolio, its name should be changed and its investment
objectives should be restated. The Fund's board has voted to change the name of
this Portfolio to "Value Growth Portfolio." The investment objective of
long-term capital appreciation is to be retained and, subject to shareholder
approval, the secondary objective of providing current income will be
eliminated, and the Portfolio's fundamental investment policies for pursuing its
investment objective of long-term capital appreciation will be amended.
 
    The election of trustees and the retention of Ernst & Young LLP as auditors
are to be voted upon by all shareholders of the Fund. In addition, shareholders
of the Growth Common Stock, Managed, High Grade Bond and High Yield Bond
Portfolios are being asked to approve amendments to their fundamental policies
as described in the accompanying proxy statement. THE TRUSTEES HAVE UNANIMOUSLY
APPROVED ALL PROPOSALS THAT THE SHAREHOLDERS ARE BEING ASKED TO VOTE UPON.
 
    To assist you in giving us your instructions, we have enclosed a "Voting
Instructions" form. Copies of the Fund's Notice to Shareholders and Proxy
Statement are also included. If you do not return the form, we will vote the
shares of each Portfolio attributable to your policy in the same proportion as
the shares of that Portfolio for which we have received instructions. YOUR
INSTRUCTIONS ARE IMPORTANT. You are urged to complete, date and sign the
enclosed "Voting Instruction" form and return it in the enclosed postage-paid
envelope as soon as possible. This will help save the expense of a second
mailing of these materials to policyowners.
 
Sincerely,
 
Edward M. Wiederstein
PRESIDENT

                       FBL VARIABLE INSURANCE SERIES FUND
                             5400 UNIVERSITY AVENUE
                          WEST DES MOINES, IOWA 50266
                            TELEPHONE (515)225-5586
                                 (800)247-4170
 
                  NOTICE OF FBL VARIABLE INSURANCE SERIES FUND
                        SPECIAL MEETING OF SHAREHOLDERS
                                NOVEMBER 7, 1996
 
                       TO PERSONS ENTITLED TO GIVE VOTING
                        INSTRUCTIONS IN CONNECTION WITH
                       FARM BUREAU LIFE VARIABLE ACCOUNT
               FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICIES
                                      AND
                        FARM BUREAU LIFE ANNUITY ACCOUNT
              FLEXIBLE PREMIUM DEFERRED VARIABLE ANNUITY CONTRACTS
 
                                                              September   , 1996
 
    Notice is hereby given that a Special Meeting of Shareholders of FBL
Variable Insurance Series Fund (the "Fund"), including each of the Fund's six
portfolios (Growth Common Stock Portfolio, High Grade Bond Portfolio, High Yield
Bond Portfolio, Managed Portfolio, Money Market Portfolio, and Blue Chip
Portfolio) (individually, a "Portfolio" and collectively, the "Portfolios") will
be held at 5400 University Avenue, West Des Moines, Iowa on Thursday, November
7, 1996, at 9:30 a.m., CST, for the following purposes:
 
        1.  To elect nine (9) trustees to serve for a term beginning November 7,
    1996 to continue until their successors shall have been duly appointed or
    elected.
 
        2.  For shareholders of the Growth Common Stock Portfolio only, to
    approve eliminating the Portfolio's secondary investment objective of
    current income, and amending the Portfolio's statement of fundamental
    investment policies for pursuing its investment objective of long-term
    capital appreciation.
 
        3.  For shareholders of the Growth Common Stock and Managed Portfolios
    only, to approve an amendment to each Portfolio's fundamental investment
    policy permitting investment of up to 25% of net assets in foreign debt
    securities, as well as foreign equity securities, traded on U.S. exchanges
    and payable in U.S. dollars.
 
        4.  For shareholders of the High Grade Bond and the High Yield Bond
    Portfolios only, to approve an amendment to each Portfolio's fundamental
    investment policy permitting investment of up to 25% of net assets in
    foreign debt securities traded on U.S. exchanges and payable in U.S.
    dollars.
 
        5.  For shareholders of the Growth Common Stock, Managed, High Grade
    Bond and High Yield Bond Portfolios only, to approve an amendment to each
    Portfolio's fundamental investment policy reducing its "diversification"
    requirement to 75% of the Portfolio's total assets instead of the present
    100%.
 
        6.  For shareholders of the Growth Common Stock, Managed, High Grade
    Bond and High Yield Bond Portfolios only, to eliminate each Portfolio's
    fundamental investment policy limiting investments in restricted and
    illiquid securities (in favor of a non-fundamental policy on such
    investments).
 
        7.  To ratify the selection of Ernst & Young LLP as independent auditors
    for the fiscal year ending December 31, 1996.

        8.  To transact such other business as may properly come before the
    Special Meeting.
 
    Shareholders of record of the Fund at the close of business on August 30,
1996 are entitled to notice of and to vote at the Special Meeting.
 
    Farm Bureau Life Insurance Company is the only shareholder of the Fund.
However, Farm Bureau Life Insurance Company has agreed to vote the shares of the
Fund at this meeting in accordance with timely instructions received from owners
of variable policies funded through the separate accounts of Farm Bureau Life
Insurance Company that invest in the Fund. If you hold interests in more than
one Portfolio on the record date, you will receive separate voting instruction
forms for each Portfolio.
 
Edward M. Wiederstein
PRESIDENT

                       FBL VARIABLE INSURANCE SERIES FUND
                             5400 UNIVERSITY AVENUE
                          WEST DES MOINES, IOWA 50266
                            TELEPHONE (515) 225-5586
                                 (800) 247-4170
                                PROXY STATEMENT
                            AND VOTING INSTRUCTIONS
                                                              September   , 1996
 
                              GENERAL INFORMATION
 
    This proxy statement and voting instruction ("proxy statement") is furnished
in connection with the solicitation by the Board of Trustees of the Fund of
voting instructions ("proxies") to be voted at the Special Meeting of
Shareholders of the Fund to be held on November 7, 1996, and at any and all
adjournments thereof. The cost of preparing, printing and mailing the enclosed
proxy, accompanying notice and proxy statement, and all other costs in
connection with the solicitation of proxies, will be paid by Farm Bureau Life
Insurance Company. Additional solicitation may be made by letter, telephone or
facsimile by officers or employees of FBL Investment Advisory Services, Inc.
(the "Adviser"). The Fund will furnish, without charge, a copy of its December
31, 1995 annual report and June 30, 1996 semi-annual report upon request. Write
to the Fund at 5400 University Avenue, West Des Moines, Iowa 50266, or call
1-800-247-4170 (U.S. toll free), 1-800-422-3175 (Iowa toll free), or
1-515-225-5586.
 
    On the matters as to which a choice has been specified by the persons
entitled to give instructions ("shareholders") on the proxy, the shares of the
Fund will be voted accordingly. If no choice is specified, the shares of each
Portfolio will be voted FOR the election of the nine nominees for trustee to be
elected by all shareholders as listed in this Proxy Statement and FOR
ratification of the selection of Ernst & Young LLP as the Fund's independent
auditors. If no choice is so specified, the shares of the Growth Common Stock
Portfolio will be voted FOR approval of the amendment to the Portfolio's
investment objectives to eliminate the secondary investment objective of current
income and to the Portfolio's fundamental investment policies for pursuing its
investment objective of long-term capital appreciation; and the shares of the
Growth Common Stock, Managed, High Grade Bond and High Yield Bond Portfolios
will be voted FOR approval of the amendments to each Portfolio's fundamental
policies as set forth in the notice of meeting and more fully discussed in this
proxy statement. Shareholders of any Portfolio who give proxies may revoke them
at any time before they are voted by filing with the Fund a written notice of
revocation, by delivering a duly executed proxy bearing a later date, or by
attending the Special Meeting and voting in person.
 
                                       1

    The following table indicates which shareholders are solicited with respect
to each matter:
 


                                                                        PORTFOLIO
                                          ---------------------------------------------------------------------
                                             GROWTH      HIGH GRADE   HIGH YIELD             MONEY
                 MATTER                   COMMON STOCK      BOND         BOND      MANAGED   MARKET   BLUE CHIP
- ----------------------------------------  ------------   ----------   ----------   -------   ------   ---------
                                                                                    
Election of trustees                            X             X            X           X        X          X
Approval of amendments: to the                  X
 Portfolio's investment objective to
 eliminate the secondary investment
 objective of current income, and to the
 fundamental investment policies for
 pursuing the Portfolio's investment
 objective of long-term capital
 appreciation
Approval of an amendment to the                 X                                      X
 Portfolio's fundamental investment
 policy permitting investment of up to
 25% of net assets in foreign equity or
 debt securities traded on U.S.
 exchanges and payable in U.S. dollars
Approval of an amendment to the                               X            X
 Portfolio's fundamental investment
 policy permitting investment of up to
 25% of net assets in foreign debt
 securities traded on U.S. exchanges and
 payable in U.S. dollars
Approval of an amendment to the                 X             X            X           X
 Portfolio's fundamental investment
 policy reducing its "diversification"
 requirement to 75% of the Portfolio's
 assets from 100%
Approval of an amendment to eliminate           X             X            X           X
 the Portfolio's fundamental investment
 policy limiting investments in
 restricted and illiquid securities (in
 favor of a non-fundamental policy on
 such investments)
Ratification of selection of auditors           X             X            X           X        X          X

 
    A quorum of shareholders is required to take action at the Fund's Special
Meeting. A majority of the shares issued and outstanding and entitled to vote at
the Special Meeting, represented in person or by proxy, will constitute a
quorum. Votes cast by proxy or in person will be tabulated by the judges, who
will determine whether a quorum is present at the Special Meeting. The judges
will treat abstentions as present for the purpose of determining a quorum.
 
    For purposes of determining the approval of the matters submitted for a
vote, abstentions will be treated as follows: On Item 1, abstentions will have
no effect and on Items 2 through 7, abstentions will be considered to be both
present at the meeting and issued and outstanding and, as a result, will have
the effect of being counted as voted against the items. The details of each
proposal to be voted upon by the shareholders of the Fund and the vote required
for approval of each proposal are set forth under the description of each
proposal below.
 
    Although Farm Bureau Life Insurance Company is the legal owner of the shares
of the Fund, certain Fund shares are held on behalf of the policyowners.
Therefore, it has agreed to solicit instructions from Farm Bureau Life Insurance
Company's Flexible Premium Variable Life Insurance policyowners and Flexible
Premium Variable Annuity contracts on how to vote the Fund shares attributable
to those policyowners. If voting instructions are properly executed and returned
in time to be voted at the meeting, the shares covered thereby will be voted by
Farm Bureau Life Insurance Company in accordance with the instructions of
policyowners. If no choice is specified in the voting instruction form for any
of the proposals to be voted upon at the meeting, the timely return of the
voting instruction form shall be deemed to be an instruction to Farm Bureau Life
Insurance Company
 
                                       2

to vote proxies in favor of such proposal. In addition, Farm Bureau Life
Insurance Company has agreed to vote the shares of the Fund it owns and the
shares of the Fund for which it has not received instructions in the same
proportion as it votes shares of the Fund for which it has received
instructions.
 
    Under certain circumstances, Farm Bureau Life Insurance Company has the
right to disregard the voting instructions of its policyowners; but management
does not believe that there are such circumstances as to the matters currently
before the shareholders.
 
    Those policyowners permitted to give instructions for each Portfolio of the
Fund and the number of shares for which instructions may be given will be
determined as of August 30, 1996, the record date for the Fund's shareholder
meeting. Interests of policyowners for which no voting instructions are received
will be voted in proportion to the instructions that are timely received.
 
    The number of full and fractional shares for which a policyowner can give
instructions will be calculated separately for each subaccount and will be
determined by dividing a policy's net cash value in a subaccount by the net
asset value per share of the portfolio in which the subaccount invests.
 
    As of August 30, 1996, there were issued and outstanding shares of common
stock of the Portfolios as follows:         of Growth Common Stock;         of
High Grade Bond;         of High Yield Bond;         of Managed;         of
Money Market; and         of Blue Chip. Those persons who were shareholders of
record at the close of business on August 30, 1996 will be entitled to one vote
for each share held.
 
    This proxy statement is first being mailed to shareholders of the Fund on or
about September 13, 1996.
 
1.  ELECTION OF TRUSTEES (ALL PORTFOLIOS)
 
    At the Special Meeting, nine (9) trustees are to be elected to serve for a
term to commence on the date of this meeting and continue until their successors
shall have been duly appointed or elected. The table below shows the nominees
for election to the Board, all of whom, other than Kenneth Kay, currently serve
as trustees of the Fund. The nominees for election to the Board of the Fund are
also nominees for election to the Boards of FBL Money Market Fund, Inc. and FBL
Series Fund, Inc. (the three funds collectively referred to as the "Farm Bureau
Funds"); and all the nominees other than Kenneth Kay currently serve as
trustees/directors of the Farm Bureau Funds. The affirmative vote of a majority
of the shares present and entitled to vote will be required to elect the
trustees. The Board of Trustees approved the nominees at a meeting held on
August 15, 1996.
 
    It is the intention of the persons named in the enclosed proxy to vote the
shares represented thereby for the election of the nominees listed below unless
the proxy is marked otherwise. Each nominee has agreed to serve as a trustee of
the Fund if elected; however, should any nominee become unwilling or unable to
accept election, the proxies for the Fund will be voted for one or more
substitute nominees designated by the Fund's present Board of Trustees.
 
    The following lists each nominee for trustee and his or her age, principal
occupation, and other business affiliations and the year in which each nominee
was first elected or appointed a trustee of the Fund.
 
                              NOMINEES FOR TRUSTEE
 


                                         YEAR FIRST
                                          BECAME A
             NAME AND AGE                  TRUSTEE                       PRINCIPAL OCCUPATION
- ---------------------------------------  -----------  ----------------------------------------------------------
                                                
*Edward M. Wiederstein (48)                    1996   Farmer; President and Director, Iowa Farm Bureau
                                                       Federation, FBL Financial Group, Inc., Farm Bureau Life
                                                       Insurance Company, Universal Assurors Life Insurance
                                                       Company,

 
                                       3



                                         YEAR FIRST
                                          BECAME A
             NAME AND AGE                  TRUSTEE                       PRINCIPAL OCCUPATION
- ---------------------------------------  -----------  ----------------------------------------------------------
                                                
                                                       FBL Insurance Brokerage, Inc., Farm Bureau Mutual
                                                       Insurance Company, Utah Farm Bureau Insurance Company,
                                                       FBL Financial Services, Inc., BIC, Inc. and Farm Bureau
                                                       Agricultural Business Corporation; Director, Western Farm
                                                       Bureau Management Corporation, Western Farm Bureau Life
                                                       Insurance Company, Western Agricultural Insurance
                                                       Company, American Agricultural Insurance Company and
                                                       Multi-Pig Corporation.
*Richard D. Harris (52)                        1996   Senior Vice President and Secretary-Treasurer, FBL
                                                       Financial Group, Inc., Farm Bureau Life Insurance
                                                       Company, Universal Assurors Life Insurance Company, Farm
                                                       Bureau Mutual Insurance Company, Utah Farm Bureau
                                                       Insurance Company, FBL Financial Services, Inc. and FBL
                                                       Insurance Brokerage, Inc.; Executive Director and
                                                       Secretary-Treasurer, Iowa Farm Bureau Federation; Senior
                                                       Vice President and Assistant Secretary-Treasurer, South
                                                       Dakota Farm Bureau Mutual Insurance Company; Vice
                                                       President and Treasurer, Farm Bureau Management
                                                       Corporation; Former Director, Public Policy Division,
                                                       Iowa Farm Bureau Federation; Director, Iowa FFA
                                                       Foundation and Iowa Make-A-Wish Foundation.
*Stephen M. Morain (50)                        1982   General Counsel and Assistant Secretary, Iowa Farm Bureau
                                                       Federation; General Counsel, Secretary and Director, Farm
                                                       Bureau Management Corporation; Senior Vice President and
                                                       General Counsel, FBL Financial Group, Inc., Farm Bureau
                                                       Life Insurance Company, Universal Assurors Life Insurance
                                                       Company, Farm Bureau Mutual Insurance Company, Utah Farm
                                                       Bureau Insurance Company, FBL Financial Services, Inc.,
                                                       FBL Insurance Brokerage, Inc. and South Dakota Farm
                                                       Bureau Mutual Insurance Company; Senior Vice President,
                                                       General Counsel and Director, FBL Investment Advisory
                                                       Services, Inc. and FBL Marketing Services, Inc.;
                                                       Director, Computer Aided Design Software, Inc. and Iowa
                                                       Business Development Finance Corporation; Chairman, Edge
                                                       Technologies, Inc.
Donald G. Bartling (69)                        1980   Farmer; Partner, Bartling Brothers Partnership (farming
                                                       business); Director, Papio Missouri River Natural
                                                       Resources District.
*John R. Graham (51)                           1985   Executive Vice President, Kansas Farm Bureau, Kansas Farm
                                                       Bureau Services, Kansas

 
                                       4



                                         YEAR FIRST
                                          BECAME A
             NAME AND AGE                  TRUSTEE                       PRINCIPAL OCCUPATION
- ---------------------------------------  -----------  ----------------------------------------------------------
                                                
                                                       Agricultural Marketing Association, FBL Services
                                                       Insurance Agency, Kansas Farm Bureau Life Insurance
                                                       Company, The Farm Bureau Mutual Insurance Company, Inc.,
                                                       Kansas Farm Bureau Reinsurance Company, Inc. and KFB
                                                       Insurance Company, Inc.; Chairman, Chief Executive
                                                       Officer and Director, FB Capital Management, Inc. of
                                                       Kansas; Director, National Association of Independent
                                                       Insurers, Didde Corporation, and Farm Bureau Mutual
                                                       Insurance Agency of Kansas; Partner, Arthur-Graham Rental
                                                       Properties, CM Brass and G&H Real Estate Investments;
                                                       Trustee, Master Teacher Employee Benefit Pension Trust.
Erwin H. Johnson (53)                          1989   Farmer; Owner and Manager, Center View Farms Co.;
                                                       Director, First Security Bank and Trust Co., Charles
                                                       City, Iowa; Farm Associate, Iowa State University
                                                       Cooperative Extension Service; Voting Delegate, Former
                                                       President and Director, Floyd County Farm Bureau;
                                                       Director, First Security Bank & Trust Co.; Financial and
                                                       Farm Management Consultant; Iowa State University
                                                       Overseas Projects; Floyd County Voting Delegate, Iowa
                                                       Farm Bureau Federation, Former President and Director,
                                                       Floyd County Farm Bureau.
Ann Jorgensen (55)                             1988   Private Investor; Farm and Business Management; Partner,
                                                       Jorg-Anna Farms; President and Founder, Farm Home
                                                       Offices; Vice President, Timberlane Hogs Limited;
                                                       Director, Iowa Department of Economic Development;
                                                       Chairperson, Rural Development Council; Member, Iowa
                                                       Agriculture Products Advisory Council; Secretary, Iowa
                                                       Public Television Foundation, Iowa Freedom International
                                                       Foundation, Friends of the U.I.H.C.; Former Director and
                                                       Chairperson, Iowa's Alcoholic Beverage Control
                                                       Commission; Former Regent, State of Iowa Board of
                                                       Regents; Former Director, Iowa Public Television and
                                                       University of Iowa Hospitals and Clinics.
Curtis C. Pietz (65)                           1986   Farmer; Director and Part Owner, Storden Seed and Chemical
                                                       Service, Inc.; Director, Minnesota Rural Finance
                                                       Authority; Former Program Evaluator, Minnesota Department
                                                       of Vocational Education; Former President, Jackson County

 
                                       5



                                         YEAR FIRST
                                          BECAME A
             NAME AND AGE                  TRUSTEE                       PRINCIPAL OCCUPATION
- ---------------------------------------  -----------  ----------------------------------------------------------
                                                
                                                       Farm Bureau; Former Chairman and Director, Southwest Farm
                                                       Management Association; Director, F.C.S.
Kenneth Kay (53)                                      Farmer; Salesman, Pioneer Seed Corn; Voting Delegate and
                                                       Vice President and former President, Cass County Farm
                                                       Bureau; Director, First Whitney Bank and Trust; Board
                                                       Member, Transportation Committee Chairman, Cass Atlantic
                                                       Development Corporation.

 
- ------------------------
*   "Interested Person" of the Fund as defined in Section 2(a)(19) of the
    Investment Company Act of 1940.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE ELECTION OF THE NOMINEES FOR TRUSTEE.
 
    The trustees affiliated with the Adviser serve without any compensation from
the Fund. Each trustee who is not affiliated with the Adviser receives a fee of
$115 plus expenses for each trustees' meeting attended.
 
    The table below shows, for each trustee who is not affiliated with the
Adviser, the aggregate compensation paid by the Fund for its fiscal year ended
December 31, 1995. The second column of the table shows the total compensation
received by the trustees for calendar year 1995 for services as a trustee of the
Fund and the other Farm Bureau Funds (FBL Money Market Fund, Inc. and FBL Series
Fund, Inc.).
 


                                                  TOTAL
                                AGGREGATE     COMPENSATION
                              COMPENSATION    FROM ALL FARM
NAME OF TRUSTEE               FROM THE FUND   BUREAU FUNDS
- ---------------------------  ---------------  -------------
                                        
Donald G. Bartling.........     $     460       $   1,380
 
John R. Graham.............     $     460       $   1,380
 
Erwin H. Johnson...........     $     460       $   1,380
 
Ann Jorgensen..............     $     460       $   1,380
 
Dale W. Nelson.............     $     460       $   1,380
 
Curtis C. Pietz............     $     460       $   1,380

 
    The audit committee of the Fund held two meetings during the fiscal year
ended December 31, 1995. The Fund's Board of Trustees held four meetings during
the fiscal year ended December 31, 1995. During the last fiscal year, each
trustee attended 75% or more of the Fund's Board meetings, and the committee
meetings if a member thereof.
 
    The following table sets forth information as of August 15, 1996 with
respect to each executive officer of the Fund, other than executive officers who
are nominees for trustee and listed above. Officers of the Fund receive no
compensation from the Fund. The officers of the Fund hold office until their
successors are chosen and qualified. The Fund's officers are elected, generally
on an annual basis, by the Board of Trustees.
 
    As of August 15, 1996, Farm Bureau Life Insurance Company, 5400 University
Avenue, West Des Moines, Iowa 50266 owned 7,562,373.813 shares (100% of the
outstanding shares of beneficial interest) of the Fund. No single policy owner
has more than 5% ownership in any underlying portfolio.
 
                                       6

 


                                             POSITIONS AND OFFICES         FIRST YEAR
         NAME                AGE                   WITH FUND                 ELECTED            PRINCIPAL OCCUPATION
- -----------------------      ---      -----------------------------------  -----------  ------------------------------------
                                                                            
Thomas R. Gibson                 52   Executive Vice President and               1987   Executive Vice President and General
                                       General Manager                                   Manager, FBL Financial Group, Inc.,
                                                                                         Farm Bureau Life Insurance Company,
                                                                                         Universal Assurors Life Insurance
                                                                                         Company, Western Farm Bureau Life
                                                                                         Insurance Company, Farm Bureau
                                                                                         Mutual Insurance Company, Utah Farm
                                                                                         Bureau Insurance Company, FBL
                                                                                         Insurance Brokerage, Inc., FBL
                                                                                         Financial Services, Inc., and South
                                                                                         Dakota Farm Bureau Mutual Insurance
                                                                                         Company; Executive Vice President,
                                                                                         General Manager and Director, FBL
                                                                                         Investment Advisory Services, Inc.
                                                                                         and FBL Marketing Services, Inc.
Timothy J. Hoffman               46   Vice President, Chief Marketing            1987   Vice President, Chief Marketing
                                       Officer                                           Officer, FBL Financial Group, Inc.,
                                                                                         Farm Bureau Life Insurance Company,
                                                                                         Universal Assurors Life Insurance
                                                                                         Company, Western Farm Bureau Life
                                                                                         Insurance Company, Farm Bureau
                                                                                         Mutual Insurance Company, Utah Farm
                                                                                         Bureau Insurance Company, FBL
                                                                                         Financial Services, Inc., South
                                                                                         Dakota Farm Bureau Mutual Insurance
                                                                                         Company and FBL Insurance
                                                                                         Brokerage, Inc.; President and
                                                                                         Director, FBL Marketing Services,
                                                                                         Inc. and FBL Educational Services,
                                                                                         Inc.; Vice President, Chief
                                                                                         Marketing Officer and Director, FBL
                                                                                         Investment Advisory Services, Inc.
William J. Oddy                  52   Vice President, Chief Operating            1981   Vice President, Chief Operating
                                       Officer and Assistant General                     Officer and Assistant General
                                       Manager                                           Manager, FBL Financial Group, Inc.,
                                                                                         Farm Bureau Life Insurance Company,
                                                                                         Universal Assurors Life Insurance
                                                                                         Company, Western Farm Bureau Life
                                                                                         Insurance Company, FBL Insurance
                                                                                         Brokerage, Inc., Utah Farm Bureau
                                                                                         Insurance Company, Farm Bureau
                                                                                         Mutual Insurance Company, South
                                                                                         Dakota Farm Bureau Mutual Insurance
                                                                                         Company and FBL Financial Services,
                                                                                         Inc.; President, Treasurer and
                                                                                         Director, Communications Providers,
                                                                                         Inc.; Vice President, Chief
                                                                                         Operating Officer, Assistant
                                                                                         General Manager, Treasurer and
                                                                                         Director, FBL Investment Advisory
                                                                                         Services, Inc. and FBL Marketing
                                                                                         Services, Inc.; President and
                                                                                         Director, FBL Real Estate Ventures,
                                                                                         Ltd. and RIK, Inc.
Richard D. Warming               63   Vice President, Chief Investment           1987   Vice President, Chief Investment
                                       Officer                                           Officer and Assistant Treasurer,

 
                                       7



                                             POSITIONS AND OFFICES         FIRST YEAR
         NAME                AGE                   WITH FUND                 ELECTED            PRINCIPAL OCCUPATION
- -----------------------      ---      -----------------------------------  -----------  ------------------------------------
                                                                            
                                                                                         FBL Financial Group, Inc., Farm
                                                                                         Bureau Life Insurance Company,
                                                                                         Universal Assurors Life Insurance
                                                                                         Company, Western Farm Bureau Life
                                                                                         Insurance Company, FBL Insurance
                                                                                         Brokerage, Inc., Utah Farm Bureau
                                                                                         Insurance Company, FBL Financial
                                                                                         Services, Inc., Farm Bureau Mutual
                                                                                         Insurance Company, Western
                                                                                         Agricultural Insurance Company,
                                                                                         Western Farm Bureau Mutual
                                                                                         Insurance Company and South Dakota
                                                                                         Farm Bureau Mutual Insurance
                                                                                         Company; President and Director,
                                                                                         FBL Leasing Services, Inc. and FBL
                                                                                         Investment Advisory Services, Inc.;
                                                                                         Vice President, Chief Investment
                                                                                         Officer and Director, FBL Marketing
                                                                                         Services, Inc.; Vice President,
                                                                                         Secretary and Director, RIK, Inc;
                                                                                         Secretary and Director, FBL Real
                                                                                         Estate Ventures, Ltd.
James W. Noyce                   40   Vice President, Chief Financial            1996   Vice President, Chief Financial
                                       Officer                                           Officer, FBL Financial Group, Inc.,
                                                                                         Farm Bureau Life Insurance Company,
                                                                                         Universal Assurors Life Insurance
                                                                                         Company, Western Farm Bureau Life
                                                                                         Insurance Company, Farm Bureau
                                                                                         Mutual Insurance Company, Utah Farm
                                                                                         Bureau Insurance Company, FBL
                                                                                         Insurance Brokerage, Inc., FBL
                                                                                         Financial Services, Inc. and South
                                                                                         Dakota Farm Bureau Mutual Insurance
                                                                                         Company; Vice President, Treasurer
                                                                                         and Director; FBL Leasing Services,
                                                                                         Inc. and RIK, Inc.; Vice President,
                                                                                         Chief Financial Officer, Treasurer
                                                                                         and Director, FBL Investment
                                                                                         Advisory Services, Inc. and FBL
                                                                                         Marketing Services, Inc.; Treasurer
                                                                                         and Director, FBL Real Estate
                                                                                         Ventures, Ltd.
Dennis M. Marker                 45   Investment Vice President,                 1982   Investment Vice President,
                                       Administration and Assistant                      Administration, FBL Financial
                                       Secretary                                         Group, Inc., Farm Bureau Life
                                                                                         Insurance Company, Universal
                                                                                         Assurors Life Insurance Company,
                                                                                         Western Farm Bureau Life Insurance
                                                                                         Company, FBL Insurance Brokerage,
                                                                                         Inc., Farm Bureau Mutual Insurance
                                                                                         Company, Utah Farm Bureau Insurance
                                                                                         Company and South Dakota Farm
                                                                                         Bureau Mutual Insurance Company;
                                                                                         Vice President and Director, FBL
                                                                                         Leasing Services, Inc.; Investment
                                                                                         Vice President, Administration,
                                                                                         Secretary

 
                                       8



                                             POSITIONS AND OFFICES         FIRST YEAR
         NAME                AGE                   WITH FUND                 ELECTED            PRINCIPAL OCCUPATION
- -----------------------      ---      -----------------------------------  -----------  ------------------------------------
                                                                            
                                                                                         and Director, FBL Investment
                                                                                         Advisory Services, Inc. and FBL
                                                                                         Marketing Services, Inc.
Sue A. Cornick                   35   Market Conduct and Mutual Funds            1990   Market Conduct and Mutual Funds Vice
                                       Vice President and Assistant                      President and Assistant Secretary,
                                       Secretary                                         FBL Investment Advisory Services,
                                                                                         Inc. and FBL Marketing Services,
                                                                                         Inc.
Kristi Rojohn                    33   Assistant Secretary                        1990   Senior Compliance Assistant and
                                                                                         Assistant Secretary, FBL Investment
                                                                                         Advisory Services, Inc. and FBL
                                                                                         Marketing Services, Inc.
Elaine A. Followwill             26   Assistant Secretary                        1995   Compliance Assistant and Assistant
                                                                                         Secretary, FBL Investment Advisory
                                                                                         Services, Inc. and FBL Marketing
                                                                                         Services, Inc.

 
2.  AMENDMENT OF INVESTMENT OBJECTIVE AND POLICIES (GROWTH COMMON STOCK
    PORTFOLIO ONLY)
 
    Currently, the Growth Common Stock Portfolio (to be renamed the Value Growth
Portfolio) pursues its primary investment objective of long-term capital
appreciation by "investing primarily in growth common stocks and securities
convertible or exchangeable into growth common stocks, including warrants and
rights." The Portfolio may also invest in companies in cyclical industries
during periods when the common stock of such companies appears to the Fund's
investment adviser to have good potential for capital appreciation. Its
secondary investment objective presently is current income. On August 15, 1996,
the Fund's Board of Trustees approved, subject to approval by the Portfolio's
shareholders, the Adviser's recommendation to delete the secondary investment
objective of current income and to amend the fundamental investment policies for
pursuing the Portfolio's investment objective of long-term capital appreciation
to: "investing primarily in equity securities of companies that the Adviser
believes have a potential to earn a high return on capital and/or in equity
securities that the Adviser believes are undervalued in the market place. Such
equity securities may include common stock, preferred stock and securities
convertible or exchangeable into common stock." In connection with the Board
approving the revised investment policies, the Board also approved a change in
the name of the Portfolio to the Value Growth Portfolio in order to more
accurately reflect the investment objective and policies of the Portfolio as
amended. Further, in conjunction with the Board's approval of the amendment of
the Portfolio's fundamental investment policies, it also approved amendments to
the Portfolio's non-fundamental policies, including that the Portfolio may
invest in "special situation" companies. A "special situation" company is one
that, in the opinion of the Fund's investment adviser, has the potential for
significant future earnings growth but has not performed well in the recent
past. These situations may include companies having a management turn-around,
corporate or asset restructuring or significantly undervalued assets.
 
    The Adviser's emphasis on fundamental analysis of each company's prospects
and the inherent value of its securities may result, under the approved
amendments to the Portfolio's non-fundamental policies, in a portion of the
Portfolio being invested in medium or smaller-sized companies or in companies
perceived to be unpopular or not so readily identifiable as are larger,
better-known companies. The Adviser believes that opportunities can be found at
all size levels and, therefore, the Portfolio may invest in companies of all
sizes.
 
    The Adviser believes that eliminating the Portfolio's secondary objective of
current income is appropriate. By eliminating income as a secondary objective,
the Adviser would be able to concentrate without limitation on seeking value in
the market and on the objective of long-term appreciation of capital.
 
                                       9

    The Adviser also believes that it would be beneficial for the Portfolio to
have more latitude to deal with today's complex markets, and believes that the
flexibility to seek value in changing markets is in the best interest of the
shareholders. The Adviser's strategy for the Portfolio will continue to be based
upon a value-oriented analysis of common stocks, and the Adviser will maintain
the flexibility to purchase equity securities such as preferred stocks and
securities convertible or exchangeable into common stock.
 
    Approval of the amendment to the Portfolio's investment objective and
policies requires the affirmative vote of a "majority of the outstanding voting
securities" of the Portfolio. The term "majority of the outstanding voting
securities" (as defined in the Investment Company Act of 1940) of the Portfolio
means the affirmative vote of the lesser of (i) 67% of the voting securities of
the Portfolio present at the meeting if more than 50% of the outstanding shares
of the Portfolio are present in person or by proxy; or (2) more than 50% of the
outstanding voting securities of the Portfolio.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR APPROVAL OF THE AMENDMENT TO THE PORTFOLIO'S INVESTMENT OBJECTIVE AND TO ITS
FUNDAMENTAL INVESTMENT POLICIES FOR PURSUING THE PORTFOLIO'S INVESTMENT
OBJECTIVE OF LONG-TERM CAPITAL APPRECIATION.
 
3.  AMENDMENT TO PORTFOLIO'S FUNDAMENTAL INVESTMENT POLICY PERMITTING INVESTMENT
    OF UP TO 25% OF NET ASSETS IN FOREIGN EQUITY OR DEBT SECURITIES TRADED ON
    U.S. EXCHANGES AND PAYABLE IN U.S. DOLLARS (GROWTH COMMON STOCK AND MANAGED
    PORTFOLIOS ONLY)
 
    Currently, the fundamental policies of the Growth Common Stock and the
Managed Portfolios each provide that the Portfolio may not invest in foreign
securities except for foreign equity securities traded on U.S. exchanges and
payable in U.S. dollars, and in no event in excess of 25% of the respective
Portfolio's net assets. On August 15, 1996, the Fund's Board of Trustees
approved, subject to approval by the shareholders of each of these Portfolios,
the Adviser's recommendation to amend the fundamental policies of the Growth
Common Stock Portfolio and the Managed Portfolio to expand the types of
permissible foreign investments to include debt securities. The total percentage
limitation would remain unchanged. Under the amended policy each Portfolio would
be permitted to invest no more than 25% of its net assets in foreign equity and
debt securities traded on U.S. exchanges and payable in U.S. dollars.
 
    Investments in foreign securities increase a portfolio's diversification and
may enhance return, but they may also involve some special risks such as
exposure to potentially adverse local political and economic developments;
nationalization and exchange controls; potentially lower liquidity and higher
volatility; and possible problems arising from accounting, disclosure,
settlement, and regulatory practices that differ from U.S. standards.
Fluctuations in exchange rates can either increase or decrease the investment's
value.
 
    The Adviser believes that, since the overall exposure to foreign securities
is not being increased, the risk level will not be altered materially.
 
    Approval of the amendment to the fundamental investment policies of the
Growth Common Stock and Managed Portfolios requires the affirmative vote of the
holders of a "majority of the outstanding voting securities" of each Portfolio,
as defined above.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR APPROVAL OF THE AMENDMENT TO THE FUNDAMENTAL INVESTMENT POLICY OF THE GROWTH
COMMON STOCK AND MANAGED PORTFOLIOS.
 
4.  AMENDMENT TO PORTFOLIO'S FUNDAMENTAL INVESTMENT POLICY PERMITTING INVESTMENT
    OF UP TO 25% OF NET ASSETS IN FOREIGN DEBT SECURITIES TRADED ON U.S.
    EXCHANGES AND PAYABLE IN U.S. DOLLARS (HIGH GRADE BOND AND HIGH YIELD BOND
    PORTFOLIOS ONLY)
 
    Currently, the fundamental policies of the High Grade Bond and the High
Yield Bond Portfolios provide that each Portfolio may not invest in foreign
securities except for foreign equity securities
 
                                       10

traded on U.S. exchanges and payable in U.S. dollars and in no event in excess
of 25% of the respective Portfolio's net assets. On August 15, 1996, the Fund's
Board of Trustees approved, subject to approval by the shareholders of each of
these Portfolios, the Adviser's recommendation to amend the fundamental policies
of the High Grade Bond Portfolio and the High Yield Bond Portfolio with respect
to foreign securities investments; the percentage limitation would remain
unchanged. Under the amended policy, each Portfolio would be permitted to invest
no more than 25% of its net assets in foreign debt securities traded on U.S.
exchanges and payable in U.S. dollars; and its ability to invest in foreign
equity securities would be eliminated.
 
    A discussion of investments in foreign securities, including the risks, is
included in Section 3 immediately above.
 
    The Adviser believes that the ability to invest in foreign debt securities
will provide the opportunity to increase diversification and potential returns
to the Portfolios.
 
    Approval of the amendment to the fundamental investment policies of the High
Grade Bond and High Yield Bond Portfolios requires the affirmative vote of the
holders of a "majority of the outstanding voting securities" of each Portfolio,
as described above.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE APPROVAL OF THE AMENDMENT TO THE FUNDAMENTAL INVESTMENT POLICY OF THE
HIGH GRADE BOND AND HIGH YIELD BOND PORTFOLIOS.
 
5.  AMENDMENT TO PORTFOLIO'S FUNDAMENTAL INVESTMENT POLICY REDUCING ITS
    "DIVERSIFICATION" REQUIREMENT TO 75% OF THE PORTFOLIO'S ASSETS FROM 100%
    (GROWTH COMMON STOCK, MANAGED, HIGH GRADE BOND AND HIGH YIELD BOND
    PORTFOLIOS ONLY)
 
    The fundamental policies of the Growth Common Stock, Managed, High Grade
Bond and High Yield Bond Portfolios provide that each Portfolio may not purchase
securities of any issuer, other than U.S. Government securities or government
agency securities, if, as a result, more than 5% of the value of the Portfolio's
assets (taken at value) would be invested in securities of that issuer. On
August 15, 1996, the Fund's Board of Trustees approved, subject to approval by
the shareholders of each of these Portfolios, the Adviser's recommendation to
amend their fundamental policies so that the above described "diversification"
requirement shall be applicable only to 75% of each Portfolio's total assets,
instead of 100%. This would permit each Portfolio to invest up to 25% of its
assets in one or more issuers without regard to the 5% restriction (as is
currently the case for the Blue Chip Portfolio).
 
    The Adviser believes this will provide the opportunity for enhanced returns
while maintaining a reasonable level of diversification.
 
    Approval of the amendment to the fundamental investment policies of each
Portfolio requires the affirmative vote of the holders of a "majority of the
outstanding voting securities" of each Portfolio, as described above.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR APPROVAL OF THE AMENDMENT TO THE FUNDAMENTAL INVESTMENT POLICIES OF THE
GROWTH COMMON STOCK, MANAGED, HIGH GRADE BOND AND HIGH YIELD BOND PORTFOLIOS.
 
                                       11

6.  AMENDMENT TO ELIMINATE THE PORTFOLIO'S FUNDAMENTAL INVESTMENT POLICY
    LIMITING INVESTMENTS IN RESTRICTED AND ILLIQUID SECURITIES (IN FAVOR OF A
    NON-FUNDAMENTAL POLICY ON SUCH INVESTMENTS) (GROWTH COMMON STOCK, MANAGED,
    HIGH GRADE BOND AND HIGH YIELD BOND PORTFOLIOS ONLY)
 
    Currently, the fundamental investment policies of the Growth Common Stock,
Managed, High Grade Bond and High Yield Bond Portfolios provide that each
Portfolio may not "invest more than 10% of the value of its total assets in
securities which are subject to legal or contractual restrictions on resale, or
are not readily marketable (and further, that) no Portfolio has made, or has a
present intention of making, any such investments." On August 15, 1996, the
Fund's Board of Trustees approved, subject to approval by the shareholders of
each Portfolio, the Adviser's recommendation to eliminate the restriction as a
fundamental investment policy. In connection with approving the amendment to the
Portfolios' fundamental investment policies, the Board also approved amendments
to the Portfolios' non-fundamental policies so that each "may not invest more
than 15% (instead of 10%) of its net assets in illiquid securities." The Adviser
believes that, with the overall limitation of no more than 15% of net assets in
illiquid securities, appropriate limitations are retained on the percentage of
assets that can be held in restricted securities.
 
    Approval of the amendment to the fundamental investment policies of each
Portfolio requires the affirmative vote of the holders of a "majority of the
outstanding voting securities" of each Portfolio, as described above.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR APPROVAL OF THE AMENDMENT TO THE FUNDAMENTAL INVESTMENT POLICIES OF THE
GROWTH COMMON STOCK, MANAGED, HIGH GRADE BOND, AND HIGH YIELD BOND PORTFOLIOS.
 
7.  SELECTION OF INDEPENDENT AUDITORS
 
    The members of the Fund's Board of Trustees who are not "interested persons"
of the Fund have unanimously selected Ernst & Young LLP, independent public
accountants, as independent auditors, to audit the books and records of the Fund
for the fiscal year ending December 31, 1996. Ernst & Young LLP has served the
Fund in this capacity since 1987 and has no direct or indirect financial
interest in the Fund except as independent auditors. The selection of Ernst &
Young LLP as independent auditors of each Portfolio is being submitted to the
shareholders for ratification, which requires the affirmative vote of a majority
of the shares of the Fund present and entitled to vote on the matter. A
representative of Ernst & Young LLP is expected to be present at the Special
Meeting and will be available to respond to any appropriate questions and to
make a statement if he or she wishes.
 
    THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS.
 
SHAREHOLDER PROPOSALS
 
    Since the Fund does not hold regular meetings of its shareholders, the date
of the next special stockholder meeting cannot be anticipated. Any shareholder
who wishes to submit a proposal for consideration at the next meeting of
shareholders, when and if it is called, should submit such proposal to the Fund.
 
GENERAL
 
    Management does not intend to present and does not have reason to believe
that any other items of business will be presented at the Fund's Special
Meeting. However, if other matters are properly presented to the Special Meeting
for a vote, the proxies will be voted upon such matters in accordance with the
judgment of the person acting under the proxies.
 
    Failure of a quorum to be present at the Special Meeting will necessitate
adjournment and will subject the Fund to additional expense. The persons named
in the enclosed proxy may also move for an
 
                                       12

adjournment of the Special Meeting to permit further solicitation of proxies
with respect to any of the proposals if he determines that adjournment and
further solicitation is reasonable and in the best interests of the
shareholders.
 
                                          Edward M. Wiederstein
                                          PRESIDENT
 
                                       13

                      [THIS PAGE INTENTIONALLY LEFT BLANK]


           THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
           THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTIONS FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 2, 3, 5, 6 
AND 7. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT 
AS TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/X/  PLEASE MARK YOUR VOTES 
     AS IN THIS EXAMPLE

                                                            With-    For All
                                                  For       hold     Except

1.)  Election of Trustees                         / /       / /       / /

                    Edward M. Wiederstein, Richard D. Harris,
             Stephen M. Morain, Donald G. Bartling, John R. Graham,
                Erwin H. Johnson, Ann Jorgensen, Curtis C. Pietz,
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                For     Against     Abstain
2.)  Approval of amendments: to the             / /       / /         / /
     Portfolio's investment objective
     to eliminate the secondary 
     investment objective of current 
     income, and to the fundamental 
     investment policies for pursuing
     the Portfolio's investment objective
     of long-term capital appreciation.

                                                For     Against     Abstain
3.)  Approval of an amendment to the            / /       / /         / /
     Portfolio's fundamental investment
     policy permitting investment of up
     to 25% of net assets in foreign 
     equity or debt securities traded on
     U.S. exchanges and payable in U.S.
     dollars.

                                                For     Against     Abstain
5.)  Approval of an amendment to the            / /       / /         / /
     Portfolio's fundamental investment
     policy reducing the "diversification"
     requirement to 75% of the Portfolio's 
     assets from 100%.

                                                For     Against     Abstain
6.)  Approval of an amendment to eliminate      / /       / /         / /
     the Portfolio's fundamental investment
     policy limiting investments in 
     restricted and illiquid securities (in 
     favor of a non-fundamental investment 
     policy on such investments).

                                                For     Against     Abstain
7.)  Ratification of selection of auditors.     / /       / /         / /


                                                            --------------------
Please be sure to sign and date this Voting instruction form.  Date
- --------------------------------------------------------------------------------



     Shareholder sign here                             Co-owner sign here
- --------------------------------------------------------------------------------

                                VARIABLE ANNUITY
                          GROWTH COMMON STOCK PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


         THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF
         THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996


    The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris
and Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER.  ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 4, 5, 6 AND 
7.  THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS 
TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form.  Joint owners should each sign personally.  
Trustees and other fiduciaries should indicate the capacity in which they 
sign, and where more than one name appears, a majority must sign.  If a 
corporation, this signature should be that of an authorized officer who 
should state his or her title.

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



[X] PLEASE MARK VOTES 
    AS IN THIS EXAMPLE
                                                           With-     For All
                                                   For     hold      Except
1.) Election of Trustees.                          / /     / /        / /

                      Edward M. Wiederstein, Richard D. Harris,
                Stephen M. Morain, Donald S. Bartling, John R. Graham,
                   Erwin M. Johnson, Ann Jorgensen, Curtis C. Pietz
                                   and Kenneth Kay

    If you do not wish your shares voted for a particular nominee, mark
    the "For All Except" box and strike a line through the nominee's name.

    RECORD DATE SHARES:



                                                    For  Against    Abstain
4.)  Approval of an amendment in the                / /    / /        / /
     Portfolio's fundamental investment
     policy permitting investment of up to
     25% of net assets in foreign debt
     securities traded on U.S. exchanges
     and payable in U.S. dollars.

                                                   For   Against    Abstain
5.)  Approval of an amendment to the               / /     / /        / /
     Portfolio's fundamental investment policy
     reducing its "diversification"
     requirement to 75% of the Portfolio's
     assets from 100%.

                                                    For  Against    Abstain
6.)  Approval of an amendment to eliminate          / /    / /        / /
     the Portfolio's fundamental investment
     policy limiting investments in
     restricted and illiquid securities in
     favor of a non-fundamental investment
     policy on such investments).

                                                   For   Against     Abstain
7.)  Ratification of selection of auditors.        / /     / /         / /


                                                 ------------------------------
Please be sure to sign and date this Voting instruction form.  Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
Shareholder sign here                            Co-owner sign here

                                   VARIABLE ANNUITY
                              HIGH GRADE BOND PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD




          THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
          THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of 
substitution, to vote for the undersigned at the 1996 Special Meeting of 
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7, 
1996, notice of which meeting and the Proxy Statement accompanying the same 
have been received by the undersigned, or at any adjournment thereof, upon 
the following matters as described in the Notice of Meeting and accompanying 
Proxy Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEM 7. THE PROXY 
WILL BY VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY OTHER 
MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/X/  PLEASE MARK VOTES
     AS IN THIS EXAMPLE
                                                          With-     For All
                                                   For    hold       Except
1.)  Election of Trustees                          / /     / /        / /

                    Edward M. Wiederstein, Richard B. Harris,
              Stephen M. Morain, Donald G. Harting, John R. Graham,
                Erwin M. Johnson, Ann Jorgenson, Curtis C. Pietz,
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                   For   Against    Abstain
7.)  Ratification of selection of auditors         / /     / /        / /


                                                      --------------------------
     Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
Shareholder sign here                        Co-owner sign here

                                VARIABLE ANNUITY
                               BLUE CHIP PORTFOLIO
- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


          THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF
          THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 4, 5, 6, 
AND 7. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT 
AS TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/x/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                          With-     For All
                                                   For    hold      Except

1.) Election of Trustees                           / /     / /        / /

                      Edward M. Wiederstein, Richard B. Harris,
                Stephen M. Morain, Donald G. Bartling, John R. Graham,
                   Erwin H. Johnson, Ann Jorgenson, Curtis C. Pietz
                                   and Kenneth Kay

    If you do not wish your shares voted for a particular nominee, mark the "For
    All Except" box and strike a line through the nominee's name.

    RECORD DATE SHARES:
                                                    For    Against    Abstain
4.) Approval of an amendment to the                 / /      / /        / /
    Portfolio's fundamental investment
    policy permitting investment of up
    to 85% of net assets in foreign debt
    securities included on U.S. exchanges
    and payable in U.S. dollars.

                                                    For    Against    Abstain
5.) Approval of an amendment to the                 / /      / /        / /
    Portfolio's fundamental investment
    policy reducing its "diversification"
    requirement to 75% of the Portfolio's
    assets from 100%.

                                                    For    Against    Abstain
6.) Approval of an amendment to eliminate           / /      / /        / /
    the Portfolio's fundamental investment
    policy limiting investments in restricted
    and illiquid securities (in favor of a
    non-fundamental investment policy on such
    investments).

                                                    For    Against    Abstain
7.) Ratification of selection of auditors.          / /      / /        / /


                                                      --------------------------
Please be sure to sign and date this Voting instruction form  Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
    Shareholder sign here                   Co-signer sign here

                                   VARIABLE ANNUITY
                              HIGH YIELD BOND PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD



         THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
         THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF DIRECTORS.  IF NO TRUSTEE IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 3, 5, 6 AND 
7.  THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS 
TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form.  Joint owners should each sign personally.  
Trustees and other fiduciaries should indicate the capacity in which they 
sign, and where more than one name appears, a majority must sign.  If a 
corporation, this signature should be that of an authorized officer who 
should state his or her title.

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




/X/  PLEASE MARK VOTES
     AS IN THIS EXAMPLE

                                                           With-     For All
                                                    For    hold       Except
1)  Election of Trustees.                           / /     / /         / /

                      Edward M. Wiederstein, Richard D. Harris,
                Stephen M. Morain, Donald G. Bartling, John R. Graham,
                   Erwin H. Johnson, Ann Jorgensen, Curtis C. Pietz
                                   and Kenneth Kay

    If you do not wish your shares voted for a particular nominee, mark the
    "For All Except" box and strike a line through the nominee's name.

    RECORD DATE SHARES:

                                                    For    Against    Abstain
3)  Approval of an amendment to the Portfolio's     / /      / /        / /
    fundamental investment policy permitting
    investment of up to 25% of net assets in 
    foreign equity or debt securities traded on 
    U.S. exchanges and payable in U.S. dollars.

                                                    For    Against   Abstain
5)  Approval of an amendment to the Portfolio's     / /      / /       / /
    fundamental investment policy reducing its 
    "diversification" requirement to 75% of the
    Portfolio's assets from 100%.


                                                    For    Against    Abstain
6)  Approval of an amendment to eliminate the       / /      / /        / /
    Portfolio's fundamental investment policy
    limiting investments in restricted and
    illiquid securities in favor of a 
    non-fundamental investment policy on 
    such investments.

                                                      For  Against    Abstain
7)  Ratification of selection of auditors.            / /    / /        / /


                                                               -----------------
    Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
     Shareholder sign here                         Co-owner sign here

                                   VARIABLE ANNUITY
                                  MANAGED PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


        THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
      THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
    VOTING INSTRUCTIONS VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF 
                     SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morsin, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER.  ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES.  IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEM 7, THE PROXY 
WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY OTHER 
MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form.  Joint owners should each sign personally.  
Trustees and other fiduciaries should indicate the capacity in which they 
sign, and where more than one name appears, a majority must sign.  If a 
corporation, this signature should be that of an authorized officer who 
should state his or her title.

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


/X/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                           With      For All
                                                   For     hold      Except
1.) Election of Trustees                           / /     / /        / /

                    Edward M. Wiederstein, Richard D. Harris
             Stephen M. Morsin, Donald G. Bartling, John R. Graham,
                Erwin M. Johnson, Ann Jorgensen, Curtis C. Pietz
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                    For  Against    Abstain
7.) Ratification of selection of auditors.          / /    / /        / /




                                                     ---------------------------
     Please be sure to sign and date this Voting instruction form.  Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
     Shareholder sign here                        Co-owner signature

                                VARIABLE ANNUITY
                             MONEY MARKET PORTFOLIO

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
     DETACH CARD                                                DETACH CARD


  THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF THE BOARD OF
               TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
               VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF 
                      SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEM 7. THE PROXY 
WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY OTHER 
MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/X/  PLEASE MARK YOUR VOTES 
     AS IN THIS EXAMPLE

                                                          With-      For All
                                                    For   hold       Except
1.)  Election of Trustees                           / /    / /        / /

                    Edward M. Wiederstein, Richard D. Harris,
              Stephen M. Morain, Donald G. Bartling, John R. Graham,
                Erwin H. Johnson, Ann Jorgensen, Curtis C. Pietz,
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                    For  Against    Abstain
7.   Ratification of selection of auditors          / /    / /        / /


                                                        -----------------------
Please be sure to sign and date this Voting instruction form.  Date
- -------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
    Shareholder sign here                       Co-owner sign here

                             VARIABLE UNIVERSAL LIFE
                               BLUE CHIP PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


      THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
      THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of substitution
to vote for the undersigned at the 1996 Special Meeting of Shareholders of FBL
VARIABLE INSURANCE SERIES FUND, to be held on November 7, 1996, notice of which
meeting and the Proxy Statement accompanying the same have been received by the
undersigned, or at any adjournment therof, upon the following matters as
described in the Notice of Meeting and accompanying Proxy Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEM 7. THE PROXY 
WILL BY VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY OTHER 
MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/X/  PLEASE MARK VOTES
     AS IN THIS EXAMPLE
                                                          With-     For All
                                                    For   hold       Except
1.)  Election of Trustees                           / /    / /        / /

                    Edward M. Wiederstein, Richard D. Harris,
              Stephen M. Morain, Donald G. Bartling, John R. Graham,
                Erwin H. Johnson, Ann Jorgenson, Curtis C. Pietz,
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                    For  Against   Abstain
7.)  Ratification of selection of auditors          / /    / /       / /


                                                      --------------------------
     Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
     Shareholder sign here                      Co-owner signature

                             VARIABLE UNIVERSAL LIFE
                             MONEY MARKET PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


        THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
       THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
    VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF 
                    SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting at
Shareholders of FBL VARIABLE INSURANCE SERIES FUND to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER.  ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES.  IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 2, 3, 5, 6 
AND 7.  THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT 
AS TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form.  Joint owners should each sign personally.  
Trustees and other fiduciaries should indicate the capacity in which they 
sign, and where more than one name appears, a majority must sign.  If a 
corporation, this signature should be that of an authorized officer who 
should state his or her title.

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



/x/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                          With-     For All
                                                    For   hold      Except
1.)  Election of Trustees                           / /    / /        / /

                    Edward W. Wiederstein, Richard D. Harris,
              Stephen M. Morain, Donald G. Bartling, John R. Graham,
                Erwin H. Johnson, Ann Jorgenson, Curtis C. Pietz
                                 and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the
     "For All Except" box and strike a line through the member's name.

 
     RECORD DATE SHARES:

                                                  For     Against     Abstain
2.)  Approval of amendments to the Portfolio's    / /       / /         / /
     Investment objective to eliminate the
     secondary investment objective of current
     income, and to the Fundamental
     Investment policies for pursuing the
     Portfolio's investment objective of long-
     term capital appreciation.

                                                  For     Against     Abstain
3.)  Approval of an amendment to the Portfolio's  / /       / /         / /
     fundamental investment policy permitting
     investment of up to 25% of net assets in
     foreign equity or debt securities traded
     on U.S. exchanges and payable in U.S.
     dollars.

                                                  For     Against     Abstain
5.)  Approval of an amendment to the Portfolio's  / /       / /         / /
     fundamental investment policy reducing its
     "diversification" requirement to 75% of
     the Portfolio's assets from 100%.

6.)  Approval of an amendment to eliminate the    / /       / /         / /
     Portfolio's fundamental investment policy
     limiting investments in restricted and
     illiquid securities (in favor of a non-
     fundamental investment policy on such
     investments).

7.)  Ratification of selection of auditors.       / /       / /         / /

                                                       -------------------------
Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
        Shareholder sign here                      Co-owner sign here

                           VARIABLE UNIVERSAL LIFE
                        GROWTH COMMON STOCK PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD


         THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
         THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same 
have been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 4, 5, 6 AND 
7. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS 
TO ANY OTHER MATTER.

- -------------------------------------------------------------------------------
 PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE. 
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/x/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                          With-     For All
                                                    For   hold      Except
1.) Election of Trustees.                           / /    / /        / /

                      Edward M. Wiederstein, Richard D. Harris,
                Stephen M. Morain, Donald G. Bartling, John R. Graham,
                   Erwin H. Johnson, Ann Jorgensen, Curtis C. Pietz
                                   and Kenneth Kay

    If you do not wish your shares voted for a particular nominee, mark the "For
    All Except" box and strike a line through the nominee's name.

    RECORD DATE SHARES:

                                                    For  Against    Abstain
4.) Approval of an agreement to the Portfolio's     / /    / /        / /
    fundamental investment policy permitting
    investment of up to 25% of net assets in
    foreign debt securities traded on U.S.
    exchanges and payable in U.S. dollars.

                                                    For  Against    Abstain
5.) Approval of an amendment in the Portfolio's     / /    / /        / /
    fundamental investment policy reducing its
    "diversification" requirement to 75% of the
    Portfolio's assets from 100%.

                                                    For  Against    Abstain
6.) Approval of an amendment to eliminate the       / /    / /        / /
    Portfolio's fundamental investment policy
    limiting investments in restricted and illiquid
    securities in favor of a non-fundamental
    investment policy on such investments.

                                                    For  Against    Abstain
7.) Ratification of selection of auditors.          / /    / /        / /


                                                 -------------------------------
Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
     Shareholder sign here                             Co-owner sign here

                               VARIABLE UNIVERSAL LIFE
                              HIGH GRADE BOND PORTFOLIO

- --------------------------------------------------------------------------------
DETATCH CARD                                                        DETATCH CARD


         THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
         THE BOARD OF TRUSTEES OF  FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and 
Stephen M. Morain, and each of them, promise with several powers of 
substitution, to vote for the undersigned at the 1996 Special Meeting of 
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7, 
1996, notice of which meeting and the Proxy Statement accompanying the same 
have been received by the undersigned, or at any adjournment thereof, upon 
the following matters as described in the Notice of Meeting and accompanying 
Proxy Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER.  ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES.  IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 4, 5, 6 AND 
7.  THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS 
TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form.  Joint owners should each sign personally.  
Trustees and the other fiduciaries should indicate the capacity in which they 
sign, and where more than one name appears, a majority must sign.  If a 
corporation, this signature should be that of an authorized officer who 
should state his or her title.

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



/X/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                          With-     For All
                                                    For   hold      Except
1.)  Election of Trustees.                          / /    / /        / /

                    Edward M. Wiederstein, Richard D. Harris,
             Stephen M. Morain, Donald G. Bartling, John R. Graham,
                Erwin H. Johnson, Ann Jorgenson, Curtis C. Pietz
                                 and Kenneth Kay

     If you do not want your shares voted for a particular nominee, mark the 
     "For all Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                    For  Against    Abstain
4.)  Approval of an amendment to the Portfolio's    / /    / /        / /
     fundamental investment policy permitting
     investment of up to 25% of net assets in
     foreign debt securities traded on U.S. 
     exchanges and payable in U.S. dollars.

                                                    For  Against    Abstain
5.)  Approval of an amendment to the Portfolio's    / /    / /        / /
     fundamental investment policy reducing its
     "diversification" requirement to 75% of the
     Portfolio's assets from 100%.


                                                    For  Against    Abstain
6.)  Approval of an amendment to eliminate the      / /    / /        / /
     Portfolio's fundamental investment policy
     limiting investments in restricted and
     illiquid securities (in favor of a
     non-fundamental investment policy on such
     Investments).

                                                    For  Against    Abstain
7.)  Ratification of selection of auditors.         / /    / /        / /


                                                  ------------------------------
Please be sure to sign and date this Voting instruction form. Date
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
     Shareholder sign here                Co-owner sign here

                             VARIABLE UNIVERSAL LIFE
                            HIGH YIELD BOND PORTFOLIO

- --------------------------------------------------------------------------------
DETACH CARD                                                          DETACH CARD



         THESE VOTING INSTRUCTIONS ARE SOLICITED BY AND ON BEHALF OF 
         THE BOARD OF TRUSTEES OF FBL VARIABLE INSURANCE SERIES FUND
 VOTING INSTRUCTIONS FOR THE SPECIAL MEETING OF SHAREHOLDERS, NOVEMBER 7, 1996

The undersigned hereby appoints Edward M. Wiederstein, Richard D. Harris and
Stephen M. Morain, and each of them, proxies with several powers of
substitution, to vote for the undersigned at the 1996 Special Meeting of
Shareholders of FBL VARIABLE INSURANCE SERIES FUND, to be held on November 7,
1996, notice of which meeting and the Proxy Statement accompanying the same have
been received by the undersigned, or at any adjournment thereof, upon the
following matters as described in the Notice of Meeting and accompanying Proxy
Statement.

WHEN PROPERLY EXECUTED, THESE INSTRUCTIONS WILL BE VOTED IN THE MANNER 
DIRECTED HEREIN BY THE UNDERSIGNED SHAREHOLDER. ALL PROPOSALS (SET FORTH ON 
THE REVERSE SIDE OF THIS VOTING INSTRUCTION FORM) HAVE BEEN PROPOSED BY THE 
BOARD OF TRUSTEES. IF NO DIRECTION IS GIVEN ON THESE PROPOSALS, THIS VOTING 
INSTRUCTION FORM WILL BE VOTED "FOR" THE NOMINEES AND "FOR" ITEMS 3, 5, 6 AND 
7. THE PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS 
TO ANY OTHER MATTER.

- --------------------------------------------------------------------------------
  PLEASE VOTE AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN ENCLOSED ENVELOPE.
- --------------------------------------------------------------------------------

Please sign this Voting instruction form exactly as your name appears on the 
reverse side of this form. Joint-owners should each sign personally. Trustees 
and other fiduciaries should indicate the capacity in which they sign, and 
where more than one name appears, a majority must sign. If a corporation, 
this signature should be that of an authorized officer who should state his 
or her title.

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



/x/ PLEASE MARK VOTES
    AS IN THIS EXAMPLE

                                                            With-     For All
                                               For          hold      Except
1.) Election of Trustees.                     / /          / /        / /


                      Edward M. Wiederstein, Richard D. Harris,
                Stephen M. Morain, Donald G. Bartling, John R. Graham,
                   Erwin H. Johnson, Ann Jorgensen, Curtis C. Pietz
                                   and Kenneth Kay

     If you do not wish your shares voted for a particular nominee, mark the 
     "For All Except" box and strike a line through the nominee's name.

     RECORD DATE SHARES:

                                                    For    Against    Abstain
3.  Approval of an amendment to the                 / /      / /        / /
    Portfolio's fundamental policy
    permitting investment of up to
    25% of net assets in foreign
    equity or debt securities traded
    on U.S. exchanges and payable in
    U.S. dollars.

                                                    For    Against    Abstain
5.) Approval of an amendment to the                 / /      / /        / /
    Portfolio's fundamental investment
    policy reducing its "diversification"
    requirement to 75% of the Portfolio's
    assets from 100%.

                                                    For    Against    Abstain
6.) Approval of an amendment to eliminate           / /      / /        / /
    the Portfolio's fundamental investment
    policy limiting investments in
    restricted and illiquid securities
    (in favor of a non-fundamental
    investment policy on such investments.)

                                                    For    Against    Abstain
7.) Ratification of selection of auditors.          / /      / /        / /


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