Registration No. 333-46538
- - ------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                           PRE-EFFECTIVE AMENDMENT NO. 1
                                      TO
                                   FORM S-6


                FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
                     OF SECURITIES OF UNIT INVESTMENT TRUSTS

                            REGISTERED ON FORM N-8B-2


A.   BMA Variable Life Account A
     (Exact Name of Trust)

B.   Business Men's Assurance Company of America
     (Name of Depositor)

C.   BMA Tower, P.O. Box 412879
     Kansas City, MO 64141
     (Complete address of depositor's principal executive offices)

D.   Name and complete address of agent for service:

         David A. Gates






         Business Men's Assurance Company of America
         700 Karnes Blvd.
         Kansas City, Missouri 64108
         (800) 423-9398

     Copies to:

      Judith A. Hasenauer
      Blazzard, Grodd & Hasenauer, P.C.
      4401 West Tradewinds Avenue
      Suite 207
      Fort Lauderdale, Florida 33308
      (954)771-7909

E.   Last Survivor Flexible Premium Adjustable Variable Life Insurance Policies
     (Title and amount of securities being registered)

F.   Proposed maximum  aggregate  offering price to the public of the securities
     being registered:

     Continuous offering

G.   Amount of Filing Fee: Not Applicable

H.   Approximate date of proposed public offering:
     As soon as practicable after the effective date of this filing.

- -------------------------------------------------------------------------------
The Registrant hereby amends this Registration Statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this Registration Statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
- -------------------------------------------------------------------------------

                   CROSS REFERENCE TO ITEMS REQUIRED
                                 BY FORM N-8B-2

N-8B-2 Item                Caption in Prospectus
- - -----------                ---------------------
1(a)                       Other Information
 (b)                       The Variable Insurance Policy

2                          Other Information

3                          Not Applicable







4                          Other Information

5                          Other Information

6(a)                       Not Applicable
 (b)                       Not Applicable

7                          Not Applicable

8                          Not Applicable

9                          Legal Proceedings

10                         Purchases; Investment Choices; Access to Your Money

11                         Investment Choices

12                         Investment Choices

13                         Expenses

14                         Purchases

15                         Purchases

16                         Purchases; Investment Choices

17                         Access to Your Money

18                         Access to Your Money

19                         Reports to Owners

20                         Not Applicable

21                         Access to Your Money

22                         Not Applicable

23                         Not Applicable

24                         Not Applicable

25                         Other Information

26                         Expenses
27                         Other Information

28                         Executive Officers and Directors of BMA







29                         Other Information

30                         Other Information

31                         Not Applicable

32                         Not Applicable

33                         Not Applicable

34                         Not Applicable

35                         Other Information

36                         Not Applicable

37                         Not Applicable

38                         Other Information

39                         Other Information

40                         Not Applicable

41                         Not Applicable

42                         Not Applicable

43                         Not Applicable

44                         Purchases

45                         Investment Choices; Other Information

46                         Purchases; Access to Your Money

47                         Not Applicable

48                         Not Applicable

49                         Not Applicable

50                         Not Applicable

51                         Other Information; Purchases

52                         Investment Choices

53                         Other Information

54                         Not Applicable

55                         Not Applicable

56                         Not Applicable

57                         Not Applicable

58                         Not Applicable

59                         Financial Statements


    LAST SURVIVOR FLEXIBLE PREMIUM ADJUSTABLE VARIABLE LIFE INSURANCE POLICY
                                    ISSUED BY
                           BMA VARIABLE LIFE ACCOUNT A
                                       AND
                   BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA

This Prospectus describes the Last Survivor Flexible Premium Adjustable Variable
Life Insurance Policy (Policy) offered by Business Men's Assurance Company of
America (BMA).

The Policy has been designed to be used for creation or conservation of one's
estate, retirement planning and other insurance needs of individuals and
businesses.

The Policy has 24 investment choices--a Fixed Account and 23 Investment Options
listed below.

When You buy a Policy, to the extent You have selected the Investment Options,
You bear the complete investment risk. Your Accumulation Value and, under
certain circumstances, the Death Benefit under the Policy may increase or
decrease or the duration of the Policy may vary depending on the investment
experience of the Investment Option(s) You select.

You can put Your money in the Fixed Account and/or any of the following
Investment Options:

INVESTORS MARK SERIES FUND, INC.

Managed By Standish, Ayer & Wood, Inc.
Intermediate Fixed Income
Mid Cap Equity
Money Market


Managed By Standish International Management Company, LLC
Global Fixed Income




Managed By Stein Roe & Farnham Incorporated
Small Cap Equity
Large Cap Growth

Managed By David L. Babson & Co. Inc.
Large Cap Value

Managed By Lord, Abbett & Co.
Growth & Income

Managed By Kornitzer Capital Management, Inc.
Balanced

BERGER INSTITUTIONAL PRODUCTS TRUST

Managed By BBOI Worldwide LLC
Berger IPT--International

THE ALGER AMERICAN FUND

Managed By Fred Alger Management, Inc.
Alger American Growth Portfolio
Alger American Leveraged AllCap Portfolio
Alger American MidCap Growth Portfolio

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.

Managed By American Century Investment Management, Inc.
VP Income & Growth
VP Value

DREYFUS STOCK INDEX FUND

Managed By the Dreyfus Corporation (Index Fund Manager: Mellon Equity
Associates)

DREYFUS VARIABLE INVESTMENT FUND ("DREYFUS VIF")

Managed By the Dreyfus Corporation
Dreyfus VIF Disciplined Stock

VARIABLE INSURANCE PRODUCTS FUND ("VIP") AND VARIABLE INSURANCE
PRODUCTS FUND II ("VIP II")

Managed By Fidelity Management & Research Company
Fidelity VIP Overseas Portfolio
Fidelity VIP Growth Portfolio
Fidelity VIP II Contrafund Portfolio




INVESCO VARIABLE INVESTMENT FUNDS, INC.

Managed By INVESCO Funds Group, Inc.
INVESCO VIF--High Yield
INVESCO VIF--Equity Income

LAZARD RETIREMENT SERIES, INC.

Managed By Lazard Asset Management
Lazard Retirement Small Cap

Please  read this  Prospectus  before  investing  and keep it on file for future
reference.  It  contains  important  information  about  the BMA  Last  Survivor
Flexible Premium  Adjustable  Variable Life Insurance Policy. The Securities and
Exchange  Commission  maintains a Web site  (http://www.sec.gov)  that  contains
information regarding companies that file electronically with the Commission.

The Policies:

                o are not bank deposits

                o are not federally insured

                o are not endorsed by any bank or government agency

                o are not guaranteed and may be subject to loss of principal

Date: _______, 2001

                                TABLE OF CONTENTS

                                                                            PAGE

DEFINITIONS

SUMMARY

1.       The Variable Life Insurance Policy
2.       Purchases
3.       Investment Choices
4.       Expenses
5.       Death Benefit
6.       Taxes
7.       Access To Your Money
8.       Other Information.
9.       Inquiries



PART I


1.       THE VARIABLE LIFE INSURANCE POLICY

2.       PURCHASES
         Premiums Waiver of Planned Premiums Application for a Policy Issue Ages
         Application of Premiums Grace Period.
         Accumulation Unit Values
         Right to Refund
         Exchange of a Policy for a BMA Policy

3.       INVESTMENT CHOICES
         Transfers
         Dollar Cost Averaging
         Asset Rebalancing Option
         Asset Allocation Option
         Substitution

4.       EXPENSES
         Premium Charge
         Monthly Deduction
         Surrender Charge
         Partial Surrender Fee
         Waiver of Surrender Charges
         Reduction or Elimination of the Surrender Charge
         Transfer Fee
         Taxes
         Investment Option Expenses

5.       DEATH BENEFIT
         Change in Death Benefit Option
         Change in Specified Amount
         Guaranteed Minimum Death Benefit
         Accelerated Death Benefit

6.       TAXES
         Life Insurance in General
         Taking Money Out of Your Policy
         Diversification

7.       ACCESS TO YOUR MONEY
         Loans
         Surrenders

8.       OTHER INFORMATION
         BMA






         The Separate Account
         Distributors
         Administration
         Suspension of Payments or Transfers
         Ownership

PART II

         Executive Officers and Directors of BMA Officers and Directors of Jones
         & Babson, Inc. Voting Legal Opinions Reduction or Elimination of
         Surrender Charge Net Amount at Risk Maturity Date Misstatement of Age
         or Sex.
         Our Right to Contest
         Payment Options
         Federal Tax Status
         Reports to Owners
         Legal Proceedings
         Experts
         Financial Statements

APPENDIX A--Illustration of Policy Values

APPENDIX B--Rates of Return

                                   DEFINITIONS

Accumulation Value: The sum of Your Policy values in the Subaccounts, the Fixed
Account and the Loan Account.

Accumulation Unit: A unit of measure used to calculate Your Accumulation Value
in the Subaccounts.

Age: Issue Age is age last birthday on the Policy Date. Attained Age is the
Issue Age plus the number of completed Policy Years.

Authorized Request: A request, in a form satisfactory to Us, which is received
by the BMA Service Center.

Beneficiary: The person who is named in the application or at a later date to
receive the Death Proceeds of the Policy or any rider(s).

BMA: Business Men's Assurance Company of America.

Business Day: Each day that the New York Stock Exchange is open for business.
The Separate Account will be valued each Business Day.







Cash Surrender Value: The Accumulation Value less the surrender charge, if any,
and less any Indebtedness.

Death Benefit: The amount used to determine the Death Proceeds payable upon the
death of the last surviving Insured while the Policy is in force. The Death
Benefit can be either Level or Adjustable.

Death Proceeds: The Death Proceeds equal the Death Benefit less any
Indebtedness.

Fixed Account: A portion of the General Account into which You can allocate Net
Premiums or transfer Accumulation Values. It does not share in the investment
experience of any Subaccount of the Separate Account.

General Account: Our general investment account which contains all of Our assets
with the exception of the Separate Account and other segregated asset accounts.

Grace Period: The 61 days that follow the date We mail a notice to You for
payment if the Cash Surrender Value is not sufficient to cover the Monthly
Deduction.

Indebtedness: Unpaid Policy loans plus unpaid Policy loan interest.

Initial Base Policy Specified Amount: The amount of coverage selected by You at
the time of application and which will be used to determine the Death Benefit.

Insureds: The two persons whose lives are insured under the Policy.

Investment Option(s): Those investment options available through the Separate
Account.

Loan Account: An account established within Our General Account for any amounts
transferred from the Fixed Account and the Separate Account as a result of
loans. The Loan Account is credited with interest and is not based on the
experience of any Separate Account.

Maturity Date: The date the Accumulation Value, less any Indebtedness, becomes
payable to You if at least one of the Insureds is living on the Maturity Date
and the Policy is in force. Insurance may terminate prior to the Maturity Date
if no Premiums are paid after the initial Premium or if additional Premiums are
not sufficient to continue insurance to such date. Insurance is also affected by
any changes in monthly deductions, the investment performance of the selected
Subaccounts and the amount of interest We credit to the Fixed Account depending
upon Your selections.

Monthly Anniversary Day: The same day of each month as the Policy Date for each
succeeding month the Policy remains in force. If the Monthly Anniversary falls
on a day that is not a Business Day, any Policy transaction due as of that day
will be processed the first Business Day following such date.




Monthly Deduction: On the Policy Date and each Monthly Anniversary Day
thereafter We deduct certain charges from Your Policy.

Net Premium: We deduct a Premium Charge from each Premium paid. The Net Premium
is the Premium paid less the Premium Charge.

Owner: The Insureds are the Owner unless otherwise designated. If the Policy has
joint Owners, then all reference to Owner includes the joint Owner.

Policy Anniversary: The same month and day as the Policy Date for each
succeeding year the Policy remains in force.

Policy Date: The date by which Policy months, years and anniversaries are
measured.

Policy Month: The one month period from the Policy Date to the same date of the
next month, or from one Monthly Anniversary Day to the next.

Policy Year: The one year period from the Policy Date to the first Policy
Anniversary or from one Policy Anniversary to the next.

Premium:  A  payment  You make  towards  the  Policy  that does not  re-pay  any
Indebtedness.

Rate Class: This is anything that would affect the level of Your Premium, such
as health status and tobacco use.

Reinstatement: To restore coverage after the Policy has terminated.

Separate Account: A segregated asset account maintained by Us in which a portion
of Our assets has been allocated for this and certain other policies.

Service Center: The office indicated in the Summary to which notices, requests
and Premiums must be sent. All sums payable to Us under the Policy are payable
only at the Service Center.

Specified Amount: The Initial Base Policy Specified Amount plus each increase to
the Specified Amount and less each decrease to the Specified Amount.

Underwriting Process: The underwriting process begins the day We receive Your
application at the Service Center and ends the day We receive and approve all
required documents, including the initial Premium, necessary to put the Policy
in force.

Us, We, Our: Business Men's Assurance Company of America.

You, Your, Yours: The Owner of the Policy.






                                     SUMMARY

The prospectus is divided into three sections:  Summary, Part I and Part II. The
sections in this  summary  correspond  to sections in Part I of this  prospectus
which  discuss the topics in more  detail.  Even more  detailed  information  is
contained in Part II.

1. THE VARIABLE LIFE INSURANCE POLICY: The variable life insurance policy
offered by BMA is a contract between You, the Owner, and BMA, an insurance
company.

The Policy provides for life insurance  coverage on the lives of two persons who
are referred to as the Insureds.  Upon the death of the last  surviving  Insured
the payment of the Death  Proceeds  will be made to your  selected  Beneficiary,
which should be excludable  from the gross income of the  Beneficiary.  However,
under  some  circumstances  estate  taxes may  apply.  The Policy can be used to
create or conserve one's estate or to save for  retirement.  The Policy can also
be used for certain business  purposes,  such as keyman insurance.  The Insureds
are the Owner of the Policy unless you tell us otherwise.

Under  the  Policy,  You may,  subject  to  certain  limitations,  make  Premium
payments,  in  any  amount  and  at  any  frequency.   The  Policy  provides  an
Accumulation  Value,  surrender  rights,  loan  privileges  and  other  features
traditionally associated with life insurance.

The Policy  has a no-lapse  guarantee  in the first  five  years  providing  the
no-lapse  Monthly  Minimum  Premiums are paid.  The Policy can lapse  (terminate
without  value)  when the Cash  Surrender  Value is  insufficient  to cover  the
Monthly  Deduction and a Grace Period of 61 days has expired without an adequate
payment being made.

You should  consult  Your  Policy  for  further  understanding  of its terms and
conditions and for any state-specific provisions and variances that may apply to
Your Policy.

2.  PURCHASES:  You can buy the  Policy by  completing  the proper  forms.  Your
registered  representative  can help You.  The minimum  initial  Premium We will
accept will be computed  for You with respect to the  Specified  Amount You have
requested.  In some circumstances We may contact You for additional  information
regarding  the  Insureds and may require the Insureds to provide Us with medical
records, a physician's statement or a complete paramedical examination.

The  Policy is a  flexible  premium  policy  and  unlike  traditional  insurance
policies,  there is no fixed  schedule  for Premium  payments  after the initial
Premium.  Although  you may  establish a schedule of Premium  payments  (Planned
Premium),  if you  fail  to make  the  Planned  Premium  payments  it  will  not
necessarily  cause the  Policy  to lapse nor will  paying  the  Planned  Premium
payments guarantee that a Policy will remain in force until maturity. Under most
circumstances  it is anticipated  that You will need to make additional  Premium
payments, after the initial Premium, to keep the Policy in force.







3. INVESTMENT CHOICES:  You can put Your money in the Fixed Account or in any or
all  of  the  Investment   Options  which  are  briefly   described  in  Section
3--Investment  Choices and are more fully described in the  prospectuses for the
funds.

4. EXPENSES:  The Policy has both insurance and investment  features,  and there
are costs related to each that reduce the return on Your investment.

We deduct a Premium Charge from each Premium payment made. The Premium Charge is
as follows:

         Policy Years 1-10:                  8.0% of all Premiums.

         Policy Years 11 and later:          4.0% of all Premiums.

We deduct a Policy Charge each month from the unloaned Accumulation Value of the
Policy. The Policy Charge is as follows:

         Policy Year 1:             $35 each month

         Policy                     Years 2 and later: Currently, $7.50 each
                                    month. This charge is not guaranteed and may
                                    be increased, but it will not exceed $10.

We deduct a Per $1,000 of Specified  Amount  Charge each month from the unloaned
Accumulation  Value of the Policy.  The Per $1,000 of Specified Amount Charge is
equal to $.08 per month per $1,000 of Initial Base Policy  Specified  Amount for
the first  Policy Year.  This charge will also be assessed  during the 12 months
following an increase to the Specified Amount.

We deduct a Risk Charge each month from the unloaned  Accumulation  Value of the
Policy. The Risk Charge is calculated as follows:

          Policy Years 1-15:                 Each month, 0.07%, on a monthly
                                             basis, of the Accumulation Value
                                             in the Separate Account.

          Policy                             Years 16 and later: Each month,
                                             0.03%, on a monthly basis, of the
                                             Accumulation Value in the Separate
                                             Account.

Each month We will make a deduction from the unloaned  Accumulation Value of the
Policy for the cost of  insurance.  This charge  will depend upon the  Specified
Amount, Your Accumulation Value, the sex, age and Rate Class of each Insured and
the Policy Year. We may also charge for any riders attached to the Policy.



There are also daily  investment  charges which apply to the average daily value
of the  Investment  Options.  These  charges are  deducted  from the  Investment
Options  and range on an annual  basis  from  .26% to  1.25%,  depending  on the
Investment Option.

We may assess a surrender  charge  which  depends  upon Your Initial Base Policy
Specified  Amount,  the year of  surrender,  issue Age, sex and Rate Class.  The
maximum  surrender  charge that will be deducted is $40.00 per $1,000  specified
amount.  The maximum  charge varies by issue Age, sex and tobacco use and ranges
from $1.50 to $40.00 per $1,000. See "Expenses--Surrender  Charge" in Part I for
more  information.  The surrender  charge for total  surrenders is level for the
first three Policy Years then grades down (pursuant to a set formula) each month
beginning  in the forth  Policy  Year and is zero in Policy  Years 16 and later.
Your Policy is issued with a surrender charge schedule which shows the surrender
charge at the end of the Policy Year. The charge is not affected by the addition
of riders.

When You make a partial surrender, We assess a pro-rata portion of the surrender
charge.  In the event that You increase Your Specified  Amount,  a new surrender
charge schedule will be imposed on the increased amount.

There is a partial  surrender  fee of $25 assessed for any partial  surrender in
addition to any surrender charge that may be assessed. The partial surrender fee
is deducted from the unloaned Accumulation Value of the Policy.

Each  transfer  after  12  in  any  calendar   year,   unless  the  transfer  is
pre-scheduled, will incur a transfer fee of $25.

5. DEATH BENEFIT: The amount of the Death Benefit depends on:

     o    the Specified Amount of Your Policy,

     o    the Death Benefit option in effect at the time of the last surviving
          Insured's death, and

     o    under some circumstances, Your Policy's Accumulation Value.

There are two Death Benefit  options:  Level Death Benefit and Adjustable  Death
Benefit. Under certain circumstances,  You can change Death Benefit options. You
can also change the Specified Amount under certain circumstances.

The actual amount  payable to Your  Beneficiary  is the Death  Proceeds which is
equal to the Death Benefit less any Indebtedness. At the time of application for
a Policy,  You  designate  a  Beneficiary  who is the person or persons who will
receive  the Death  Proceeds.  You can change Your  Beneficiary  unless You have
designated an irrevocable  Beneficiary.  The  Beneficiary  does not have to be a
natural person.

All or part of the Death Proceeds may be paid in a lump sum or applied under one
of the Payment Options contained in the Policy.






6. TAXES:  Your Policy has been  designed to comply with the  definition of life
insurance in the Internal  Revenue  Code. As a result,  the Death  Proceeds paid
under the Policy should be excludable from the gross income of the  Beneficiary.
Your  earnings  in the Policy are not  tasked  until You take them out.  The tax
treatment of the loan proceeds and surrender proceeds will depend on whether the
Policy is considered a Modified Endowment Contract (MEC).  Proceeds taken out of
a MEC are  considered to come from earnings  first and are includible in taxable
income. If You are younger than 59 1/2 when You take money out of a MEC, You may
also be subject to a 10% federal tax penalty on the earnings withdrawn.

7. ACCESS TO YOUR MONEY:  You can  terminate  the Policy at any time and We will
pay You the Cash Surrender Value. After the first Policy Year, You may surrender
a part of the Cash Surrender  Value subject to the  requirements  of the Policy.
When You terminate Your Policy or make a partial  surrender,  a surrender charge
(or a portion thereof in the case of a partial surrender) may be assessed.

You can also borrow some of Your Accumulation Value.

8.       OTHER INFORMATION:

Free Look.

You can  cancel the Policy  within  ten days after You  receive it (or  whatever
period is required in Your state) and We will refund all Premiums  paid less any
Indebtedness.  Upon completion of the Underwriting Process, We will allocate the
initial Net Premium to the Money Market  Portfolio for fifteen days (or the Free
Look period  required in Your state plus five days).  After that, We will invest
Your Accumulation Value as You requested.

Who Should Purchase the Policy?

The Policy is designed for individuals and businesses that have a need for death
protection  but who also  desire to  potentially  increase  the  values in their
Policies through investment in the Investment Options.

The Policy offers the following to individuals:

     o    create or conserve one's estate.

     o    supplement retirement income.

     o    access to funds through loans and surrenders.

The Policy offers the following to businesses:

     o    protection for the business in the event a key employee dies.

     o    provide debt protection for business loans.




     o    create a fund for employee benefits, buy-outs and future business
          needs.

If You currently own a variable life insurance  policy on the life of any of the
Insureds, You should consider whether the purchase of the Policy is appropriate.

Also, You should carefully consider whether the Policy should be used to replace
an existing Policy on the life of either of the Insureds.

Additional Features

     o    You can arrange to have a regular amount of money automatically
          transferred from the Money Market Portfolio to the Investment Options
          each month, theoretically giving You a lower average cost per unit
          over time than a single one time purchase. We call this feature the
          Dollar Cost Averaging Option.

     o    We will automatically readjust Your money between Investment Options
          periodically to keep the blend You select. We call this feature the
          Asset Rebalancing Option.

     o    If the Insureds get a divorce or, under certain circumstances, if
          there is a significant change to the Federal Tax Law, We will exchange
          the Policy for two individual Policies. We call this feature the
          Exchange Option Rider.

     o    If You pay a certain required Premium, We guarantee that the Policy
          will not lapse even if Your Accumulation Value is not sufficient to
          cover the Monthly Deductions. We call this feature the Guaranteed
          Minimum Death Benefit Rider.

     o    We also offer a number of additional riders that are common for
          universal life policies.

These features and riders may not be available in Your state and may not be
suitable for Your particular situation.

9.       INQUIRIES: If You need more information about buying a Policy, please
           contact Us at:

           BMA
           P.O. Box 412879
           Kansas City, Missouri 63127-1690

         If You need policy owner service (such as changes in Policy
         information, inquiry into Policy values, or to make a loan), please
         contact Us at our service center:



         BMA
         9735 Landmark Parkway Drive
         St. Louis, Missouri 63127-1690
         1-800-423-9398

                                     PART I

1.        THE VARIABLE LIFE INSURANCE POLICY

The variable life  insurance  policy is a contract  between You, the Owner,  and
BMA, an insurance  company.  The Policy can be used to create or conserve  one's
estate and for  retirement  planning  for  individuals.  It can also be used for
certain business purposes.

The Policy provides for life insurance coverage on the lives of two persons (the
"Insureds") and has Accumulation Values, a Death Benefit, surrender rights, loan
privileges and other  characteristics  associated with traditional and universal
life insurance.  However,  since the Policy is a variable life insurance policy,
the Accumulation Value, to the extent invested in the Investment  Options,  will
increase  or  decrease  depending  upon  the  investment   experience  of  those
Investment  Options.  The duration or amount of the Death  Benefit may also vary
based on the investment performance of the underlying Investment Options. To the
extent you allocated premium or accumulation value to the separate account,  you
bear the investment risk. If the Cash Surrender Value is insufficient to pay the
Monthly Deductions, the Policy may terminate.

Because the Policy is like traditional and universal life insurance, it provides
a Death Benefit which will be paid to Your named Beneficiary.  Upon the death of
the last  surviving  Insured,  the Death  Proceeds are paid to Your  Beneficiary
which should be excludable  from the gross income of the  Beneficiary.  However,
under some  circumstances  estate taxes may apply.  The tax-free  Death Proceeds
makes this an excellent  way to  accumulate  money You don't think you'll use in
Your lifetime and is a tax-efficient  way to provide for those You leave behind.
If You need access to Your money, You can borrow from the Policy or make a total
or partial surrender.

You should  consult  Your  Policy  for  further  understanding  of its terms and
conditions and for any state-specific provisions and variances that may apply to
Your Policy.

2.       PURCHASES

PREMIUMS

Premiums are the monies You give Us to buy the Policy.  The Policy is a Flexible
Premium  Policy which  allows You to make Premium  payments in any amount and at
any time,  subject of course to making  sufficient  Premium payments to keep the
Policy in force. Even though the Policy is flexible, when You apply for coverage
You can establish a schedule of Premium payments (Planned Premium).  The Planned
Premium is  selected by You.  Thus they will  differ from Policy to Policy.  You
should consult Your Registered Representative about Your Planned Premium.




We guarantee that the Policy will stay in force for the first five years after
issue if total Premiums paid are at least as great as:

     1.   the cumulative five year No-Lapse Monthly Minimum Premium; plus

     2.   the total of all partial surrenders made; plus

     3.   Indebtedness.

We will establish a No-Lapse  Monthly  Minimum Premium at the time you apply for
coverage which is the smallest level of Planned Premium.

The Policy will remain in force if the Cash Surrender  Value is greater than the
next Monthly Deduction regardless of how long it has been in force.

Additional  Premiums may be paid at any time.  However,  We reserve the right to
limit the number and amount of additional Premiums. Under some circumstances, We
may require  evidence  that the Insureds are still  insurable.  All Premiums are
payable at the Service Center.

APPLICATION FOR A POLICY

In order to  purchase  a  Policy,  You must  submit  an  application  to Us that
requests information about the proposed Insureds. In some cases, We will ask for
additional information. We may request that the Insureds provide Us with medical
records, a physician's statement or possibly require other medical tests.

ISSUE AGES

We currently  issue to Insureds whose ages are 20-90.  The older Insured must be
no older than 90 and the  younger  Insured  must be no older  than 85.  Standard
rates are issued to ages 20-90 and Preferred rates are issued to ages 20-85.

We will  review all the  information  We are  provided  about the  Insureds  and
determine whether or not the Insureds meet Our standards for issuing the Policy.
This  process  is  called  underwriting.   If  the  Insureds  meet  all  of  Our
underwriting   requirements,   We  will  issue  a  Policy.   There  are  several
underwriting classes under which the Policy may be issued.

The  underwriting  period  could  be up to 60 days or  longer  from the time the
application is signed.  If We receive the initial Premium with the  application,
Your  Registered  Representative  will give you a  conditional  receipt.  If You
receive a conditional  receipt,  you will be eligible for conditional  coverage.
The  conditional   coverage,  if  You  meet  the  conditions  specified  on  the
conditional receipt, will be effective from the later date of the application, a
medical exam,  if required,  or a date You request (it must be within 60 days of
the date of the application). It will expire 60 days from the effective date.






The conditional insurance is subject to a number of restrictions and is only
applicable if the proposed Insureds were an acceptable risk for the insurance
applied for.

APPLICATION OF PREMIUMS

When You purchase a Policy and We receive money with Your  application,  We will
initially put Your money in Our General  Account.  Your money will remain in Our
General  Account  during  the  Underwriting  Process.  Upon  completion  of  the
Underwriting  Process,  Your money will be moved to the Money  Market  Portfolio
where it will remain for 15 days (or the period required in Your state plus five
days).  After the 15 days, We will  allocate  Your money less any charges,  plus
interest  earned to the Investment  Option(s) You requested in the  application.
All allocation  directions must be in whole  percentages.  If You pay additional
Premiums, We will allocate them in the same way as Your first Premium unless You
tell Us otherwise.

If You change Your mind about owning a Policy,  You can cancel it within 10 days
after  receiving it (or the period  required in Your state) (Free Look  Period).
(If the Owner is a resident of California and is age 60 or older,  the period is
30 days.) When You cancel the Policy within this time period, We will not assess
a  Surrender  Charge  and will  give  You back  Your  Premium  payment  less any
Indebtedness.

When Your application for the Policy is in good order, We will invest Your first
Premium in the Money Market  Portfolio  within two days after We have  completed
Our underwriting.  Subsequent  Premiums will be allocated in accordance with the
selections in Your application. If as a result of Our underwriting review, We do
not issue You a Policy,  We will  return Your  Premium,  and  interest,  if any,
required  by Your  state.  If We do issue a Policy,  on the Policy  Date We will
deduct the first  Monthly  Deduction  and credit  interest.  The  maximum  first
Monthly  Deduction is 100% of the first net Premium paid. The maximum  deduction
that We will take from the Premium is 8.0% of the Premium paid.

EXCHANGE OPTION

We will exchange this Policy for two individual Policies on the life of each
Insured, subject to the following occurrences:

     1.   A final divorce decree on the Insureds' marriage is issued and in
          effect for 6 months. The Insureds must have been married to each other
          on the Policy Date.

     2.   A significant change to the Federal Tax Law of the Internal Revenue
          Code that results in (1) or (2) below:

          a)   The repeal of the unlimited marital deduction provision; or




          b)   The tax rate in the maximum federal estate bracket is reduced to
               25% or less.

The exercise of this option to exchange the policy for two  individual  policies
may, under certain  circumstances,  result in adverse tax  consequences.  Please
consult your tax adviser before exercising any option under this rider.

GRACE PERIOD

Your  Policy  will  stay in  effect  as long as Your  Cash  Surrender  Value  is
sufficient  to cover Monthly  Deductions.  If the Cash  Surrender  Value of Your
Policy is not enough to cover these deductions,  We will mail You a notice.  You
will  have 61 days  from the time the  notice  is  mailed  to You to send Us the
required payment.  This is called the Grace Period. During the first five Policy
Years,  the Policy will not terminate if the cumulative  Premiums paid equal the
No-Lapse  Monthly  Premium  shown in the  Policy  times the  number  of  monthly
Anniversary  Days that have occurred plus one. The cumulative  Premiums paid are
equal to:

     o    the total Premiums paid; less

     o    any Indebtedness; less

     o    any partial surrenders, Partial Surrender Fees assessed and any
          pro-rata charge assessed for the partial surrenders.

If the last  surviving  Insured  dies  during  the Grace  Period,  the  Premiums
required to provide  coverage to the date of the last surviving  Insureds' death
will be deducted from any amounts payable under the policy.

ACCUMULATION UNIT VALUES

The value of Your Policy that is invested in the Investment Option(s) will go up
or down depending upon the  investment  performance of the Investment  Option(s)
You choose. In order to keep track of the value of Your Policy, We use a unit of
measure We call an Accumulation  Unit. (An Accumulation  Unit works like a share
of a mutual fund.)

Every  Business Day We determine the value of an  Accumulation  Unit for each of
the Investment Options. The value of an Accumulation Unit for any given Business
Day is determined  by  multiplying  a factor We call the net  investment  factor
times the value of the  Accumulation  Unit for the previous  Business Day. We do
this for each  Investment  Option.  The net  investment  factor is a number that
reflects the change (up or down) in an underlying  Investment  Option share. Our
Business  Days  are  each day  that  the New  York  Stock  Exchange  is open for
business.  Our  Business  Day closes  when the New York Stock  Exchange  closes,
usually 4:00 P.M. Eastern time.



When You make a Premium payment, We credit Your Policy with Accumulation Units.
The number of Accumulation Units credited is determined by dividing the amount
of Net Premium allocated to an Investment Option by the value of the
Accumulation Unit for the Investment Option for the Business Day when the
Premium payment is applied to Your Policy.

We calculate the value of an Accumulation Unit for each Investment Option after
the New York Stock Exchange closes each Business Day and then apply it to Your
Policy.

When We assess the Monthly Deductions,  We do so by deducting Accumulation Units
from Your Policy.  When You have selected more than one Investment Option and/or
the Fixed  Account,  We make the  deductions  pro-rata  from all the  Investment
Options and the Fixed Account.

When You make a surrender We determine  the number of  Accumulation  Units to be
deducted by dividing the amount of the surrender  from an  Investment  Option by
the value of an  Accumulation  Unit for the  Investment  Option.  The  resulting
number of  Accumulation  Units is  deducted  from Your  Policy.  When You make a
transfer from one Investment  Option to another We treat the  transaction by its
component parts, i.e. a surrender and a purchase.

EXAMPLE:

         On Monday We receive a Premium payment from You. You have told Us You
         want $700 of this payment to go to the Large Cap Value Portfolio. When
         the New York Stock Exchange closes on that Monday, We determine that
         the value of an Accumulation Unit for the Large Cap Value Portfolio is
         $12.70. We then divide $700 by $12.70 and credit Your Policy on Monday
         night with 55.12 Accumulation Units for the Large Cap Value Portfolio.

RIGHT TO REFUND

To receive  the tax  treatment  accorded  life  insurance  under  Federal  laws,
insurance  under the Policy must  initially  qualify and  continue to qualify as
life insurance under the Internal Revenue Code. To maintain qualification to the
maximum  extent  permitted  by law, We reserve the right to return  Premiums you
have paid which We determine will cause any coverage under the Policy to fail to
qualify as life insurance under applicable tax law and any changes in applicable
tax  laws or will  cause it to  become  a  Modified  Endowment  Contract  (MEC).
Additionally,  We  reserve  the right to make  changes  in the Policy or to make
distributions  to the extent We  determine  necessary to continue to qualify the
Policy as life insurance and to comply with applicable laws. We will provide You
advance written notice of any change.

If  subsequent  Premium  payments will cause Your Policy to become a MEC We will
contact  You prior to  applying  the  Premium.  If You elect to have the Premium
applied,  We require that You acknowledge in writing that You understand the tax
consequences  of a MEC before We will apply the  Premiums.  Section 6 contains a
discussion of certain tax considerations, including MECs.



EXCHANGE OF A POLICY FOR A BMA POLICY

Under  federal tax law a life  insurance  policy may be  exchanged  tax-free for
another life insurance policy.  However, a policy received in exchange for a MEC
will also be treated as a MEC.  Any  exchange  of a policy for a BMA Policy must
meet Our policy exchange rules in effect at that time.

3.       INVESTMENT CHOICES

The Policy  offers 24  investment  choices--a  Fixed  Account and 23  Investment
Options. Additional Investment Options may be available in the future.

You should  read the  prospectuses  for these funds  carefully.  Copies of these
prospectuses will be sent to you with your Policy.  Certain portfolios contained
in the fund  prospectuses  may not be  available  with Your  Policy.  Below is a
summary of the investment  objectives and strategies of each Investment  Option.
There can be no assurance that the investment  objectives will be achieved.  The
fund prospectuses contain more complete information,  including a description of
the investment objectives,  policies,  restrictions and risks of each Investment
Option.

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

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

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

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



INVESTORS MARK SERIES FUND, INC.

Investors  Mark Series Fund,  Inc. is managed by Investors  Mark  Advisors,  LLC
(Adviser),  which is an affiliate of BMA.  Investors Mark Series Fund, Inc. is a
mutual fund with multiple  portfolios.  Each  Investment  Option has a different
investment objective. The Adviser has engaged sub-advisers to provide investment
advice for the individual  Investment Options.  The following Investment Options
are available under the Policy:

Standish, Ayer & Wood, Inc. is the Sub-Adviser to the following Portfolios:

          Intermediate Fixed Income Portfolio

The goal of this  Portfolio is a high level of current  income with stability of
principal and liquidity.  The Portfolio seeks to accomplish this by investing in
intermediate  term,  high-quality  corporate  and  mortgage-backed  fixed income
investments. The average maturity of the investments in the Portfolio is five to
thirteen years.  The Portfolio also looks for other  opportunities  to invest in
securities that have the potential for capital appreciation,  but are not likely
to add risk to the Portfolio.

         Mid Cap Equity Portfolio

The goal of the Portfolio is to achieve long-term growth by investing in the
common stock of mid-sized U.S. companies.

Stocks must meet two criteria in order to be included in the Portfolio:

     o    they must have above-average growth potential and momentum, and

     o    they must be undervalued, or "cheap," relative to other stocks and the
          market as a whole.

The Portfolio's Adviser uses both mathematical models and years of experience in
individual judgment to make the stock buy and sell decisions for the Portfolio.

         Money Market Portfolio

The goal of this  Portfolio  is to earn the  highest  possible  level of current
income  while  preserving  capital  and  maintaining  liquidity.  It  invests in
carefully  selected  short-term  fixed  income  securities  issued  by the  U.S.
government and its agencies and by other stable financial institutions.

Standish  International  Management  Company,  LLC  is  the  Sub-Adviser  to the
following Portfolio:

         Global Fixed Income Portfolio

The  Portfolio's  objective is to maximize total return and to generate a market
level return while  preserving both liquidity and principal.  Typically,  assets
are diversified across ten or more countries.




Stein Roe & Farnham Incorporated is the Sub-Adviser to the following Portfolios:

         Small Cap Equity Portfolio


This Portfolio  seeks  long-term  growth by investing in small and  medium-sized
companies that the  Portfolio's  Adviser  believes have the potential to grow at
above average rates.  The  Portfolio's  Adviser seeks to invest in companies who
compete in large and  growing  markets  and  possess  ready  access to  capital,
growing market share,  strong management teams with ownership  interests,  and a
business strategy designed to fully exploit future growth opportunities.


         Large Cap Growth Portfolio

The goal of this  Portfolio is long-term  capital  appreciation.  The  Portfolio
invests, under normal circumstances,  at least 65 percent of its total assets in
common stocks and other equity type  securities  believed to have the ability to
appreciate  in value  over  time.  The  Portfolio's  Adviser  seeks to invest in
companies  that it believes  have the  potential to maintain  their  competitive
advantages and to create wealth over a long period of time.

David L. Babson & Co., Inc. is the Sub-Adviser to the following Portfolio:

         Large Cap Value Portfolio

The goal of this  Portfolio is long-term  capital  growth.  It invests in common
stocks that are seen as undervalued, or "cheap," relative to corporate earnings,
dividends,  and/or  assets-striving to achieve  above-average  return with below
average risk.

Lord, Abbett & Co. is the Sub-Adviser to the following Portfolio:

         Growth & Income Portfolio

This Portfolio is seeks long-term growth of capital and income without excessive
fluctuation in market value.  It invests in large,  seasoned  companies in sound
financial condition that are expected to show above average price appreciation.

Kornitzer Capital Management, Inc. is the Sub-Adviser to the following
Portfolio:

         Balanced Portfolio


The goal of this  Portfolio is both  long-term  capital  growth and high current
income.  It invests in both stocks and fixed income  securities.  The balance of
stocks and bonds in the Portfolio  can change based on the  Portfolio  Adviser's
view of economic conditions,  interest rates, and stock prices.  Generally,  the
Portfolio's assets will be invested in common stocks, in high yielding corporate
bonds,  and in  convertible  securities.  Convertible  securities  offer current
income like a corporate bond, but can also provide capital  appreciation through
their conversion feature (the right to convert to common stock).

BERGER INSTITUTIONAL PRODUCTS TRUST

Berger  Institutional  Products Trust is a mutual fund with multiple portfolios.
BBOI  Worldwide LLC is the adviser to the Berger  IPT-International  Fund.  BBOI
Worldwide  LLC has  retained  Bank  of  Ireland  Asset  Management  (U.S.).  The
following Investment Option is available under the Policy:

         Berger IPT-International Fund

The goal of this Fund is long-term capital  appreciation  through investments in
non-U.S. equity securities of well-established  companies.  The primary focus of
the fund is on undervalued,  or "cheap," stocks of mid-sized to large companies.

THE ALGER AMERICAN FUND

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

         Alger American Growth Portfolio

This  portfolio  seeks  long-term  capital  appreciation.  It focuses on growing
companies that generally have broad product lines, markets,  financial resources
and depth of  management.  Under normal  circumstances,  the  portfolio  invests
primarily in the equity securities of large companies. The portfolio considers a
large company to have a market capitalization of $1 billion or greater.


    Alger American Leveraged AllCap Portfolio

This portfolio seeks long-term capital appreciation. Under normal circumstances,
the  Portfolio  invests in the equity  securities of companies of any size which
demonstrate  promising growth  potential.  The Portfolio can leverage,  that is,
borrow money, up to one-third of its total assets to buy additional  securities.
By borrowing  money,  the portfolio has the potential to increase its returns if
the  increase  in the  value of the  securities  purchased  exceeds  the cost of
borrowing, including interest paid on the money borrowed.


         Alger American MidCap Growth Portfolio

This  Portfolio  seeks  long-term  capital  appreciation.  It focuses on midsize
companies  with  promising  growth  potential  that generally have broad product
lines,  markets,  financial  resources  and depth of  management.  Under  normal
circumstances,  the  Portfolio  invests  primarily in the equity  securities  of
companies  having a market  capitalization  within the range of companies in the
S&P MidCap 400 Index(R).

AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.

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

         VP Income & Growth

This Portfolio seeks dividend growth,  current income, and capital  appreciation
by investing in common  stocks.  The  Portfolio  invests in mainly large company
stocks,  such as those in the Standard & Poor's 500 Composite Stock Price Index,
but it also may invest in the  stocks of small and  medium-size  companies.  The
management  team strives to outperform the Standard & Poor's 500 Composite Stock
Price Index over time while matching its risk characteristics.

         VP Value

This Portfolio seeks long-term  capital growth as a primary objective and income
as a secondary  objective.  It invests in  well-established  companies  that the
Portfolio's Adviser believes are undervalued at the time of purchase.

DREYFUS STOCK INDEX FUND

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

The  objective  of this  Portfolio  is to match,  as  closely as  possible,  the
performance  of the Standard & Poor's 500  Composite  Price Index (S&P 500).  To
pursue this goal, the fund generally invests in all 500 stocks in the S&P 500 in
proportion to their weighting in the index.

DREYFUS VARIABLE INVESTMENT FUND

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

         Dreyfus VIF Disciplined Stock Portfolio

This Portfolio seeks investment returns (consisting of capital  appreciation and
income) that are greater than the total return performance of stocks represented
by the Standard & Poor's 500 Composite Stock Price Index. To pursue this goal,
the portfolio invests in a blended portfolio of growth and value stocks chosen
through a disciplined investment process.




VARIABLE INSURANCE PRODUCTS FUND AND VARIABLE INSURANCE PRODUCTS FUND II

Variable  Insurance  Products Fund and Variable  Insurance  Products Fund II are
each  mutual  funds  managed by  Fidelity  Management  & Research  Company.  The
following Investment Options are available under the Policy:

         Fidelity VIP Overseas Portfolio

This Portfolio  seeks  long-term  growth of capital by investing at least 65% of
total assets in foreign  securities and allocating  investments across countries
and  regions  considering  the size of the  market in each  country  and  region
relative to the size of the international market as a whole.

         Fidelity VIP Growth Portfolio

This Portfolio seeks to achieve capital  appreciation by investing  primarily in
common stocks of companies that the Adviser believes have  above-average  growth
potential (stocks of these companies are often called "growth" stocks).

         Fidelity VIP II Contrafund Portfolio

This Portfolio seeks long-term  capital  appreciation by investing  primarily in
common  stocks of  companies  whose  value  the  Adviser  believes  is not fully
recognized by the public.

INVESCO VARIABLE INVESTMENT FUNDS, INC.

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

         INVESCO VIF--High Yield Fund

The  objective of this  Portfolio  is to seek a high level of current  income by
investing  substantially  all of its assets in lower-rated  debt bonds and other
debt  securities  as well as  preferred  stock.  A secondary  goal is  long-term
capital appreciation.

          INVESCO VIF--Equity Income Fund

This Portfolio  seeks high total return through both growth and current  income.
The Portfolio normally invests primarily in dividend paying common and preferred
stocks.  The  remaining  assets  are  generally  invested  in  income  producing
securities  such as  corporate  bonds;  however,  in order to take  advantage of
strong equity markets, there are no limits on the amount of equity securities in
which the Portfolio may invest.The  Portfolio may invest up to 30 percent of its
total assets in non-dividend paying common stocks.


LAZARD RETIREMENT SERIES, INC.

Lazard Retirement Series, Inc. is a mutual fund with multiple portfolios. Lazard
Asset  Management,  a division of Lazard  Freres & Co.  LLC, a New York  limited
liability company,  is the investment manager for each portfolio.  The following
Investment Option is available under the Policy:

         Lazard Retirement Small Cap Portfolio

This Portfolio seeks long-term  capital  appreciation.  It invests  primarily in
equity securities, principally common stocks, of relatively small U.S. companies
with market  capitalizations  in the range of the Russell 2000(R) Index that the
manager  believes are undervalued  based on their  earnings,  cash flow or asset
values.

TRANSFERS

You can transfer money among the Fixed Account and the Investment Options. You
can make 12 free transfers each calendar year. You can make a transfer to or
from the Fixed Account and to or from any Investment Option. If You make more
than 12 transfers in a calendar year, there is a transfer fee deducted. The fee
is $25 per transfer. The following apply to any transfer:

     1.   The minimum amount which You can transfer from the Fixed Account or
          any Investment Option is $250 or Your entire interest in the
          Investment Option or the Fixed Account, if the remaining balance is
          less than $250.

     2.   The maximum amount which can be transferred from the Fixed Account is
          limited to 25% of the Accumulation Value in the Fixed Account. Only
          one transfer out of the Fixed Account is allowed each Calendar Year.
          These requirements are waived if the transfer is pursuant to a
          pre-scheduled transfer.

     3.   The minimum amount which must remain in any Investment Option or Fixed
          Account after a transfer is $250.

     4.   A transfer will be effective as of the end of the Business Day when We
          receive an Authorized Request at the Service Center.

     5.   Neither We nor Our Service Center is liable for a transfer made in
          accordance with Your instructions.

     6.   We reserve the right to restrict the number of transfers per year and
          to restrict transfers from being made on consecutive Business Days.

     7.   Your right to make transfers is subject to modification if We


          determine, in Our sole opinion, that the exercise of the right by one
          or more Owners is, or would be, to the disadvantage of other Owners.
          Restrictions may be applied in any manner reasonably designed to
          prevent any use of the transfer right which is considered by Us to be
          to the disadvantage of other Owners. A modification could be applied
          to transfers to or from one or more of the Investment Options and
          could include but not be limited to:

          o    a requirement of a minimum time period between each transfer;

          o    not accepting transfer requests of an agent acting under a power
               of attorney on behalf of more than one Owner; or

          o    limiting the dollar amount that may be transferred by an Owner at
               any one time.

TELEPHONE TRANSFERS

You may elect to make  transfers by telephone.  To elect this option You must do
so in an Authorized Request. If there are Joint Owners, unless We are instructed
to the  contrary,  instructions  will be  accepted  from either one of the Joint
Owners.  We  will  use  reasonable   procedures  to  confirm  that  instructions
communicated  by telephone  are genuine.  If We do not, We may be liable for any
losses due to unauthorized or fraudulent  instructions.  The Service Center tape
records  all  telephone  instructions.  Transfers  do not change the  allocation
instructions for future Premiums.

DOLLAR COST AVERAGING

The Dollar Cost  Averaging  Option allows You to  systematically  transfer a set
amount each month from the Money Market Portfolio to any of the other Investment
Option(s).  By allocating amounts on a regular schedule as opposed to allocating
the total amount at one  particular  time,  You may be less  susceptible  to the
impact of market fluctuations.

The minimum amount which can be transferred each month is $250. You must have an
unloaned  Accumulation Value of at least $5,000. The amount required to complete
Your program  must be in the source  account in order to  participate  in dollar
cost averaging.

All dollar cost  averaging  transfers  will be made on the 15th day of the month
unless that day is not a Business  Day. If it is not,  then the transfer will be
made the next Business Day. You must participate in dollar cost averaging for at
least 6 months.

If You  participate  in dollar cost  averaging,  the  transfers  made under this
option are not taken into account in  determining  any transfer fee.  Currently,
there is no charge for participating in Dollar Cost Averaging.




ASSET REBALANCING OPTION

Once Your money has been allocated among the Investment Options, the performance
of the Accumulation  Value of each option may cause Your allocation to shift. If
the  unloaned  Accumulation  Value of Your  Policy is at least  $5,000,  You can
direct Us to automatically  rebalance Your Policy each quarter to return to Your
original  percentage  allocations by selecting Our asset rebalancing option. The
program  will  terminate  if You make any  transfer  outside  of the  Investment
Options You have selected under the asset rebalancing option. The minimum period
to participate  in this program is 6 months.  The transfer date will be the 15th
of the month  unless  that day is not a  Business  Day.  If it is not,  then the
transfer  will be made the next  Business  Day. The Fixed Account is not part of
asset rebalancing.

If You participate in the asset rebalancing option, the transfers made under the
program are not taken into account in determining  any transfer fee.  Currently,
there is no charge for participating in the asset rebalancing option.

ASSET REBALANCING EXAMPLE:

Assume  that  You want the  Accumulation  Value  split  between  two  Investment
Options.  You want 40% to be in the Intermediate  Fixed Income Portfolio and 60%
to be in the Mid Cap  Equity  Portfolio.  Over  the next 2 1/2  months  the bond
market does very well while the stock market performs poorly.  At the end of the
first quarter,  the  Intermediate  Fixed Income  Portfolio now represents 50% of
Your holdings  because of its increase in value.  If You had chosen to have Your
holdings  rebalanced  quarterly,  on the first day of the next quarter, We would
sell some of Your units in the Intermediate  Fixed Income Portfolio to bring its
value  back to 40% and use the  money  to buy more  units in the Mid Cap  Equity
Portfolio to increase those holdings to 60%.

SUBSTITUTION

We may be required to substitute one of the Investment Options You have selected
with another  Investment Option. We would not do this without the prior approval
of the Securities and Exchange Commission. We will give You notice of Our intent
to do this.

4.       EXPENSES

There are charges and other expenses associated with the Policy that reduce the
return on Your investment in the Policy. The charges and expenses are:

PREMIUM CHARGE

We deduct a Premium Charge from each Premium payment You make. We consider a
portion of the Premium Charge a sales load. The sales load portion is 5.0% of
Premiums paid during the first ten Policy Years and 2.0% of Premiums paid
thereafter. The portion of the Surrender Charge that does not recover issue and






underwriting expenses is assessed as a sales load but only if the Policy is
surrendered during the first fifteen Policy Years. The Premium Charge is as
follows:

           Policy Years 1-10:                  8.0% of all Premiums.

           Policy Years 11 and later:          4.0% of all Premiums.

The Premium Charge is to cover some of Our costs incurred in selling the Policy
and in issuing it, such as commissions, premium tax, DAC tax (Deferred
Acquisition Costs) and administrative costs.

MONTHLY DEDUCTION

The initial Monthly Deduction is made on the Policy Date. On each Monthly
Anniversary Day We make a Monthly Deduction from the Accumulation Value of Your
Policy. The Monthly Deduction will be taken on a pro-rata basis from the
Investment Options and the Fixed Account, exclusive of the Loan Account. The
Monthly Deduction equals:

     o    the Cost of Insurance for the Policy; plus

     o    the monthly rider charges, if any; plus

     o    the Per $1,000 of Specified Amount Charge; plus

     o    the Risk Charge; plus

     o    the monthly Policy Charge.

Cost of Insurance. This charge compensates Us for insurance coverage provided
for the month. The cost of insurance charge for a Policy month equals the
appropriate current cost of insurance rate per $1,000, including any special
Rate Classes, times the net amount at risk. The net amount at risk is different
for the Level Death Benefit Option and the Adjustable Death Benefit Option. Part
II contains a more detailed description of the net amount at risk.

The monthly cost of insurance rate, per $1,000 of net amount at risk, is based
on:

     o    issue Age of each of the Insureds;

     o    sex of each of the Insureds;

     o    Rate Class of each of the Insureds; and

     o    the Policy Year.




We will determine the monthly cost of insurance rates based on the  expectations
as to future  experience.  We may charge less than the maximum cost of insurance
rates as shown in the Table of Cost of Insurance Rates contained in Your Policy.
Any change in the cost of  insurance  rates will apply to  Insureds  of the same
Age,  sex, Rate Class and Policy Year.  The cost of insurance  rates are greater
for Insureds in special Rate Classes.

Monthly  Rider  Charges.  We charge  separately  for any riders  attached to the
Policy.  We  deduct  the cost of the  riders  for a Policy  Month as part of the
Monthly Deduction on each Monthly Anniversary Day.

Per $1,000 of  Specified  Amount  Charge.  We assess a Per  $1,000 of  Specified
Amount  Charge  which is equal to $0.08  per month per  $1,000 of  Initial  Base
Policy  Specified  Amount for the first Policy Year.  It is also  deducted  each
month for the next 12 months following an increase to the Specified Amount.

Risk Charge. We assess a Risk Charge which is deducted as part of the Monthly
Deduction. The Risk Charge is calculated as follows:

        Policy Years 1-15:             Each month, 0.07%, on a monthly basis,
                                       of the Accumulation Value in the Separate
                                       Account.

        Policy                         Years 16 and later: Each month, 0.03%, on
                                       a monthly basis, of the Accumulation
                                       Value in the Separate Account.

The Risk Charge  compensates Us for some of the mortality  risks We assume,  and
the risk that We will experience  costs above that for which We are compensated.
It also compensates Us for some of the administrative costs in administering the
Policy. We expect to profit from the charge.

Policy Charge. We assess a Policy Charge which is deducted each Monthly
Anniversary Day. The Policy Charge is:

         Policy Year 1:             $35 each month

         Policy                     Years 2 and later: Currently, $7.50 each
                                    month. This charge is not guaranteed and may
                                    be increased, but it will not exceed $10.

The Policy Charge compensates Us for some of the administrative costs of the
Policy and the Separate Account.

SURRENDER CHARGE

If the Policy is  surrendered  before the 15th Policy  Anniversary  or within 15
years  following  the  effective  date of any  increase in Specified  Amount,  a
Surrender  Charge may be deducted.  The Surrender Charge specific to Your Policy
is shown on Your Policy Schedule.




The maximum Surrender Charge that will be assessed ranges from $1.50 to $40.00
per $1,000 of Specified Amount.

The charge is not  affected by the  addition of riders.  After the third  Policy
Year,  or after three years  following the  effective  date of an increase,  the
Surrender  Charge for subsequent  Policy Years decreases  annually on the policy
Anniversary or the anniversary of any Specified  Amount increase  (pursuant to a
formula).  When there is a partial surrender of Cash Surrender Value, a pro-rata
portion of the  Surrender  Charge is assessed for any amount that the  Specified
Amount is reduced.  The  pro-rata  Surrender  Charge is  calculated  in the same
manner as for a requested decrease.

The Surrender Charge and the pro-rata  Surrender  Charge  compensates Us for the
costs  associated  with  selling  the  Policy  and for  issue  and  underwriting
expenses.

PARTIAL SURRENDER FEE

When there is a partial  surrender of the Cash Surrender  Value,  in addition to
any Surrender  Charge that may be assessed,  We will charge a Partial  Surrender
Fee of $25. This charge  compensates Us for administrative  expenses  associated
with a surrender.

The  Surrender  Charge and Partial  Surrender Fee are deducted from the unloaned
Accumulation Value of the Policy. The Partial Surrender Fee is deducted pro-rata
from the Investment Option(s) and/or the Fixed Account from which the withdrawal
is made.

REDUCTION OR ELIMINATION OF THE SURRENDER CHARGE

We may reduce or eliminate the amount of the Surrender Charge when the Policy is
sold under circumstances  which reduce its sales expense.  Some examples are: if
there is a large group of  individuals  that will be purchasing  the Policy or a
prospective  purchaser  already had a relationship with Us. We will not deduct a
Surrender  Charge under a Policy  issued to an officer,  director or employee of
BMA or any of its affiliates.

TRANSFER FEE

You can make 12 free  transfers  every  calendar  year. If You make more than 12
transfers  in a calendar  year,  We will deduct a transfer  fee of $25. If We do
assess a transfer fee, it will be deducted from the amount transferred.

If the  transfer  is part of the  Dollar  Cost  Averaging  Option  or the  Asset
Rebalancing Option, it will not count in determining the transfer fee.

TAXES

We do not  currently  assess any charge  for  income  taxes  which We incur as a
result of the operation of the Separate Account.  We reserve the right to assess
a charge for such taxes against the Separate Account or your Accumulation  Value
if we determine that such taxes will be incurred.

INVESTMENT OPTION EXPENSES

There are  deductions  from and  expenses  paid out of the assets of the various
Investment  Options,  which are summarized  below. See the fund prospectuses for
more information.



                                             INVESTMENT OPTION EXPENSES

                    (as a percentage of the average daily net assets of an Investment Option for
                                    the most recent fiscal year, except as noted)


                                                                                                      Total Annual
                                                                                      Other            Portfolio
                                                                                     Expenses           Expenses
                                                                                      (after             (after
                                                                                  reimbursement      reimbursement
                                                        Management      12b-1      for certain        for certain
                                                           Fees          Fees      Portfolios)        Portfolios)
                                                      -------------   -------   ---------------   -----------------
                                                                                                
INVESTORS MARK SERIES FUND,
INC.(1)
Intermediate Fixed Income Portfolio                          .60%         --             .20%               .80%
Mid Cap Equity Portfolio                                     .80%         --             .10%               .90%
Money Market Portfolio                                       .40%         --             .10%               .50%
Global Fixed Income Portfolio                                .75%         --             .25%              1.00%
Small Cap Equity Portfolio                                   .95%         --             .10%              1.05%
Large Cap Growth Portfolio                                   .80%         --             .10%               .90%
Large Cap Value Portfolio                                    .80%         --             .10%               .90%
Growth & Income Portfolio                                    .80%         --             .10%               .90%
Balanced Portfolio                                           .80%         --             .10%               .90%

BERGER INSTITUTIONAL PRODUCTS
TRUST(2)
Berger IPT--International Fund                               .85%         --             .35%              1.20%

THE ALGER AMERICAN FUND
Alger American Growth Portfolio                              .75%         --             .04%               .79%
Alger American Leveraged AllCap Portfolio                    .85%         --             .05%               .90%
Alger American MidCap Growth Portfolio                       .80%         --             .04%               .84%






AMERICAN CENTURY VARIABLE
PORTFOLIOS, INC.
VP Value                                                    1.00%         --             .00%              1.00%
VP Income & Growth                                           .70%         --             .00%               .70%

DREYFUS STOCK INDEX FUND-Initial Shares (5)                  .25%         --             .01%               .26%
DREYFUS VARIABLE INVESTMENT FUND (5)
Dreyfus VIF Disciplined Stock Portfolio-Initial Shares       .75%         --             .06%               .81%

VARIABLE INSURANCE PRODUCTS FUND,
 VARIABLE INSURANCE PRODUCTS FUND
 II, SERVICE CLASS II (6)
Fidelity VIP Overseas Portfolio                              .72%       .25%             .18%              1.15%
Fidelity VIP Growth Portfolio                                .57%       .25%             .09%               .91%
Fidelity VIP II Contrafund Portfolio                         .57%       .25%             .10%               .92%

INVESCO VARIABLE INVESTMENT
 FUNDS, INC.(3)
INVESCO VIF--High Yield Fund                                 .60%         --             .45%              1.05%
INVESCO VIF--Equity Income Fund                              .75%         --             .33%              1.08%

LAZARD RETIREMENT SERIES, INC.(4)
Lazard Retirement Small Cap Portfolio                        .75%       .25%             .25%              1.25%


(1)  Investors Mark Advisors,  LLC voluntarily  agreed to reimburse  expenses of
     each  Portfolio  of  Investors  Mark Series  Fund,  Inc. for the year ended
     December 31, 2000 and will continue this  arrangement  until April 30, 2002
     so that the annual expenses do not exceed the amounts set forth above under
     "Total Annual Portfolio  Expenses" for each Portfolio.  Absent such expense
     reimbursement,  the Total  Annual  Portfolio  Expenses  for the year  ended
     December 31, 2000 were: 1.62% for the Money Market Portfolio; 2.15% for the
     Intermediate  Fixed  Income  Portfolio;  1.83% for the Global  Fixed Income
     Portfolio;  1.91% for the Mid Cap Equity Portfolio;  1.51% for the Balanced
     Portfolio; 1.28% for the Growth & Income Portfolio; 1.45% for the Small Cap
     Equity Portfolio;  1.15% for the Large Cap Growth Portfolio;  and 1.45% for
     the Large Cap Value Portfolio.

(2)  Under a written contract, the Funds' investment adviser has agreed to waive
     its advisory fee and  reimburse  the Funds to the extent that,  at any time
     during the life of a Fund, such Fund's annual  operating  expenses exceed a
     specified amount  (1.20%-Berger  IPT-International  Fund). The contract may
     not be  terminated  or  amended  except  by a vote of the  Funds'  Board of
     Trustees.  Absent the waiver and  reimbursements,  the  Management  Fee for
     Berger  IPT-International  Fund would have been .85%;  their Other Expenses
     would have been 1.29%; and their Total AnnualPortfolio  Expenses would have
     been 2.14%.  Effective May 12, 2000, the investment advisory fee charged to
     Berger IPT-International Fund was reduced to the following rates of average
     daily net assets:  0.85% of the first $500 million,  0.80% of the next $500
     million,  and 0.75% over $1 billion. The amount shown reflects the restated
     advisory fee.

(3) The Fund's actual Other Expenses and Total Annual Fund Operating Expenses
    were lower than the figures shown because their custodian fees were reduced
    under an expense offset arrangement.

     (4)  Lazard  Asset  Management,   Inc.,  the  fund's  investment   adviser,
          voluntarily agreed to reimburse all expenses through December 31, 2001
          to the extent total  annual  portfolio  expenses  exceed in any fiscal
          year 1.25% of the






    Portfolio's average daily net assets. Absent this expense reimbursement,
    Total Portfolio Expenses for the year ended December 31, 2000 would have
    been 2.76% for the Lazard Retirement Small Cap Portfolio.

     (5)  The figures in the above Expense Table are for the initial share class
          for the fiscal year ended December 31, 2000. Actual Expenses in future
          years may be higher or lower than the figures given above.

(6) Actual annual class operating expenses were lower because a portion of the
    brokerage commissions that the fund paid was used to reduce the fund's
    expenses, and/or because through arrangements with the fund's custodian,
    credits realized as a result of uninvested cash balances were used to reduce
    a portion of the fund's custodian expenses. See the accompanying fund
    prospectus for details.


5.       DEATH BENEFIT

The primary purpose of the Policy is to provide Death Benefit protection on the
lives of the Insureds. While the Policy is in force, upon the death of the last
surviving Insured, the Beneficiary(ies) will receive the Death Proceeds. The
Death Proceeds equal the Death Benefit under the Policy less any Indebtedness.

The amount of the Death Benefit depends upon:

     o    the Specified Amount;

     o    Your Policy's Accumulation Value on the date of the last surviving
          Insured's death; and

     o    the Death Benefit Option in effect at the time of death.

The Policy provides two Death Benefit options:

     o    a Level Death Benefit; and

     o    an Adjustable Death Benefit.

So long as the Policy remains in force, the Death Benefit under either option
will never be less than the Specified Amount.

Level Death Benefit Option. The amount of the Death Benefit under the Level
Death Benefit Option is the greater of:

     1.   the Specified Amount on the date of death of the last surviving
          Insured; or

     2.   the Accumulation Value on the date of death of the last surviving
          Insured multiplied by the applicable factor from the Table of Minimum
          Death Benefit Corridor Percentages shown below.







Adjustable Death Benefit Option. The amount of the Death Benefit under the
Adjustable Death Benefit Option is the greater of:

     1.   the Specified Amount on the date of death of the last surviving
          Insured plus the Accumulation Value on the date of death of the last
          surviving Insured; or

     2.   the Accumulation Value on the date of death of the last surviving
          Insured multiplied by the applicable factor from the Table of Minimum
          Death Benefit Corridor Percentages shown below.



The applicable percentage is a percentage that is based on the attained Age of
the younger of the Insureds on the Policy Date plus the number of completed
Policy Years on the date that the Death Benefit is to be determined and is equal
to the following:

        Attained           Corridor              Attained            Corridor
           Age            Percentage               Age              Percentage
   --------------        ------------         -------------       ---------------
                                                             
        0-40                 250%                   60                   130%
         41                  243%                   61                   128%
         42                  236%                   62                   126%
         43                  229%                   63                   124%
         44                  222%                   64                   122%
         45                  215%                   65                   120%
         46                  209%                   66                   119%
         47                  203%                   67                   118%
         48                  197%                   68                   117%
         49                  191%                   69                   116%
         50                  185%                   70                   115%
         51                  178%                   71                   113%
         52                  171%                   72                   111%
         53                  164%                   73                   109%
         54                  157%                   74                   107%
         55                  150%                75-90                   105%
         56                  146%                   91                   104%
         57                  142%                   92                   103%
         58                  138%                   93                   102%
         59                  134%                   94                   101%
                                                 95-100                  100%


CHANGE IN DEATH BENEFIT OPTION

You may change the Death Benefit option after the Policy has been in force for
at least one year, subject to the following:






     1.   You must submit an Authorized Request;

     2.   once the Death Benefit option has been changed, it cannot be changed
          again until the next policy Year;

     3.   if the Level Death Benefit Option is to be changed to the Adjustable
          Death Benefit Option, You must submit proof satisfactory to Us that
          both Insureds are still living;

     4.   if the Level Death Benefit Option is changed to the Adjustable Death
          Benefit Option, the resulting Specified Amount can never be less than
          the Minimum Base Policy Specified Amount. The Specified Amount will be
          reduced to equal the Specified Amount less the Accumulation Value on
          the date of change. This decrease will not result in any decrease in
          Premiums or Surrender Charges; and

     5.   if the Adjustable Death Benefit Option is changed to the Level Death
          Benefit Option, the Specified Amount will be increased by an amount
          equal to the Accumulation Value on the date of the change. This
          increase will not result in any increase in Premiums or Surrender
          Charges.

Any change in a Death Benefit option will take effect on the Monthly Anniversary
Day on or following the date We approve the request for the change.

CHANGE IN SPECIFIED AMOUNT

You may change the Specified Amount of the Policy effective on any Monthly
Anniversary Day after the Policy has been in force at least one year, subject to
the following requirements. Once the Specified Amount has been changed, it
cannot be changed again until the next Policy Year.

Specified Amount Increase. To increase the Specified Amount You must:

     1.   submit an application for the increase;

     2.   submit proof satisfactory to Us that each Insured is an insurable
          risk; and

     3.   pay any additional Premium which is required.

The Specified Amount can only be increased while the older Insured is age 90 or
less and the younger Insured is age 85 or less. A Specified Amount increase will
take effect on the Monthly Anniversary Day on or following the day We approve
the application for the increase provided both Insureds are alive on that day.
The Specified Amount increase must be for at least $100,000. Each increase will
have its own Surrender Charge schedule based on the increased issue Age, sex and
Rate Class of each Insured. The Rate Class that applies to any Specified Amount
increase may be different from the Rate Class that applies to the Initial Base
Policy Specified Amount. Each increase will have its own cost of insurance
schedule.




The following changes will be made to reflect the increase in Specified Amount:

     1.   the No-Lapse Monthly Minimum Premium will be increased;

     2.   an additional Surrender Charge for the increase in Specified Amount
          will apply.

We will furnish You with documentation showing You the Rate Classes for the
Specified Amount increase, the amount of the increase and the additional
Surrender Charges.

Specified Amount Decrease. You must request by Authorized Request any decrease
in the Specified Amount. The decrease will take effect on the later of:

     1.   the Monthly Anniversary Day on or following the day We receive Your
          request for the decrease; or

     2.   the Monthly Anniversary Day one year after the last change in
          Specified Amount was made.

A Specified Amount decrease will be used to reduce any previous increases to the
Specified  Amount which are then in effect starting with the latest increase and
continuing in the reverse order in which the increases were made. If any portion
of the  decrease is left over after all  Specified  Amount  increases  have been
reduced to zero,  it will be used to reduce the Initial  Base  Policy  Specified
Amount.  We will not permit a Specified  Amount  decrease  that would reduce the
Specified Amount below the Minimum Base Policy Specified Amount.  The applicable
Surrender  Charge  for  the  amount  of  decrease  will  be  deducted  from  the
Accumulation Value.

The No-Lapse Monthly Minimum Premium will be reduced to reflect the Specified
Amount decrease.

GUARANTEED MINIMUM DEATH BENEFIT RIDER

You can elect to have a Guaranteed Minimum Death Benefit Rider added to Your
Policy. This rider guarantees that the Death Benefit under Your Policy will
never be less than the Specified Amount during the Guaranteed Minimum Death
Benefit (GMDB) period provided that the GMDB payment requirement has been met.
By meeting the GMDB Payment requirement, the Policy and any Riders will not
lapse even if the Policy's Cash Surrender Value is not sufficient to cover the
Monthly Deduction on a Monthly Anniversary Day during the GMDB Period.

The GMDB Period begins when the policy is issued and continues until the policy
anniversary on which the younger insured's attained age is 65 or ten years, if
longer.




There is no separate charge for this rider but in order to have the GMDB
provided by the rider You must pay a certain level Premium each month which is
greater than the No-Lapse Monthly Minimum Premium. The GMDB payment requirement
is met if the total Premiums paid during the GMDB Period are at least as large
as the sum of cumulative GMDB Premiums paid plus any partial surrenders and plus
any Indebtedness. The cumulative GMDB Premiums equal the Guaranteed Minimum
Death Benefit Premium times the number of Monthly Anniversary Days that have
occurred plus one. The initial monthly GMDB Premium is shown in the Policy
Schedule. The payment requirement for the GMDB rider must be met on each Monthly
Anniversary Day. Ask Your registered representative for the particulars to Your
own situation.

6.       TAXES

NOTE: BMA has prepared the following information on federal income taxes as a
general discussion of the subject. It is not intended as tax advice to any
person. You should consult your own tax adviser about your own circumstances.
BMA has included an additional discussion regarding taxes in Part II.

LIFE INSURANCE IN GENERAL

Life insurance, such as this Policy, is a means of providing for death
protection and setting aside money for future needs. Congress recognized the
importance of such planning and provided special rules in the Internal Revenue
Code (Code) for life insurance.

Simply stated, these rules provide that You will not be taxed on the earnings on
the money held in Your life insurance policy until You take the money out.
Beneficiaries generally are not taxed when they receive the Death Proceeds upon
the death of the last Insured. Estate taxes may apply.

TAKING MONEY OUT OF YOUR POLICY

You, as the Owner, will not be taxed on increases in the value of Your Policy
until a distribution occurs either as a surrender or as a loan. If Your Policy
is a Modified Endowment Contract (MEC) any loans or withdrawals from the Policy
will be treated as first coming from earnings and then from Your investment in
the Policy. Consequently, these earnings are included in taxable income.

The Code also provides that any amount received from a MEC which is included in
income may be subject to a 10% penalty. The penalty will not apply if the income
received is:

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

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

     (3)  in a series of substantially equal payments made annually (or more
          frequently) for the life or life expectancy of the taxpayer.



If Your Policy is not a MEC, any surrender proceeds will be treated as first a
recovery of the investment in the Policy and to that extent will not be included
in taxable income. Furthermore, any loan will be treated as indebtedness under
the Policy and not as a taxable distribution. See "Federal Tax Status" in Part
II for more details.

DIVERSIFICATION

The Code provides that the underlying investments for a variable life policy
must satisfy certain diversification requirements in order to be treated as a
life insurance contract. We believe that the Investment Options are being
managed so as to comply with such requirements.

Under current Federal tax law, it is unclear as to the circumstances under which
You,  because  of the  degree  of  control  You  exercise  over  the  underlying
investments,  and not Us would be  considered  the  Owner of the  shares  of the
Investment Options. If You are considered the Owner of the investments,  it will
result in the loss of the favorable tax treatment for the Policy.  It is unknown
to what  extent  Owners are  permitted  to select  Investment  Options,  to make
transfers  among the  Investment  Options or the  number and type of  Investment
Options Owners may select from. If guidance from the Internal Revenue Service is
provided which is considered a new position,  then the guidance would  generally
be applied  prospectively.  However,  if such guidance is considered not to be a
new position, it may be applied retroactively.  This would mean that You, as the
Owner of the Policy,  could be treated as the Owner of the  Investment  Options.
Due to the uncertainty in this area, BMA reserves the right to modify the Policy
in an attempt to maintain favorable tax treatment.

7.       ACCESS TO YOUR MONEY

LOANS

We will loan You money  while the Policy is in force and not in a Grace  Period.
The Policy will be the sole security for the loan. We will advance a loan amount
not to exceed the Loan Value.  The loan must be secured by proper  assignment of
the Policy. We may defer granting loans but not for more than six months, or the
time period required by your state.

The Accumulation Value securing the loan is transferred to the Loan Account on a
pro-rata basis. The amount transferred from each Investment Option and the Fixed
Account  will  equal  the ratio of the value  each  bears to the total  unloaned
Accumulation  Value.  If You desire  other than the above,  You may  specify the
specific Investment Option from which the transfer is to be made.

Any Indebtedness will be deducted from any amount payable under the Policy.

No new loan may be taken which, in combination with existing loans and accrued
interest, is greater than the Loan Value.



Effect  of a Loan.  A Policy  loan  will  result  in  Accumulation  Value  being
transferred  from  the  Investment  Options  or the  Fixed  Account  to the Loan
Account. A Policy loan,  whether or not repaid,  will have a permanent effect on
the death  benefits  and Policy  values,  because  the amount of the Policy loan
transferred to the Loan Account will not share in the investment  results of the
Investment  Options  while the Policy loan is  outstanding.  If the Loan Account
earnings rate is less than the investment performance of the selected Investment
Options and/or the Fixed Account,  the values and benefits under the Policy will
be reduced (and the Policy may even  terminate)  as a result of the Policy loan.
Furthermore,  if not  repaid,  the Policy  loan will  reduce the amount of Death
Benefit and Cash Surrender Value.

Loan Value. The loan value is equal to 90% of the Accumulation Value as of the
date the Authorized Request for the loan is received at the Service Center less:

     (a)  an amount equal to the Surrender Charge, if any, that applies if the
          Policy is surrendered in full;

     (b)  any existing Indebtedness;

     (c)  interest on all Indebtedness on the Policy to the next Policy
          Anniversary; and

     (d)  prior to the ninth Policy Month, an amount equal to the balance of the
          Monthly Deductions for the first Policy Year; or on or after the ninth
          Policy Month, an amount equal to the sum of the next three Monthly
          Deductions.

Loan Interest (Charged). You must pay interest on each Policy Anniversary at the
loan  interest  rate which is shown on Your Policy  Schedule.  The interest rate
applies to the unpaid balance of the loan. The first interest  payment is due on
the first Policy Anniversary following the date the loan was made.

If you do not pay loan  interest,  we will transfer the  difference  between the
value of the Loan Account and the Indebtedness  from the Investment  Options and
the Fixed Account on a pro-rata basis to the Loan Account.

Interest Credited. The Accumulation Value in the Loan Account will earn interest
at a rate not less than 5% for Policy  Years  1-20 and 5.5% for Policy  Years 21
and later.

Loan Repayment. You may repay loans at any time while the Policy is in force.
There is no minimum loan repayment amount. Any loan repayment received will be
repaid according to Your current allocation of Premiums.

Amounts received by us will be applied as Premiums unless we are otherwise
instructed to apply such amounts as repayment of the loan.




Termination   for  Maximum   Indebtedness.   The  Policy  will   terminate  when
Indebtedness equals or exceeds the Accumulation Value less the Surrender Charge,
if any, that applies if the Policy is surrendered in full.  Termination  will be
effective  61 days after We send  notice of the  termination  to Your last known
address and the last known address of any assignee of record.  A termination  of
the Policy with a loan  outstanding  may have Federal  income tax  consequences.
(See Part II--"Federal Tax Status--Tax Treatment of Loans and Surrenders").

SURRENDERS

Total  Surrender.  You may  terminate  the Policy at any time by  submitting  an
Authorized  Request to the Service Center.  We will pay the Cash Surrender Value
to You as of the Business Day the  Authorized  Request is received in good order
and Our liability under the Policy will cease. We may assess a Surrender Charge.

Partial Surrender. After the first Policy Year, You may surrender a part of the
Cash Surrender Value by submitting an Authorized Request to the Service Center.
All partial surrenders are subject to the following:

     1.   A partial surrender must be for at least $500.

     2.   Unless You specify otherwise, the partial surrender will be deducted
          on a pro-rata basis from the Fixed Account and the Investment Options.
          The Surrender Charge and the Partial Surrender Fee are also deducted
          from the Accumulation Value. You may specify if a different allocation
          method is to be used. However the proportion to be taken from the
          Fixed Account may never be greater than the Fixed Account's proportion
          of the total unloaned Accumulation Value.

     3.   You cannot replace the surrendered Cash Surrender Value. Unlike a loan
          repayment, all additional deposits will be considered Premium and
          subject to the Premium charge.

     4.   Upon a partial surrender, the Specified Amount may be reduced if the
          Level Death Benefit Option is in effect. The Specified Amount will not
          be reduced if the Adjustable Death Benefit Option is in effect. The
          Specified Amount will be reduced by the amount of the partial
          surrender if the Policy is not in corridor. (A Policy is in corridor
          if the Accumulation Value exceeds certain specified percentages as set
          forth in the Internal Revenue Code.)

     5.   You can make a partial surrender twice each Policy Year. The partial
          surrender will be limited to such amounts so that the partial
          surrender will not reduce the Specified Amount below the Minimum Base
          Policy Specified Amount, or reduce the remaining Cash Surrender Value
          below $500.

     6.   We may assess a pro-rata portion of the Surrender Charge for any




          amount by which the Specified Amount is reduced. We may also assess a
          Partial Surrender Fee.

8.       OTHER INFORMATION

BMA

Business Men's Assurance Company of America ("BMA" or the "Company"), BMA Tower,
700 Karnes Blvd.,  Kansas City,  Missouri 64108 was incorporated on July 1, 1909
under the laws of the state of  Missouri.  BMA is licensed to do business in the
District of Columbia,  Puerto Rico and all states except New York.  BMA operates
as a reinsurer  in the state of New York.  BMA is a wholly owned  subsidiary  of
Assicurazioni  Generali S.p.A.,  which is the largest insurance  organization in
Italy.

THE SEPARATE ACCOUNT

We have established a separate account, BMA Variable Life Account A (Separate
Account), to hold the assets that underlie the Policies.

The assets of the  Separate  Account are being held in Our name on behalf of the
Separate  Account and legally belong to Us. However,  those assets that underlie
the  Policies,  are not  chargeable  with  liabilities  arising out of any other
business  We may  conduct.  All the  income,  gains  and  losses  (realized  and
unrealized)  resulting from those assets are credited to or charged  against the
Policies and not against any other Policies We may issue.

DISTRIBUTORS

Jones & Babson, Inc., 700 Karnes Boulevard, Kansas City, Missouri 64108, acts as
a distributor of the Policies. Jones & Babson, Inc. was organized under the laws
of the state of Missouri on February 23, 1959. Jones & Babson, Inc., is a member
of the National  Association of Securities Dealers,  Inc., and is a wholly owned
subsidiary of BMA.

The Policy will be sold by  individuals  who,  in addition to being  licensed as
life  insurance  agents for BMA, are also  National  Association  of  Securities
Dealers   (NASD)   registered   representatives.   These  persons  will  receive
compensation for this sale.

ADMINISTRATION

We  have  hired  Liberty  Insurance  Services,   2000  Wade  Hampton  Boulevard,
Greenville,  South Carolina to perform certain administrative services regarding
the Policies.  The  administrative  services  include issuance of the Policy and
maintenance  of Policy  records.  Claims are  handled  jointly  between  BMA and
Liberty Insurance Services.



SUSPENSION OF PAYMENTS OR TRANSFERS

We may be required to suspend or postpone any payments or transfers involving an
Investment Option for any period when:

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

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

     3.   an emergency exists as a result of which disposal of shares of the
          Investment Options is not reasonably practicable or BMA cannot
          reasonably value the shares of the Investment Options;

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

We may defer the portion of any transfer, amount payable or surrender, or Policy
Loan from the Fixed Account for not more than six months, or the time period
required by your state.

OWNERSHIP

Owner. You, as the Owner of the Policy, have all of the rights under the Policy.
If You die while the Policy is still in force and both of the Insureds are
living, ownership passes to a contingent Owner or if none, then Your estate
becomes the Owner.

Joint Owner. The Policy can be owned by Joint Owners. Authorization of both
Joint Owners is required for all Policy changes except for telephone transfers.

Beneficiary. The Beneficiary is the person(s) or entity You name to receive any
Death Proceeds. The Beneficiary is named at the time the Policy is issued unless
changed at a later date. Unless an irrevocable Beneficiary has been named, You
can change the Beneficiary at any time before the last insured dies. If there is
an irrevocable Beneficiary, all Policy changes except Premium allocations and
transfers require the consent of the Beneficiary.

Assignment. You can assign the Policy.

                                    PART II



                     EXECUTIVE OFFICERS AND DIRECTORS OF BMA

As of May 1, 2001, the directors and executive officers of BMA and their
business experience for the past five years are as follows:

Name and Principal                 Positions and Offices With Depositor and
Business Address*                  Business Experience for the Past Five Years







                                                                     
Giorgio Balzer                          Director, Chairman of the Board and Chief Executive Officer of BMA; U.S.
                                        Representative-Generali-US Branch.

Robert Thomas Rakich                    Director, President and Chief Operating Officer of BMA from 1995 to present; President
                                        and Chief Executive Officer, Laurentian Capital Corp., 1988 to October, 1995.

Dennis Keith Cisler                     Senior Vice President-Information Systems of BMA from 1991-present.

David Lee Higley                        Senior Vice President and Chief Financial Officer of BMA from 1989-present.

Stephen Stanley Soden                   Senior Vice President-Financial Group of BMA from 1994 to present; President & Executive
                                        Vice President from 1985 to 1996, BMA Financial Services, Inc.

Michael Kent Deardorff                  Senior Vice President-Marketing BMA Financial Group from 1996- present; Vice President
                                        Annuity from 1994 to 1996; Vice President-Advance Markets from 1990 to 1994.

Edward  Scott Ritter                    Senior Vice President-Insurance Services, Corporate Development & Communications of BMA from
                                        1998 to present; Vice President from 1990 to 1998.

David Allen Gates                       Vice President - General Counsel and Secretary from 10/20/2000 to
                                        present; Vice President and General
                                        Counsel of BMA from 1998 to 10/19/2000;
                                        Regulatory Affairs Vice President from
                                        1991 to 1998.

Robert Noel Sawyer                      Director since 1997, Senior Vice President and Chief Investment Officer of BMA From 1990
                                        to present.

Margaret Mary Heidkamp                  Vice President-Operations, Variable and Asset Accumulation Products of BMA from 1998 to
                                        present; Vice President, Management Services from 1986 to 1998.

Jay Brian Kinnamon                      Vice President and Corporate Actuary of BMA from 1991 to present.

Susan Annette Sweeney                   Vice President-Treasurer & Controller of BMA from 1995 to
                                        present; Chief Financial Officer-Dean Machinery 1995; Manager of
                                        Finance-Jackson County, Missouri from 1991 to 1995.

Gerald Wayne Selig                      Vice President and Actuary-Accumulation Products of BMA from 1998 to present;
                                        Actuary-Accumulation Products from 1996 to 1998; Actuary- Qualified Plan
                                        Services from 1989 to 1996.


Thomas Morton Bloch                     Director  of BMA since  1993;  Teacher,  St.  Francis  Xavier  School  from August 1995 to
                                        present; President and Chief Executive Officer-H & R Block, Inc. until 1995.

Mel G. Carvill                          Director of BMA since  March 9, 2000;  Managing  Director,  Generali  Worldwide  Insurance
                                        Company, Ltd., Channel. Islands - GUERNSEY.



Name and Principal                                       Positions and Offices with Depositor and
Business Address*                                      Business Experience for the Past Five Years



William Thomas Grant II                 Director of BMA since 1990; President and Chief Executive
                                        Officer, Chairman of the Board-LabOne, from 1997 to present; Chairman and Chief
                                        Executive Officer Seafield Capital Corporation from 1993 to 1997.

Donald Joyce Hall, Jr                   Director of BMA since 1990; Hallmark Vice President-Creative-Hallmark Cards, Inc.; Hallmark
                                        Vice President- Product Development-Hallmark; Hallmark Vice President- Creative-Hallmark;
                                        General Manager-Keepsakes- Hallmark; Executive Assistant to Executive Vice
                                        President-Hallmark; Director, Specialty Store Development-Hallmark.

Renzo Isler                             Director of BMA since  December  31,  1999;  Joint-Manager  Life  Division,  Assicurazioni
                                        Generali, S.p.A., Trieste, Italy.

Allan Drue Jennings                     Director of BMA since 1990; Chairman of the Board, President
                                        and Chief Executive Officer-Kansas City Power & Light Company.

David Woods Kemper                      Director of BMA since 1991; Chairman of the Board, President and
                                        Chief Executive Officer-Commerce Bancshares, Inc.

John Kessander Lundberg                 Director of BMA since 1990; Retired.

John Pierre Mascotte                    Director of BMA since 1990; President and Chief Executive
                                        Officer-Blue Cross Blue Shield of Kansas City, Chairman- Johnson & Higgins of
                                        Missouri, Inc.; Chairman and Chief Executive Officer-The Continental
                                        Corporation.

Andrea Rabusin                          Director of BMA since December 31, 1999; Manager, Pension Fund Investments
                                        Assicurazioni Generali, S.p.A., Tieste, Italy.

*    Principal business address is BMA Tower, 700 Karnes Blvd., Kansas City,
     Missouri 64108-3306.



                 OFFICERS AND DIRECTORS OF JONES & BABSON, INC.

As of May 1, 2001, the following are the officers and directors of Jones &
Babson, Inc. and their position with Jones & Babson, Inc.



=======================================================================================================================
                   Name and Principal
                    Business Address*                             Position with Jones & Babson, Inc.
=======================================================================================================================
                                                         
            Stephen S. Soden...........................   President, Chairman and Chief Executive Officer
            P. Bradley Adams...........................   Vice President, Chief Financial Officer and Treasurer
            William G. Cooke...........................   Chief Compliance Officer
            Martin A. Cramer...........................   Legal and Regulatory Affairs-Vice President and Secretary






            Constance B. Martin........................   Assistant Vice President
            Giorgio Balzer.............................   Director
            Robert T. Rakich...........................   Director
            Edward S. Ritter...........................   Director
            Robert N. Sawyer...........................   Director



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

     *    Principal business address is 700 Karnes Boulevard, Kansas City,
          Missouri 64108-3306.

              OFFICERS AND DIRECTORS OF CONSECO EQUITY SALES, INC.

     As of May 1, 2001, the following are the officers and directors of Conseco
Equity Sales, Inc. and their position with Conseco Equity Sales, Inc.



=======================================================================================================================
                    Name and Principal
                    Business Address*                               Position with Conseco Equity Sales, Inc.
=======================================================================================================================
                                                      
            L. Gregory Gloeckner.......................   President and Director
            William P. Kovacs..........................   Vice President, General Counsel, Secretary and Director
            James S. Adams.............................   Senior Vice President, Chief Accounting Officer, Treasurer and Director
            William T. Devanney, Jr....................   Senior Vice President, Corporate Taxes
            Christene H. Darnell.......................   Vice President, Management Reporting
            Donald B. Johnston..........................  Vice President, Director - Mutual Fund Sales and Marketing



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

     *    Principal  business address is 11815 N. Pennsylvania  Street,  Carmel,
          Indiana 46032.

                                     VOTING

In accordance with Our view of present applicable law, We will vote the shares
of the Investment Options at special meetings of shareholders in accordance with
instructions received from Owners having a voting interest. We will vote shares
for which We have not received instructions in the same proportion as We vote
shares for which We have received instructions. We will vote shares We own in
the same proportion as We vote shares for which We have received instructions.
The funds do not hold regular meetings of shareholders.







If the Investment Company Act of 1940 or any regulation thereunder is amended or
if the present interpretation of these laws should change, and as a result We
determine that We are permitted to vote the shares of the funds in Our own
right, We may elect to do so.

The voting interests of the Owner in the Investment Options will be determined
as follows: Owners may cast one vote for each $100 of Accumulation Value of a
Policy which is allocated to an Investment Option on the record date. Fractional
votes are counted.

We will determine the number of shares which a person has a right to vote as of
the date to be chosen by Us not more than sixty (60) days prior to the meeting
of the fund. Voting instructions will be solicited by written communication at
least fourteen (14) days prior to such meeting.

Each Owner having such a voting interest will receive periodic reports relating
to the Investment Options in which he or she has an interest, proxy material and
a form with which to give such voting instructions.

Disregard of Voting Instructions. We may, when required to do so by state
insurance authorities, vote shares of the funds without regard to instructions
from Owners if such instructions would require the shares to be voted to cause
an Investment Option to make, or refrain from making, investments which would
result in changes in the sub-classification or investment objectives of the
Investment Option.

We may also disapprove changes in the investment policy initiated by Owners or
trustees of the funds, if such disapproval is reasonable and is based on a good
faith determination by Us that the change would violate state or federal law or
the change would not be consistent with the investment objectives of the
Investment Options or which varies from the general quality and nature of
investments and investment techniques used by other funds with similar
investment objectives underlying other variable contracts offered by Us or of an
affiliated company. In the event We disregard voting instructions, a summary of
this action and the reasons for such action will be included in the next
semi-annual report to Owners.

                                 LEGAL OPINIONS

Blazzard, Grodd & Hasenauer, P.C., Westport, Connecticut and Fort Lauderdale,
Florida has provided advice on certain matters relating to the Federal
securities and income tax laws in connection with the Policies.

                  REDUCTION OR ELIMINATION OF SURRENDER CHARGE

We may reduce or eliminate the amount of the Surrender Charge on the Policies
when sales of the Policies are made to individuals or to a group of individuals
in a manner that results in savings of sales expenses. We will determine whether
the Surrender Charge will be reduced after We examine all the relevant factors






such as:

     1.   We will consider the size and type of group to which sales are to be
          made. Generally, the sales expenses for a larger group are less than
          for a smaller group because of the ability to implement large numbers
          of Policies with fewer sales contacts.

     2.   We will consider the total amount of Premiums to be received. Per
          Policy sales expenses are likely to be less on larger Premium payments
          than on smaller ones.

     3.   We will consider any prior or existing relationship with Us. Per
          Policy sales expenses are likely to be less when there is a prior
          existing relationship because of the likelihood of implementing the
          Policy with fewer sales contacts.

     4.   There may be other circumstances, of which We are not presently aware,
          which could result in reduced sales expenses.

If, after consideration of the foregoing factors, We determine that there will
be a reduction in sales expenses, We may provide for a reduction or elimination
of the Surrender Charge.

We may eliminate the Surrender Charge when the Policies are issued to an
officer, director or employee of BMA or any of Our affiliates. In no event will
any reduction or elimination of the Surrender Charge be permitted where the
reduction or elimination will be unfairly discriminatory to any person.

                               NET AMOUNT AT RISK

Level Death Benefit. For the Level Death Benefit Option, the Net Amount at Risk
is the greater of:

     1.   the Specified Amount divided by 1.0032737 less the Accumulation Value;
          and

     2.   the Accumulation Value times the applicable Minimum Death Benefit
          Corridor Percentage (shown in Part I-Section 5-Death Benefit) divided
          by 1.0032737, less the Accumulation Value.

Adjustable Death Benefit Option. For the Adjustable Death Benefit Option, the
Net Amount at Risk is the greater of:

     1.   the Specified Amount plus the Accumulation Value divided by 1.0032737,
          less the Accumulation Value, and

     2.   the Accumulation Value times the applicable Minimum Death Benefit
          Corridor Percentage divided by 1.0032737, less the Accumulation Value.

                                  MATURITY DATE




The Maturity Date is the date the Accumulation Value of the Policy, less
Indebtedness, is paid to You, if at least one of the Insureds is living and the
Policy is in force. The Maturity Date is the Policy Anniversary following the
younger Insureds 100th birthday. Your Policy will automatically be extended
beyond the Maturity Date unless You requested to have the Policy matured.

If all past due Monthly Deductions have been paid, the Policy will continue in
force beyond the Maturity Date until the earlier of the death of the last
Insured or the date that We receive Your request to surrender the Policy for its
Cash Surrender Value.

No rider will be extended past the original Policy Maturity Date.

Once the Maturity Date extension is in place, the Death Benefit will be the
Accumulation Value, less any Indebtedness. The Monthly Deduction will no longer
be deducted and no new Premiums will be accepted. Interest or loans, if any,
will continue to accrue and will be added to the total Indebtedness.

Loan repayments will be accepted. There is no charge for this rider.

                           MISSTATEMENT OF AGE OR SEX

The ages of the Insureds are the Ages as of their last birthday on the Policy
Date or Policy Anniversary. We determine this from the date of birth shown in
the application. If the age or sex shown on the Policy Schedule is not correct,
we will adjust the Death Benefit to that which would be purchased by the most
recent cost of insurance charge at the correct age and sex.

                              OUR RIGHT TO CONTEST

We cannot contest the validity of the Policy except in the case of fraud after
it has been in effect during the Insureds' lifetime for two years from the
Policy Date. If the Policy is reinstated, the two-year period is measured from
the date of reinstatement. In addition, if either of the Insureds commits
suicide in the two-year period, or such period as specified in state law, the
benefit payable will be limited to Premiums paid less loans and less any
surrenders.

                                 PAYMENT OPTIONS

The Death Proceeds may be paid in a lump sum or may be applied to one of the
following Payment Options:

     Option 1-- Life Annuity

     Option 2-- Life Annuity with 120 or 240 Monthly Annuity Payments Guaranteed

     Option 3-- Joint and Last Survivor Annuity




     Option 4-- Joint and Last Survivor Annuity with 120 or 240 Monthly Annuity
                Payments Guaranteed

You or the Beneficiary can select to have the Payment Options payable on either
a fixed or variable basis.

                               FEDERAL TAX STATUS

NOTE: The following description is based upon Our understanding of current
federal income tax law applicable to life insurance in general. We cannot
predict the probability that any changes in such laws will be made. Purchasers
are cautioned to seek competent tax advice regarding the possibility of such
changes. Section 7702 of the Internal Revenue Code of 1986, as amended ("Code"),
defines the term "life insurance contract" for purposes of the Code. We believe
that the Policies to be issued will qualify as "life insurance contracts" under
Section 7702. We do not guarantee the tax status of the Policies. Purchasers
bear the complete risk that the Policies may not be treated as "life insurance"
under federal income tax laws. Purchasers should consult their own tax advisers.
It should be further understood that the following discussion is not exhaustive
and that special rules not described in this prospectus may be applicable in
certain situations.

Introduction. The discussion in this prospectus is general in nature and is not
intended as tax advice. Each person concerned should consult a competent tax
adviser. No attempt is made to consider any applicable state or other tax laws.
Moreover, this discussion is based upon Our understanding of current Federal
income tax laws as they are currently interpreted. No representation is made
regarding the likelihood of continuation of those current Federal income tax
laws or of the current interpretations by the Internal Revenue Service.

BMA is taxed as a life insurance company under the Code. For Federal income tax
purposes, the Separate Account is not a separate entity from BMA and its
operations form a part of BMA.

Diversification. Section 817(h) of the Code imposes certain diversification
standards on the underlying assets of variable life insurance policies. The Code
provides that a variable life insurance policy will not be treated as life
insurance for any period (and any subsequent period) for which the investments
are not, in accordance with regulations prescribed by the United States Treasury
Department ("Treasury Department"), adequately diversified. Disqualification of
the Policy as a life insurance contract would result in imposition of federal
income tax to the Owner with respect to earnings allocable to the Policy prior
to the receipt of payments under the Policy. The Code contains a safe harbor
provision which provides that life insurance policies such as these Policies
meet the diversification requirements if, as of the close of each quarter, the
underlying assets meet the diversification standards for a regulated investment
company and no more than fifty-five (55%) percent of the total assets consist of
cash, cash items, U.S. Government securities and securities of other regulated
investment companies. There is an exception for securities issued by the U.S.
Treasury in connection with variable life insurance policies.




On March 2, 1989, the Treasury Department issued Regulations (Treas. Reg.
Section 1.817-5), which established diversification requirements for the
investment portfolios underlying variable contracts such as the Policies. The
Regulations amplify the diversification requirements for variable contracts set
forth in the Code and provide an alternative to the safe harbor provision
described above. Under the Regulations, an investment portfolio will be deemed
adequately diversified if:

     (i)  no more than 55% of the value of the total assets of the portfolio is
          represented by any one investment;

     (ii) no more than 70% of the value of the total assets of the portfolio is
          represented by any two investments;

     (iii) no more than 80% of the value of the total assets of the portfolio is
          represented by any three investments; and

     (iv) no more than 90% of the value of the total assets of the portfolio is
          represented by any four investments.

For purposes of these Regulations, all securities of the same issuer are treated
as a single investment.

The Code provides that, for purposes of determining whether or not the
diversification standards imposed on the underlying assets of variable contracts
by Section 817(h) of the Code have been met, "each United States government
agency or instrumentality shall be treated as a separate issuer."

BMA intends that each Investment Option underlying the Policies will be managed
by the managers in such a manner as to comply with these diversification
requirements.

The Treasury Department has indicated that the diversification Regulations do
not provide guidance regarding the circumstances in which Owner control of the
investments of the Separate Account will cause the Owner to be treated as the
Owner of the assets of the Separate Account, thereby resulting in the loss of
favorable tax treatment for the Policy. At this time it cannot be determined
whether additional guidance will be provided and what standards may be contained
in such guidance.

The amount of Owner control which may be exercised under the Policy is different
in some respects from the situations addressed in published rulings issued by
the Internal Revenue Service in which it was held that the policy owner was not
the owner of the assets of the separate account. It is unknown whether these
differences, such as the Owner's ability to transfer among investment choices or
the number and type of investment choices available, would cause the Owner to be
considered as the Owner of the assets of the Separate Account.



In the event any forthcoming guidance or ruling is considered to set forth a new
position,  such guidance or ruling will generally be applied only prospectively.
However,  if such  ruling  or  guidance  was not  considered  to set forth a new
position,  it  may  be  applied  retroactively  resulting  in  the  Owner  being
retroactively determined to be the Owner of the assets of the Separate Account.

Due to the uncertainty in this area, BMA reserves the right to modify the Policy
in an attempt to maintain favorable tax treatment.

Tax Treatment of the Policy. The Policy has been designed to comply with the
definition of life insurance contained in Section 7702 of the Code. Although
some interim guidance has been provided and proposed regulations have been
issued, final regulations have not been adopted. Section 7702 of the Code
requires the use of reasonable mortality and other expense charges. In
establishing these charges, BMA has relied on the interim guidance provided in
IRS Notice 88-128 and proposed regulations issued on July 5, 1991. Currently,
there is even less guidance as to a Policy issued on a substandard risk basis
and thus it is even less clear whether a Policy issued on such basis would meet
the requirements of Section 7702 of the Code.

While BMA has attempted to comply with Section 7702, the law in this area is
very complex and unclear. There is a risk, therefore, that the Internal Revenue
Service will not concur with BMA's interpretations of Section 7702 that were
made in determining such compliance. In the event the Policy is determined not
to so comply, it would not qualify for the favorable tax treatment usually
accorded life insurance policies. Owners should consult their tax advisers with
respect to the tax consequences of purchasing the Policy.

Policy Proceeds. The tax treatment accorded to loan proceeds and/or surrender
payments from the Policies will depend on whether the Policy is considered to be
a MEC. (See "Tax Treatment of Loans and Surrenders.") Otherwise, BMA believes
that the Policy should receive the same federal income tax treatment as any
other type of life insurance. As such, the death benefit thereunder is
excludable from the gross income of the Beneficiary under Section 101(a) of the
Code. Also, the Owner is not deemed to be in constructive receipt of the Cash
Surrender Value, including increments thereon, under a Policy until there is a
distribution of such amounts.

Federal, state and local estate, inheritance and other tax consequences of
ownership, or receipt of Policy proceeds, depend on the circumstances of each
Owner or Beneficiary.

Tax Treatment of Loans and Surrenders. Section 7702A of the Code sets forth the
rules for determining when a life insurance policy will be deemed to be a MEC. A
MEC is a contract which is entered into or materially changed on or after June
21, 1988 and fails to meet the 7-pay test. A Policy fails to meet the 7-pay test
when the cumulative amount paid under the Policy at any time during the first 7






Policy  Years  exceeds the sum of the net level  premiums  which would have been
paid on or before such time if the Policy  provided for paid-up future  benefits
after the payment of seven (7) level annual  premiums.  A material  change would
include any increase in the future benefits or addition of qualified  additional
benefits provided under a policy unless the increase is attributable to: (1) the
payment of premiums  necessary  to fund the lowest death  benefit and  qualified
additional  benefits  payable  in the  first  seven  policy  years;  or (2)  the
crediting of interest or other earnings (including  policyholder dividends) with
respect to such premiums.

Furthermore,  any Policy  received in exchange for a Policy  classified as a MEC
will be treated as a MEC regardless of whether it meets the 7-pay test. However,
an exchange  under Section 1035 of the Code of a life  insurance  policy entered
into before June 21, 1988 for the Policy will not cause the Policy to be treated
as a MEC if no additional premiums are paid.

Due to the flexible premium nature of the Policy,  the  determination of whether
it qualifies for treatment as a MEC depends on the individual  circumstances  of
each Policy.

If the Policy is classified as a MEC, then  surrenders  and/or loan proceeds are
taxable to the extent of income in the Policy.  Such distributions are deemed to
be on a last-in,  first-out basis, which means the taxable income is distributed
first. Loan proceeds and/or surrender  payments,  including those resulting from
the termination of the Policy,  may also be subject to an additional 10% federal
income  tax  penalty  applied to the income  portion of such  distribution.  The
penalty shall not apply, however, to any distributions:

     (1)  made on or after the date on which the taxpayer reaches age 59 1/2;

     (2)  which is attributable to the taxpayer becoming disabled (within the
          meaning of Section 72(m)(7) of the Code); or

     (3)  which is part of a series of substantially equal periodic payments
          made not less frequently than annually for the life (or life
          expectancy) of the taxpayer or the joint lives (or joint life
          expectancies) of such taxpayer and his beneficiary.

If a Policy is not  classified  as a MEC, then any  surrenders  shall be treated
first as a recovery of the  investment in the Policy which would not be received
as taxable  income.  However,  if a distribution is the result of a reduction in
benefits  under the Policy  within the first  fifteen  years after the Policy is
issued in order to comply with Section 7702, such distribution will, under rules
set forth in Section 7702,  be taxed as ordinary  income to the extent of income
in the Policy.

Any loans from a Policy  which is not  classified  as a MEC,  will be treated as
indebtedness  of the Owner and not a  distribution.  Upon complete  surrender or
termination of the Policy, if the amount received plus loan indebtedness exceeds
the total premiums paid that are not treated as previously surrendered by the
Owner, the excess generally will be treated as ordinary income.




Personal  interest  payable on a loan under a Policy owned by an  individual  is
generally not deductible. Furthermore, no deduction will be allowed for interest
on loans  under  Policies  covering  the life of any  employee or officer of the
taxpayer or any person financially  interested in the business carried on by the
taxpayer  to  the  extent  the  indebtedness  for  such  employee,   officer  or
financially  interested  person exceeds $50,000.  The  deductibility of interest
payable on Policy loans may be subject to further  rules and  limitations  under
Sections 163 and 264 of the Code.

You should seek competent tax advice on the tax consequences of taking loans,
distributions, exchanging or surrendering any Policy.

Tax  Treatment  of Payment  Options.  Under the Code,  a portion of the  Payment
Option  payments which are in excess of the death benefit  proceeds are included
in the  Beneficiary's  taxable  income.  Under a Payment  Option payable for the
lifetime  of the  Beneficiary,  the death  benefit  proceeds  are divided by the
Beneficiary's  life  expectancy (or joint life expectancy in the case of a joint
and survivor  option) and proceeds  received in excess of these prorated amounts
are  included  in taxable  income.  The value of the death  benefit  proceeds is
reduced by the value of any period  certain or refund  guarantee.  Under a fixed
payment or fixed  period  option,  the death  benefit  proceeds  are prorated by
dividing the proceeds over the payment period under the option.  Any payments in
excess of the prorated amount will be included in taxable income.

Multiple Policies. The Code further provides that multiple MECs which are issued
within a calendar year period to the same Owner by one company or its affiliates
are treated as one MEC for purposes of  determining  the taxable  portion of any
loans or  distributions.  Such treatment may result in adverse tax  consequences
including  more rapid  taxation of the loans or  distributed  amounts  from such
combination  of contracts.  You should consult a tax adviser prior to purchasing
more than one MEC in any calendar year period.

Tax  Treatment  of  Assignments.  An  assignment  of a Policy  or the  change of
ownership of a Policy may be a taxable  event.  You should  therefore  consult a
competent  tax  adviser  should  you wish to assign or change  the Owner of Your
Policy.

Qualified Plans. The Policies may be used in conjunction with certain  Qualified
Plans.  Because the rules  governing such use are complex,  you should not do so
until you have consulted a competent Qualified Plans consultant.

Income Tax  Withholding.  All  distributions  or the  portion  thereof  which is
includible  in gross  income of the Owner are  subject  to  federal  income  tax
withholding.  However,  the Owner in most  cases  may  elect  not to have  taxes
withheld.  The Owner may be required to pay  penalties  under the  estimated tax
rules, if the Owner's withholding and estimated tax payments are insufficient.







                                REPORTS TO OWNERS

At least once each calendar  year We will furnish You with a report  showing the
amount  of Death  Benefit,  Accumulation  Value,  Premiums  paid  since the last
report,  the amount of Debt and any other information as may be required by law.
Any reports will be sent to Your last known address.

Upon request You are entitled to a receipt of Premium payment.

                                LEGAL PROCEEDINGS

There are no legal  proceedings to which the Separate Account or the Distributor
is a party or to which the assets of the Separate  Account are  subject.  We are
not involved in any litigation that is of material importance in relation to our
total assets or that relates to the Separate Account.

                                     EXPERTS

The  financial  statements  of the BMA Variable Life Account A as of and for the
year ended  December  31,  2000 and the  Consolidated  Financial  Statements  of
Business  Men's  Assurance  Company  of  America  as of and for the  year  ended
December  31,  2000  have  been  audited  by  PricewaterhouseCoopers  LLP,  1055
Broadway, Kansas City, Missouri 64105, independent accountants,  as set forth in
their  reports,  and are included in reliance  upon such reports  given upon the
authority of such firm as experts in  accounting  and  auditing.  The  financial
statements  of the BMA Variable  Life Account A for the year ended  December 31,
1999 and for the period from December 1, 1998  (inception) to December 31, 1998,
and the Consolidated Financial Statements of Business Men's Assurance Company of
America as of December 31, 1999 and for the two years then ended were audited by
Ernst & Young LLP, 1200 Main Street,  Kansas City,  Missouri 64105,  independent
accountants,  as set forth in their  reports,  and are included in reliance upon
such reports given upon the authority of such firm as experts in accounting  and
auditing.


                              FINANCIAL STATEMENTS

The financial statements of the Separate Account and BMA follow.







                          BMA Variable Life Account A

          Financial Statements with Reports of Independent Accountants

    Years Ended December 31, 2000 and 1999 and period from December 1, 1998
                        (inception) to December 31, 1998






                          BMA VARIABLE LIFE ACCOUNT A

                              FINANCIAL STATEMENTS

    Years ended December 31, 2000 and 1999 and period from December 1, 1998
                        (inception) to December 31, 1998

                                    CONTENTS


                                                                          
Reports of Independent Accountants..........................................   1

Audited Financial Statements

Statement of Net Assets.....................................................   3

Statements of Operations and Changes in Net Assets..........................   5

Notes to Financial Statements...............................................  27



                       REPORT OF INDEPENDENT ACCOUNTANTS

To the Contract Owners of
BMA Variable Life Account A
  and
The Board of Directors of
Business Men's Assurance Company of America:

   In our opinion, the accompanying statement of net assets as of December 31,
2000 and the related statement of operations and changes in net assets present
fairly, in all material respects, the financial position of BMA Variable Life
Account A (the Account) at December 31, 2000, and the results of its
operations and its changes in net assets for the year then ended in conformity
with accounting principles generally accepted in the United States of America.
These financial statements are the responsibility of the Account's management;
our responsibility is to express an opinion on these financial statements
based on our audit. We conducted our audit of these statements in accordance
with auditing standards generally accepted in the United States of America,
which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management,
and evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion. The financial
statements of the Account as of and for the year ended December 31, 1999 and
for the period from December 1, 1998 (inception) to December 31, 1998 were
audited by other independent accountants whose report dated February 3, 2000
expressed an unqualified opinion on those statements.

                                          /s/ PricewaterhouseCoopers LLP

Kansas City, Missouri
February 26, 2001

                                      F-1


                        Report of Independent Auditors

The Contract Owners
BMA Variable Life Account A
     and
The Board of Directors
Business Men's Assurance Company of America

   We have audited the accompanying statements of operations and changes in
net assets of BMA Variable Life Account A (the Account) for the year ended
December 31, 1999 and the period from December 1, 1998 (inception) to December
31, 1998. These financial statements are the responsibility of the Account's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

   We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

   In our opinion, the financial statements referred to above present fairly,
in all material respects, the results of operations and changes in net assets
of BMA Variable Life Account A for the periods described above in conformity
with accounting principles generally accepted in the United States.

                                          /s/ Ernst & Young LLP

Kansas City, Missouri
February 3, 2000

                                      F-2


                          BMA VARIABLE LIFE ACCOUNT A

                            STATEMENT OF NET ASSETS

                               December 31, 2000



                         Number of Shares Share Value   Cost   Balance Sheet Amount
                         ---------------- ----------- -------- --------------------
                                                   
Assets
Investments (Note 1):
 Investors Mark Series
  Fund, Inc.:
   Balanced.............         145        $ 9.31    $  1,387      $    1,353
   Growth and Income....      11,104         14.21     134,776         157,794
   Large Cap Value......       9,290         10.07      91,941          93,549
   Small Cap Equity.....       5,530          9.45      71,298          52,262
   Large Cap Growth.....      22,435         14.94     364,502         335,183
   Intermediate Fixed
    Income..............       6,596          9.74      62,347          64,242
   Mid Cap Equity.......      10,254         12.39     119,896         127,052
   Money Market.........      71,039          1.00      71,039          71,039
   Global Fixed Income..         122          8.98       1,272           1,095
 Berger Institutional
  Products Trust
  (Berger IPT):
   100 Fund.............         431         15.32       7,143           6,603
   Growth and Income
    Fund................       2,869         22.98      78,737          65,924
   Small Company Growth
    Fund................       1,403         21.61      31,845          30,318
   International Fund...      23,309         13.10     318,441         305,347
 Conseco Series Trust:
   Asset Allocation
    Portfolio...........       2,018         13.45      30,472          27,143
   Common Stock
    Portfolio...........       2,000         19.43      47,664          38,868
   Corporate Bond
    Portfolio...........         247          9.63       2,417           2,378
   Government Securities
    Portfolio...........          97         11.54       1,175           1,125
 The Alger American
  Fund:
   Growth Portfolio.....       5,241         47.27     295,609         247,765
   Leveraged AllCap
    Portfolio...........       3,652         38.80     175,223         141,715
   MidCap Growth
    Portfolio...........       3,648         30.62     115,985         111,707
   Small Capitalization
    Portfolio...........         406         23.49      14,368           9,541
 American Century
  Variable Portfolios,
  Inc.:
   VP Income and Growth.      42,125          7.11     317,328         299,511
   VP International.....       3,817         10.23      48,899          39,049
   VP Value.............       8,584          6.67      49,622          57,252
 Dreyfus Socially
  Responsible Growth
  Fund, Inc.............       1,117         34.47      42,256          38,508
 Dreyfus Stock Index
  Fund..................       9,752         34.00     360,712         331,553
 Dreyfus Variable
  Investment Fund:
   Disciplined Stock
    Portfolio...........       2,705         24.19      69,619          65,445
   International Value
    Portfolio...........         126         13.52       1,803           1,707
 Federated Insurance
  Series:
   High-Income Bond Fund
    II..................       3,119          8.46      31,122          26,387
   International Equity
    Fund II.............         497         18.49      10,303           9,192
   Utility Fund II......         125         12.44       1,745           1,558
 INVESCO Variable
  Investment Funds:
   High Yield Portfolio.         915         10.07      10,443           9,211
   Industrial Income
    Portfolio...........         923         20.71      19,020          19,122
 Lazard Retirement
  Series, Inc.:
   Retirement Equity
    Portfolio...........         154         10.20       1,667           1,573
   Retirement Small Cap
    Portfolio...........      15,096         11.75     159,457         177,382
 Neuberger & Berman
  Advisors Management
  Trust:
   Limited Maturity Bond
    Portfolio...........         183         13.19       2,363           2,418
   Partners Portfolio...       1,174         16.17      19,397          18,984
 Strong Opportunity
  Fund II...............         881         23.94      22,473          21,084
 Strong Variable
  Insurance Funds,
  Inc.:
   Growth Fund II.......       3,556         23.66     113,288          84,144
 Van Eck Worldwide
  Insurance Trust:
   Worldwide Bond Fund..          92         10.37       1,100             949
   Worldwide Emerging
    Markets Fund........       1,310          8.29      15,888          10,858
   Worldwide Hard Assets
    Fund................         830         12.07       9,504          10,023
   Worldwide Real Estate
    Fund................         123         10.62       1,157           1,301
 Variable Insurance
  Products Fund (VIP):
   Fidelity VIP Overseas
    Portfolio...........       1,587         19.90      35,036          31,586
   Fidelity VIP Growth
    Portfolio...........          90         43.43       4,078           3,901
 Variable Insurance
  Products Fund II (VIP
  II):
   Fidelity VIP II
    Contrafund
    Portfolio...........         140         23.64       3,332           3,314
                                                                    ----------
Total investments.......                                             3,158,015
Dividend receivable.....                                                   378
Receivable from BMA.....                                                16,956
                                                                    ----------
Total assets............                                             3,175,349
Liability payable to
 BMA....................                                                (1,520)
                                                                    ----------
Net assets..............                                            $3,173,829
                                                                    ==========

                            See accompanying notes.

                                      F-3


                          BMA VARIABLE LIFE ACCOUNT A

                      STATEMENT OF NET ASSETS--(Continued)

                               December 31, 2000



                                          Number of Units Unit Value   Amount
                                          --------------- ---------- ----------
                                                            
Net assets are represented by (Note 3):
 Accumulation units:
   Investors Mark Series Fund, Inc.:
     Balanced............................        118       $11.4489  $    1,356
     Growth and Income...................     11,387        13.9407     158,738
     Large Cap Value.....................      8,727        10.9836      95,853
     Small Cap Equity....................      3,154        16.9536      53,470
     Large Cap Growth....................     25,894        13.1601     340,771
     Intermediate Fixed Income...........      5,801        11.0768      64,254
     Mid Cap Equity......................      9,438        13.8252     130,487
     Money Market........................      6,518        11.1106      72,419
     Global Fixed Income.................        100        10.9459       1,095
   Berger Institutional Products Trust
    (Berger IPT):
     100 Fund............................        498        13.2664       6,607
     Growth and Income Fund..............      4,183        15.7594      65,924
     Small Company Growth Fund...........      1,504        20.3330      30,588
     International Fund..................     25,027        12.1513     304,109
   Conseco Series Trust:
     Asset Allocation Portfolio..........      1,839        14.8424      27,298
     Common Stock Portfolio..............      2,267        17.1570      38,898
     Corporate Bond Portfolio............        216        10.9890       2,378
     Government Securities Portfolio.....        103        10.8831       1,125
   The Alger American Fund:
     Growth Portfolio....................     19,423        12.7816     248,257
     Leveraged AllCap Portfolio..........      9,107        15.5867     141,947
     MidCap Growth Portfolio.............      6,894        16.2026     111,705
     Small Capitalization Portfolio......        817        11.7718       9,611
   American Century Variable Portfolios,
    Inc.:
     VP Income and Growth................     26,791        11.1801     299,531
     VP International....................      2,715        14.3801      39,044
     VP Value............................      4,904        11.6618      57,185
   Dreyfus Socially Responsible Growth
    Fund, Inc............................      3,096        12.4878      38,668
   Dreyfus Stock Index Fund..............     28,671        11.5736     331,829
   Dreyfus Variable Investment Fund:
     Disciplined Stock Portfolio.........      5,669        11.5414      65,422
     International Value Portfolio.......        135        12.5865       1,706
   Federated Insurance Series:
     High-Income Bond Fund II............      2,843         9.2822      26,391
     International Equity Fund II........        594        15.4415       9,168
     Utility Fund II.....................        162         9.5923       1,552
   INVESCO Variable Investment Funds:
     High Yield Portfolio................        962         9.5660       9,202
     Industrial Income Portfolio.........      1,533        12.4466      19,086
   Lazard Retirement Series, Inc.:
     Retirement Equity Portfolio.........        139        11.3042       1,572
     Retirement Small Cap Portfolio......     13,719        12.9449     177,591
   Neuberger & Berman Advisors Management
    Trust:
     Limited Maturity Bond Portfolio.....        222        10.8519       2,403
     Partners Portfolio..................      1,712        11.0696      18,947
   Strong Opportunity Fund II............      1,436        15.0472      21,613
   Strong Variable Insurance Funds, Inc.:
     Growth Fund II......................      4,610        18.2525      84,137
   Van Eck Worldwide Insurance Trust:
     Worldwide Bond Fund.................        100         9.5373         949
     Worldwide Emerging Markets Fund.....        925        11.7256      10,843
     Worldwide Hard Assets Fund..........        760        13.1649      10,013
     Worldwide Real Estate Fund..........        112        11.7011       1,301
   Variable Insurance Products Fund
    (VIP):
     Fidelity VIP Overseas Portfolio.....      3,711         8.5043      31,562
     Fidelity VIP Growth Portfolio.......        467         8.3729       3,910
   Variable Insurance Products Fund II
    (VIP II):
     Fidelity VIP II Contrafund
      Portfolio..........................        356         9.3071       3,314
                                                                     ----------
Net assets...............................                            $3,173,829
                                                                     ==========


                            See accompanying notes.

                                      F-4


                          BMA VARIABLE LIFE ACCOUNT A

               STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS

                          Year Ended December 31, 2000



                                             Investors Mark Series Fund
                          --------------------------------------------------------------------
                                    Growth    Large    Small    Large    Intermediate   Mid
                                     and       Cap      Cap      Cap        Fixed       Cap
                          Balanced  Income    Value   Equity    Growth      Income     Equity
                          -------- --------  -------  -------  --------  ------------ --------
                                                                 
Net investment income
 (loss):
  Dividend income.......   $   45  $  1,489  $ 1,372  $     0  $      0    $ 3,372    $    169
  Risk charge (Note 2)..       (1)     (689)    (419)    (209)   (2,030)      (201)       (613)
                           ------  --------  -------  -------  --------    -------    --------
Net investment income
 (loss).................       44       800      953     (209)   (2,030)     3,171        (444)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........       25     3,045     (692)  14,727    22,240       (148)     17,764
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........       17    23,353    7,880  (21,405)  (70,361)     2,176       5,471
                           ------  --------  -------  -------  --------    -------    --------
Net realized and
 unrealized gain (loss)
 on investments.........       42    26,398    7,188   (6,678)  (48,121)     2,028      23,235
                           ------  --------  -------  -------  --------    -------    --------
Net increase (decrease)
 in net assets resulting
 from operations........       86    27,198    8,141   (6,887)  (50,151)     5,199      22,791
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............      381    97,443   34,989   26,737    51,246     48,226      50,065
  Transfers of
   surrenders and death
   benefits.............      --        --       --       --        --         --          --
  Transfers of cost of
   insurance and policy
   charges..............     (219)  (11,565)  (6,799)  (5,824)  (21,011)    (4,032)    (11,580)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..       52    16,156   17,294   31,585   154,261     11,294      23,080
                           ------  --------  -------  -------  --------    -------    --------
Net increase in net
 assets resulting from
 capital share
 transactions...........      214   102,034   45,484   52,498   184,496     55,488      61,565
                           ------  --------  -------  -------  --------    -------    --------
Net increase in net
 assets.................      300   129,232   53,625   45,611   134,345     60,687      84,356
Net assets at beginning
 of year................    1,056    29,506   42,228    7,859   206,426      3,567      46,131
                           ------  --------  -------  -------  --------    -------    --------
   Net assets at end of
    year................   $1,356  $158,738  $95,853  $53,470  $340,771    $64,254    $130,487
                           ======  ========  =======  =======  ========    =======    ========



                            See accompanying notes.

                                      F-5


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                            Investors Mark
                             Series Fund        Berger Institutional Products Trust
                          -------------------  -----------------------------------------
                                                         Growth    Small
                                       Global             and     Company
                             Money     Fixed     100     Income   Growth   International
                            Market     Income   Fund      Fund     Fund        Fund
                          -----------  ------  -------  --------  -------  -------------
                                                         
Net investment income
 (loss):
  Dividend income.......  $     9,282  $  120  $     0  $      0  $     0    $    909
  Risk charge (Note 2)..       (2,455)    --       (45)     (478)    (182)     (1,563)
                          -----------  ------  -------  --------  -------    --------
Net investment income
 (loss).................        6,827     120      (45)     (478)    (182)       (654)
Net realized and
 unrealized loss on
 investments:
  Net realized gain on
   investment
   transactions.........          --      --       660     5,953    4,245       3,883
  Decrease in unrealized
   appreciation on
   investments..........          --      (25)  (2,117)  (17,347)  (7,914)    (17,897)
                          -----------  ------  -------  --------  -------    --------
Net realized and
 unrealized loss on
 investments............          --      (25)  (1,457)  (11,394)  (3,669)    (14,014)
                          -----------  ------  -------  --------  -------    --------
Net increase (decrease)
 in net assets resulting
 from operations........        6,827      95   (1,502)  (11,872)  (3,851)    (14,668)
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    1,341,721     --     2,443    26,909    7,460     151,111
  Transfers of
   surrenders and death
   benefits.............          --      --      (465)   (1,218)     --          --
  Transfers of cost of
   insurance and policy
   charges..............      (45,981)    --      (951)   (9,023)  (2,979)    (22,399)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..   (1,429,679)    --     1,379    43,040   15,559     162,715
                          -----------  ------  -------  --------  -------    --------
Net increase (decrease)
 in net assets resulting
 from capital share
 transactions...........     (133,939)    --     2,406    59,708   20,040     291,427
                          -----------  ------  -------  --------  -------    --------
Net increase (decrease)
 in net assets..........     (127,112)     95      904    47,836   16,189     276,759
Net assets at beginning
 of year................      199,531   1,000    5,703    18,088   14,399      27,350
                          -----------  ------  -------  --------  -------    --------
   Net assets at end of
    year................  $    72,419  $1,095  $ 6,607  $ 65,924  $30,588    $304,109
                          ===========  ======  =======  ========  =======    ========



                            See accompanying notes.

                                      F-6


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                                                                    The Alger American
                                    Conseco Series Trust                   Fund
                          ----------------------------------------- --------------------
                            Asset     Common   Corporate Government            Leveraged
                          Allocation   Stock     Bond    Securities  Growth     AllCap
                          Portfolio  Portfolio Portfolio Portfolio  Portfolio  Portfolio
                          ---------- --------- --------- ---------- ---------  ---------
                                                             
Net investment income
 (loss):
  Dividend income.......   $ 3,915    $ 7,145   $  137     $   62   $    --    $    --
  Risk charge (Note 2)..      (183)       (41)      (8)       --        (637)      (518)
                           -------    -------   ------     ------   --------   --------
Net investment income
 (loss).................     3,732      7,104      129         62       (637)      (518)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........       821      1,204       --         (2)    32,754     11,408
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........    (3,669)    (8,558)      55         59    (78,653)   (46,068)
                           -------    -------   ------     ------   --------   --------
Net realized and
 unrealized gain (loss)
 on investments.........    (2,848)    (7,354)      55         57    (45,899)   (34,660)
                           -------    -------   ------     ------   --------   --------
Net increase (decrease)
 in net assets resulting
 from operations........       884      (250)      184        119   (46,536)    (35,178)
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    12,522     11,142      759        126     83,762     72,930
  Transfers of
   surrenders and death
   benefits.............        --       (535)      --         --    (10,214)    (4,252)
  Transfers of cost of
   insurance and policy
   charges..............    (4,260)    (5,221)    (203)      (102)   (26,142)   (21,427)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..         3      6,936       27         10     61,569     74,189
                           -------    -------   ------     ------   --------   --------
Net increase in net
 assets resulting from
 capital share
 transactions...........     8,265     12,322      583         34    108,975    121,440
                           -------    -------   ------     ------   --------   --------
Net increase in net
 assets.................     9,149     12,072      767        153     62,439     86,262
Net assets at beginning
 of year................    18,149     26,826    1,611        972    185,818     55,685
                           -------    -------   ------     ------   --------   --------
   Net assets at end of
    year................   $27,298    $38,898   $2,378     $1,125   $248,257   $141,947
                           =======    =======   ======     ======   ========   ========



                            See accompanying notes.

                                      F-7


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                                                      American Century Variable
                          The Alger American Fund          Portfolios, Inc.
                          ------------------------- -------------------------------    Dreyfus
                                                       VP                             Socially
                           MidCap        Small       Income                          Responsible
                           Growth    Capitalization   and          VP         VP       Growth
                          Portfolio    Portfolio     Growth   International  Value   Fund, Inc.
                          ---------  -------------- --------  ------------- -------  -----------
                                                                   
Net investment income
 (loss):
  Dividend income.......  $    --       $   --      $    813    $     43    $   332    $   314
  Risk charge (Note 2)..      (364)         (80)      (1,415)       (214)      (332)      (213)
                          --------      -------     --------    --------    -------    -------
Net investment income
 (loss).................      (364)         (80)        (602)       (171)       --         101
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain on
   investment
   transactions.........     3,795        3,276          442         666        387        678
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........    (7,315)      (6,431)     (22,554)    (10,813)     8,822     (5,212)
                          --------      -------     --------    --------    -------    -------
Net realized and
 unrealized gain (loss)
 on investments.........    (3,520)      (3,155)     (22,112)    (10,147)     9,209     (4,534)
                          --------      -------     --------    --------    -------    -------
Net increase (decrease)
 in net assets resulting
 from operations........    (3,884)      (3,235)     (22,714)    (10,318)     9,209     (4,433)
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    33,569        3,535      113,660       9,439     13,558     28,123
  Transfers of
   surrenders and death
   benefits.............    (1,475)        (404)        (509)        --         --      (1,169)
  Transfers of cost of
   insurance and policy
   charges..............    (8,563)      (1,310)     (21,915)     (2,258)    (4,638)    (9,565)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..    72,242        2,052      172,435      39,725     17,802      7,694
                          --------      -------     --------    --------    -------    -------
Net increase in net
 assets resulting from
 capital share
 transactions...........    95,773        3,873      263,671      46,906     26,722     25,083
                          --------      -------     --------    --------    -------    -------
Net increase in net
 assets.................    91,889          638      240,957      36,588     35,931     20,650
Net assets at beginning
 of year................    19,816        8,973       58,574       2,456     21,254     18,018
                          --------      -------     --------    --------    -------    -------
   Net assets at end of
    year................  $111,705      $ 9,611     $299,531    $ 39,044    $57,185    $38,668
                          ========      =======     ========    ========    =======    =======



                            See accompanying notes.

                                      F-8


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                                        Dreyfus Variable
                                         Investment Fund       Federated Insurance Series
                                    ------------------------- ------------------------------
                          Dreyfus                              High-
                           Stock    Disciplined International Income   International
                           Index       Stock        Value      Bond       Equity     Utility
                            Fund     Portfolio    Portfolio   Fund II     Fund II    Fund II
                          --------  ----------- ------------- -------  ------------- -------
                                                                   
Net investment income
 (loss):
  Dividend income.......  $  2,672    $   141      $    7     $ 2,879     $   --     $   56
  Risk charge (Note 2)..    (1,838)      (368)         (2)       (234)       (55)        (5)
                          --------    -------      ------     -------     ------     ------
Net investment income
 (loss).................       834       (227)          5       2,645        (55)        51
Net realized and
 unrealized loss on
 investments:
  Net realized gain
   (loss) on investment
   transactions.........     6,186      1,050         159        (347)     1,288        (53)
  Decrease in unrealized
   appreciation on
   investments..........   (33,468)    (7,908)       (227)     (5,124)    (3,155)      (167)
                          --------    -------      ------     -------     ------     ------
Net realized and
 unrealized loss on
 investments............   (27,282)    (6,858)        (68)     (5,471)    (1,867)      (220)
                          --------    -------      ------     -------     ------     ------
Net decrease in net
 assets resulting from
 operations.............   (26,448)    (7,085)        (63)     (2,826)    (1,922)      (169)
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    90,162     32,218          92      14,260      2,976      1,002
  Transfers of
   surrenders and death
   benefits.............    (1,273)        --          --          --         --         --
  Transfers of cost of
   insurance and policy
   charges..............   (26,669)    (9,839)        (66)     (3,596)      (940)      (320)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..   225,889     13,393         421         108      4,240       (644)
                          --------    -------      ------     -------     ------     ------
Net increase in net
 assets resulting from
 capital share
 transactions...........   288,109     35,772         447      10,772      6,276         38
                          --------    -------      ------     -------     ------     ------
Net increase (decrease)
 in net assets..........   261,661     28,687         384       7,946      4,354       (131)
Net assets at beginning
 of year................    70,168     36,735       1,322      18,445      4,814      1,683
                          --------    -------      ------     -------     ------     ------
   Net assets at end of
    year................  $331,829    $65,422      $1,706     $26,391     $9,168     $1,552
                          ========    =======      ======     =======     ======     ======




                            See accompanying notes.

                                      F-9


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                                                                     Neuberger & Berman
                            INVESCO Variable     Lazard Retirement   Advisors Management
                            Investment Funds       Series, Inc.             Trust
                          -------------------- --------------------- -------------------
                                                                      Limited
                            High    Industrial Retirement Retirement Maturity              Strong
                            Yield     Income     Equity   Small Cap    Bond    Partners  Opportunity
                          Portfolio Portfolio  Portfolio  Portfolio  Portfolio Portfolio   Fund II
                          --------- ---------- ---------- ---------- --------- --------- -----------
                                                                    
Net investment income
 (loss):
  Dividend income.......   $    86   $    16     $  178    $  1,881   $  100    $    66    $    47
  Risk charge (Note 2)..       (12)     (125)        (2)       (727)      (9)       (68)      (157)
                           -------   -------     ------    --------   ------    -------    -------
Net investment income
 (loss).................        74      (109)       176       1,154       91         (2)      (110)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........       (23)    1,151          2         426      (41)     1,135      4,351
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........    (1,003)     (456)      (184)     17,938       88       (733)    (2,878)
                           -------   -------     ------    --------   ------    -------    -------
Net realized and
 unrealized gain (loss)
 on investments.........    (1,026)      695       (182)     18,364       47        402      1,473
                           -------   -------     ------    --------   ------    -------    -------
Net increase (decrease)
 in net assets resulting
 from operations........      (952)      586         (6)     19,518      138        400      1,363
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............     2,116    10,446         92      18,680      834     15,398      9,117
  Transfers of
   surrenders and death
   benefits.............        --        --         --          --     (435)        --         --
  Transfers of cost of
   insurance and policy
   charges..............      (430)   (2,991)       (68)     (6,630)    (276)    (2,283)    (4,318)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..     3,205     2,913        421     140,770      457       (353)     2,670
                           -------   -------     ------    --------   ------    -------    -------
Net increase in net
 assets resulting from
 capital share
 transactions...........     4,891    10,368        445     152,820      580     12,762      7,469
                           -------   -------     ------    --------   ------    -------    -------
Net increase in net
 assets.................     3,939    10,954        439     172,338      718     13,162      8,832
Net assets at beginning
 of year................     5,263     8,132      1,133       5,253    1,685      5,785     12,781
                           -------   -------     ------    --------   ------    -------    -------
   Net assets at end of
    year................   $ 9,202   $19,086     $1,572    $177,591   $2,403    $18,947    $21,613
                           =======   =======     ======    ========   ======    =======    =======


                            See accompanying notes.

                                      F-10


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                              Strong
                             Variable
                             Insurance
                            Funds, Inc.    Van Eck Worldwide Insurance Trust
                            ----------- ---------------------------------------
                                                  Worldwide Worldwide Worldwide
                                                  Emerging    Hard      Real
                              Growth    Worldwide  Markets   Assets    Estate
                              Fund II   Bond Fund   Fund      Fund      Fund
                            ----------- --------- --------- --------- ---------
                                                       
Net investment income
 (loss):
  Dividend income.........   $     --     $ 44     $    --   $    61   $   22
  Risk charge (Note 2)....       (517)      --         (92)      (49)      --
                             --------     ----     -------   -------   ------
Net investment income
 (loss)...................       (517)      44         (92)       12       22
Net realized and
 unrealized gain (loss) on
 investments:
  Net realized gain on
   investment
   transactions...........     12,313       --       1,027       140       --
  Increase (decrease) in
   unrealized appreciation
   on investments.........    (35,611)     (27)     (8,436)      360      173
                             --------     ----     -------   -------   ------
Net realized and
 unrealized gain (loss) on
 investments..............    (23,298)     (27)     (7,409)      500      173
                             --------     ----     -------   -------   ------
Net increase (decrease) in
 net assets resulting from
 operations...............    (23,815)      17      (7,501)      512      195
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits...............     43,815       --       5,736     5,069      204
  Transfers of surrenders
   and death benefits.....     (1,937)      --          --        --       --
  Transfers of cost of
   insurance and policy
   charges................    (14,532)      --      (1,626)   (1,288)    (114)
  Transfers between
   subaccounts, including
   fixed interest
   subaccount.............     53,970                5,420        --       24
                             --------     ----     -------   -------   ------
Net increase in net assets
 resulting from capital
 share transactions.......     81,316       --       9,530     3,781      114
                             --------     ----     -------   -------   ------
Net increase in net
 assets...................     57,501       17       2,029     4,293      309
Net assets at beginning of
 year.....................     26,636      932       8,814     5,720      992
                             --------     ----     -------   -------   ------
   Net assets at end of
    year..................   $ 84,137     $949     $10,843   $10,013   $1,301
                             ========     ====     =======   =======   ======



                            See accompanying notes.

                                      F-11


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 2000



                             Variable Insurance  Variable Insurance
                                Products Fund     Products Fund II
                             ------------------- ------------------
                             Overseas   Growth       Contrafund
                             Portfolio Portfolio     Portfolio        Total
                             --------- --------- ------------------ ----------
                                                        
Net investment income
 (loss):
  Dividend income..........   $    --   $   --         $   --       $   37,775
  Risk charge (Note 2).....       (87)      (2)            (4)         (17,243)
                              -------   ------         ------       ----------
Net investment income
 (loss)....................       (87)      (2)            (4)          20,532
Net realized and unrealized
 gain (loss) on
 investments:
  Net realized gain (loss)
   on investment
   transactions............        (9)      (1)            --          155,885
  Decrease in unrealized
   appreciation on
   investments.............    (3,450)    (177)           (19)        (362,970)
                              -------   ------         ------       ----------
Net realized and unrealized
 loss on investments.......    (3,459)    (178)           (19)        (207,085)
                              -------   ------         ------       ----------
Net decrease in net assets
 resulting from operations.    (3,546)    (180)           (23)        (186,553)
Capital share transactions:
  Transfers of net variable
   contract deposits.......     6,204      420             95        2,480,792
  Transfers of surrenders
   and death benefits......        --       --             --          (23,886)
  Transfers of cost of
   insurance and policy
   charges.................      (528)    (220)           (82)        (324,783)
  Transfers between
   subaccounts, including
   fixed interest
   subaccount..............    29,432    3,890          3,324          (9,030)
                              -------   ------         ------       ----------
Net increase in net assets
 resulting from capital
 share transactions........    35,108    4,090          3,337        2,123,093
                              -------   ------         ------       ----------
Net increase in net assets.    31,562    3,910          3,314        1,936,540
Net assets at beginning of
 year......................        --       --             --        1,237,289
                              -------   ------         ------       ----------
   Net assets at end of
    year...................   $31,562   $3,910         $3,314       $3,173,829
                              =======   ======         ======       ==========




                            See accompanying notes.

                                      F-12


                          BMA VARIABLE LIFE ACCOUNT A

               STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS

                          Year ended December 31, 1999



                                           Investors Mark Series Fund
                          -----------------------------------------------------------------
                                   Growth    Large   Small    Large
                                     and      Cap     Cap      Cap     Intermediate Mid Cap
                          Balanced Income    Value   Equity   Growth   Fixed Income Equity
                          -------- -------  -------  ------  --------  ------------ -------
                                                               
Net investment income
 (loss):
  Dividend income.......   $   50  $   237  $   936  $   --  $     --     $  215    $   109
  Risk charge (Note 2)..       --      (91)    (142)    (12)     (456)       (17)      (146)
                           ------  -------  -------  ------  --------     ------    -------
Net investment income
 (loss).................       50      146      794     (12)     (456)       198        (37)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........        8    1,729    1,417      80       310        (13)       136
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........       22     (353)  (6,240)  2,297    40,982       (221)     1,637
                           ------  -------  -------  ------  --------     ------    -------
Net realized and
 unrealized gain (loss)
 on investments.........       30    1,376   (4,823)  2,377    41,292       (234)     1,773
                           ------  -------  -------  ------  --------     ------    -------
Net increase (decrease)
 in net assets resulting
 from operations........       80    1,522   (4,029)  2,365    40,836        (36)     1,736
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............       --    5,045    1,536     799     1,835        176      3,701
  Transfers of
   surrenders and death
   benefits.............       --       --       --      --        --         --         --
  Transfers of cost of
   insurance and policy
   charges..............       --   (2,466)  (1,843)   (544)   (3,582)      (555)    (2,604)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..       --   24,376   45,566   4,166   166,276      2,982     42,240
                           ------  -------  -------  ------  --------     ------    -------
Net increase in net
 assets resulting from
 capital share
 transactions...........       --   26,955   45,259   4,421   164,529      2,603     43,337
                           ------  -------  -------  ------  --------     ------    -------
Net increase in net
 assets.................       80   28,477   41,230   6,786   205,365      2,567     45,073
Net assets at beginning
 of year................      976    1,029      998   1,073     1,061      1,000      1,058
                           ------  -------  -------  ------  --------     ------    -------
   Net assets at end of
    year................   $1,056  $29,506  $42,228  $7,859  $206,426     $3,567    $46,131
                           ======  =======  =======  ======  ========     ======    =======



                            See accompanying notes.

                                      F-13


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                          Investors Mark
                            Series Fund     Berger Institutional Products Trust
                          ----------------  ---------------------------------------
                                                    Growth    Small
                                    Global            and    Company
                           Money    Fixed    100    Income   Growth   International
                           Market   Income   Fund    Fund     Fund        Fund
                          --------  ------  ------  -------  -------  -------------
                                                    
Net investment income
 (loss):
  Dividend income.......  $  2,339  $   69  $    1  $    --  $    --     $   152
  Risk charge (Note 2)..    (1,663)     --     (10)     (37)     (40)        (77)
                          --------  ------  ------  -------  -------     -------
Net investment income
 (loss).................       676      69      (9)     (37)     (40)         75
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain on
   investment
   transactions.........        --      --      63      289       45         191
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........        --     (72)  1,510    4,447    6,255       4,758
                          --------  ------  ------  -------  -------     -------
Net realized and
 unrealized gain (loss)
 on investments.........               (72)  1,573    4,736    6,300       4,949
                          --------  ------  ------  -------  -------     -------
Net increase (decrease)
 in net assets resulting
 from operations........       676      (3)  1,564    4,699    6,260       5,024
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............   986,922      --   1,023    3,647    2,398       5,278
  Transfers of
   surrenders and death
   benefits.............        --      --      --      (73)      --          --
  Transfers of cost of
   insurance and policy
   charges..............   (41,858)     --    (400)  (2,081)    (737)     (3,402)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..  (747,209)     --   2,447   10,803    5,344      19,389
                          --------  ------  ------  -------  -------     -------
Net increase in net
 assets resulting from
 capital share
 transactions...........   197,855      --   3,070   12,296    7,005      21,265
                          --------  ------  ------  -------  -------     -------
Net increase (decrease)
 in net assets..........   198,531      (3)  4,634   16,995   13,265      26,289
Net assets at beginning
 of year................     1,000   1,003   1,069    1,093    1,134       1,061
                          --------  ------  ------  -------  -------     -------
   Net assets at end of
    year................  $199,531  $1,000  $5,703  $18,088  $14,399     $27,350
                          ========  ======  ======  =======  =======     =======



                            See accompanying notes.

                                      F-14


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                                                                    The Alger American
                                    Conseco Series Trust                   Fund
                          ----------------------------------------- --------------------
                            Asset     Common   Corporate Government            Leveraged
                          Allocation   Stock     Bond    Securities  Growth     AllCap
                          Portfolio  Portfolio Portfolio Portfolio  Portfolio  Portfolio
                          ---------- --------- --------- ---------- ---------  ---------
                                                             
Net investment income
 (loss):
  Dividend income.......   $   254    $     2   $   88     $  54    $     12    $    --
  Risk charge (Note 2)..       (53)       (85)      (4)       --        (430)      (113)
                           -------    -------   ------     -----    --------    -------
Net investment income
 (loss).................       201        (83)      84        54        (418)      (113)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........     2,900      7,689       (2)       22         889      1,924
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........       300       (337)     (90)     (100)     30,707     12,422
                           -------    -------   ------     -----    --------    -------
Net realized and
 unrealized gain (loss)
 on investments.........     3,200      7,352      (92)      (78)     31,596     14,346
                           -------    -------   ------     -----    --------    -------
Net increase (decrease)
 in net assets resulting
 from operations........     3,401      7,269       (8)      (24)     31,178     14,233
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    11,298      8,508      383        --      32,244     19,392
  Transfers of
   surrenders and death
   benefits.............        --       (329)      --        --        (961)      (965)
  Transfers of cost of
   insurance and policy
   charges..............    (2,270)    (2,173)     (97)       --     (10,092)    (7,034)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..     4,672     12,451      332        --     132,347     28,921
                           -------    -------   ------     -----    --------    -------
Net increase in net
 assets resulting from
 capital share
 transactions...........    13,700     18,457      618        --     153,538     40,314
                           -------    -------   ------     -----    --------    -------
Net increase (decrease)
 in net assets..........    17,101     25,726      610       (24)    184,716     54,547
Net assets at beginning
 of year................     1,048      1,100    1,001       996       1,102      1,138
                           -------    -------   ------     -----    --------    -------
   Net assets at end of
    year................   $18,149    $26,826   $1,611     $ 972    $185,818    $55,685
                           =======    =======   ======     =====    ========    =======




                            See accompanying notes.

                                      F-15


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                                                     American Century Variable
                          The Alger American Fund         Portfolios, Inc.
                          ------------------------ -------------------------------    Dreyfus
                                                     VP                              Socially
                           MidCap       Small      Income                           Responsible
                           Growth   Capitalization   and         VP                   Growth
                          Portfolio   Portfolio    Growth   International VP Value  Fund, Inc.
                          --------- -------------- -------  ------------- --------  -----------
                                                                  
Net investment loss:
  Dividend income.......   $    --      $   --     $    --     $   --     $    10     $     2
  Risk charge (Note 2)..       (41)        (20)       (147)        (1)        (37)        (51)
                           -------      ------     -------     ------     -------     -------
Net investment loss.....       (41)        (20)       (147)        (1)        (27)        (49)
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain on
   investment
   transactions.........       327         498         326         11          62       1,159
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........     2,917       1,491       4,694        884      (1,185)      1,444
                           -------      ------     -------     ------     -------     -------
Net realized and
 unrealized gain (loss)
 on investments.........     3,244       1,989       5,020        895      (1,123)      2,603
                           -------      ------     -------     ------     -------     -------
Net increase (decrease)
 in net assets resulting
 from operations........     3,203       1,969       4,873        894      (1,150)      2,554
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............     4,981       1,484      15,206        509       3,633       6,935
  Transfers of
   surrenders and death
   benefits.............      (316)         --         (65)        --          --        (208)
  Transfers of cost of
   insurance and policy
   charges..............    (2,655)       (513)     (5,277)      (232)       (673)     (2,764)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..    13,485       4,919      42,789        206      18,451      10,440
                           -------      ------     -------     ------     -------     -------
Net increase in net
 assets resulting from
 capital share
 transactions...........    15,495       5,890      52,653        483      21,411      14,403
                           -------      ------     -------     ------     -------     -------
Net increase in net
 assets.................    18,698       7,859      57,526      1,377      20,261      16,957
Net assets at beginning
 of year................     1,118       1,114       1,048      1,079         993       1,061
                           -------      ------     -------     ------     -------     -------
   Net assets at end of
    year................   $19,816      $8,973     $58,574     $2,456     $21,254     $18,018
                           =======      ======     =======     ======     =======     =======



                            See accompanying notes.

                                      F-16


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                                           Dreyfus
                                  Variable Investment Fund   Federated Insurance Series
                                  ------------------------- ------------------------------
                         Dreyfus                             High-
                          Stock   Disciplined International Income   International
                          Index      Stock        Value      Bond       Equity     Utility
                          Fund     Portfolio    Portfolio   Fund II     Fund II    Fund II
                         -------  ----------- ------------- -------  ------------- -------
                                                                 
Net investment income
 (loss):
  Dividend income....... $   349    $   134      $   10     $    79     $   --     $   25
  Risk charge (Note 2)..    (169)       (75)         --         (36)        (7)        (2)
                         -------    -------      ------     -------     ------     ------
Net investment income
 (loss).................     180         59          10          43         (7)        23
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........     695        387         102         (70)        44         50
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........   4,265      3,678         176         393      1,950        (53)
                         -------    -------      ------     -------     ------     ------
Net realized and
 unrealized gain (loss)
 on investments.........   4,960      4,065         278         323      1,994         (3)
                         -------    -------      ------     -------     ------     ------
Net increase in net
 assets resulting from
 operations.............   5,140      4,124         288         366      1,987         20
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............  21,652        519          --          --        329        732
  Transfers of
   surrenders and death
   benefits.............      --         --          --          --         --         --
  Transfers of cost of
   insurance and policy
   charges..............  (4,938)    (2,281)         --        (892)      (152)      (277)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..  47,267     33,312          --      17,974      1,556        176
                         -------    -------      ------     -------     ------     ------
Net increase in net
 assets resulting from
 capital share
 transactions...........  63,981     31,550          --      17,082      1,733        631
                         -------    -------      ------     -------     ------     ------
Net increase in net
 assets.................  69,121     35,674         288      17,448      3,720        651
Net assets at beginning
 of year................   1,047      1,061       1,034         997      1,094      1,032
                         -------    -------      ------     -------     ------     ------
Net assets at end of
 year................... $70,168    $36,735      $1,322     $18,445     $4,814     $1,683
                         =======    =======      ======     =======     ======     ======



                            See accompanying notes.

                                      F-17


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                                                                    Neuberger & Berman
                           INVESCO Variable     Lazard Retirement   Advisors Management
                           Investment Funds       Series, Inc.             Trust
                         -------------------- --------------------- -------------------
                                                                     Limited
                           High    Industrial Retirement Retirement Maturity              Strong
                           Yield     Income     Equity   Small Cap    Bond    Partners  Opportunity
                         Portfolio Portfolio  Portfolio  Portfolio  Portfolio Portfolio   Fund II
                         --------- ---------- ---------- ---------- --------- --------- -----------
                                                                   
Net investment income
 (loss):
  Dividend income.......  $  359     $   94     $    7     $    8    $   56    $   13     $   135
  Risk charge (Note 2)..      (8)       (14)        --        (13)       (1)      (13)        (35)
                          ------     ------     ------     ------    ------    ------     -------
Net investment income
 (loss).................     351         80          7         (5)       55        --         100
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........      (3)        86         33        106        (6)       31         177
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........    (118)       583         46        (32)      (32)      301       1,448
                          ------     ------     ------     ------    ------    ------     -------
Net realized and
 unrealized gain (loss)
 on investments.........    (121)       669         79         74       (38)      332       1,625
                          ------     ------     ------     ------    ------    ------     -------
Net increase in net
 assets resulting from
 operations.............     230        749         86         69        17       332       1,725
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............      --         78         --        366       284     1,807       2,447
  Transfers of
   surrenders and death
   benefits.............      --         --         --         --        --        --        (139)
  Transfers of cost of
   insurance and policy
   charges..............     (37)      (436)        --       (382)     (109)     (667)     (1,114)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..   4,077      6,715         --      4,181       494     3,294       8,819
                          ------     ------     ------     ------    ------    ------     -------
Net increase in net
 assets resulting from
 capital share
 transactions...........   4,040      6,357         --      4,165       669     4,434      10,013
                          ------     ------     ------     ------    ------    ------     -------
Net increase in net
 assets.................   4,270      7,106         86      4,234       686     4,766      11,738
Net assets at beginning
 of year................     993      1,026      1,047      1,019       999     1,019       1,043
                          ------     ------     ------     ------    ------    ------     -------
Net assets at end of
 year...................  $5,263     $8,132     $1,133     $5,253    $1,685    $5,785     $12,781
                          ======     ======     ======     ======    ======    ======     =======



                            See accompanying notes.

                                      F-18


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

                          Year ended December 31, 1999



                            Strong
                           Variable
                           Insurance
                          Funds, Inc.    Van Eck Worldwide Insurance Trust
                          ----------- ---------------------------------------
                                                Worldwide Worldwide Worldwide
                                                Emerging    Hard      Real
                          Growth Fund Worldwide  Markets   Assets    Estate
                              II      Bond Fund   Fund      Fund      Fund      Total
                          ----------- --------- --------- --------- --------- ----------
                                                            
Net investment income
 (loss):
  Dividend income.......    $     2    $   39    $   --    $   15    $   21   $    5,876
  Risk charge (Note 2)..        (36)       --       (11)      (12)       --       (4,105)
                            -------    ------    ------    ------    ------   ----------
Net investment income
 (loss).................        (34)       39       (11)        3        21        1,771
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain on
   investment
   transactions.........        415        17       100        47        --       22,271
  Increase (decrease) in
   unrealized
   appreciation on
   investments..........      6,338      (135)    3,382       170       (42)     130,487
                            -------    ------    ------    ------    ------   ----------
Net realized and
 unrealized gain (loss)
 on investments.........      6,753      (118)    3,482       217       (42)     152,758
                            -------    ------    ------    ------    ------   ----------
Net increase (decrease)
 in net assets resulting
 from operations........      6,719       (79)    3,471       220       (21)     154,529
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............      6,788        --       122         4        --    1,152,061
  Transfers of
   surrenders and death
   benefits.............        (75)       --        --        --        --       (3,131)
  Transfers of cost of
   insurance and policy
   charges..............     (2,675)       --      (302)     (441)       --     (108,555)
  Transfers between
   subaccounts,
   including fixed
   interest subaccount       14,753        --     4,500     4,948        --       (2,541)
                            -------    ------    ------    ------    ------   ----------
Net increase in net
 assets resulting from
 capital share
 transactions...........     18,791        --     4,320     4,511        --    1,037,834
                            -------    ------    ------    ------    ------   ----------
Net increase (decrease)
 in net assets..........     25,510       (79)    7,791     4,731       (21)   1,192,363
Net assets at beginning
 of year................      1,126     1,011     1,023       989     1,013       44,926
                            -------    ------    ------    ------    ------   ----------
   Net assets at end of
    year................    $26,636    $  932    $8,814    $5,720    $  992   $1,237,289
                            =======    ======    ======    ======    ======   ==========


                             See accompanying notes

                                      F-19


                          BMA VARIABLE LIFE ACCOUNT A

               STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS

         Period from December 1, 1998 (inception) to December 31, 1998



                                       Investors Mark Series Fund
                          -----------------------------------------------------
                                                                Interme-
                                   Growth Large   Small  Large   diate    Mid
                                    and    Cap     Cap    Cap    Fixed    Cap
                          Balanced Income Value   Equity Growth  Income  Equity
                          -------- ------ ------  ------ ------ -------- ------
                                                    
Net investment income:
  Dividend income........  $   49  $   11 $   28  $    1 $    1  $   60  $   10
  Risk charge............     --      --     --      --     --      --      --
                           ------  ------ ------  ------ ------  ------  ------
Net investment income....      49      11     28       1      1      60      10
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions..........     --      --     --      --     --      --      --
  Unrealized appreciation
   (depreciation) on
   investments...........     (73)     18    (30)     72     60     (60)     48
                           ------  ------ ------  ------ ------  ------  ------
Net realized and
 unrealized gain (loss)
 on investments..........     (73)     18    (30)     72     60     (60)     48
                           ------  ------ ------  ------ ------  ------  ------
Net increase (decrease)
 in net assets resulting
 from operations.........     (24)     29     (2)     73     61     --       58
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits..............   1,000   1,000  1,000   1,000  1,000   1,000   1,000
  Transfers of surrenders
   and death benefits....     --      --     --      --     --      --      --
  Transfers of cost of
   insurance and policy
   charges...............     --      --     --      --     --      --      --
  Transfers between
   subaccounts, including
   fixed interest
   subaccount............     --      --     --      --     --      --      --
                           ------  ------ ------  ------ ------  ------  ------
Net increase in net
 assets resulting from
 capital share
 transactions............   1,000   1,000  1,000   1,000  1,000   1,000   1,000
                           ------  ------ ------  ------ ------  ------  ------
Net increase in net
 assets..................     976   1,029    998   1,073  1,061   1,000   1,058
Net assets at beginning
 of period...............     --      --     --      --     --      --      --
                           ------  ------ ------  ------ ------  ------  ------
    Net assets at end of
     period..............  $  976  $1,029 $  998  $1,073 $1,061  $1,000  $1,058
                           ======  ====== ======  ====== ======  ======  ======


                            See accompanying notes.

                                      F-20


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                                Investors
                               Mark Series
                                  Fund       Berger Institutional Products Trust
                              -------------  -----------------------------------
                                                    Growth  Small
                                     Global          and   Company
                              Money  Fixed    100   Income Growth  International
                              Market Income   Fund   Fund   Fund       Fund
                              ------ ------  ------ ------ ------- -------------
                                                 
Net investment income:
  Dividend income...........  $  --  $   83  $    2 $    7 $  --      $   15
  Risk charge...............     --     --      --     --     --         --
                              ------ ------  ------ ------ ------     ------
Net investment income.......     --      83       2      7    --          15
Net realized and unrealized
 gain (loss) on investments:
  Net realized gain (loss)
   on investment
   transactions.............     --     --      --     --     --         --
  Unrealized appreciation
   (depreciation) on
   investments..............     --     (80)     67     86    134         46
                              ------ ------  ------ ------ ------     ------
Net realized and unrealized
 gain (loss) on investments.     --     (80)     67     86    134         46
                              ------ ------  ------ ------ ------     ------
Net increase (decrease) in
 net assets resulting from
 operations.................     --       3      69     93    134         61
Capital share transactions:
  Transfers of net variable
   contract deposits........   1,000  1,000   1,000  1,000  1,000      1,000
  Transfers of surrenders
   and death benefits.......     --     --      --     --     --         --
  Transfers of cost of
   insurance and policy
   charges..................     --     --      --     --     --         --
  Transfers between
   subaccounts, including
   fixed interest
   subaccount...............     --     --      --     --     --         --
                              ------ ------  ------ ------ ------     ------
Net increase in net assets
 resulting from capital
 share transactions.........   1,000  1,000   1,000  1,000  1,000      1,000
                              ------ ------  ------ ------ ------     ------
Net increase in net assets..   1,000  1,003   1,069  1,093  1,134      1,061
Net assets at beginning of
 period.....................     --     --      --     --     --         --
                              ------ ------  ------ ------ ------     ------
    Net assets at end of
     period.................  $1,000 $1,003  $1,069 $1,093 $1,134     $1,061
                              ====== ======  ====== ====== ======     ======


                            See accompanying notes.

                                      F-21


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                                                                         The Alger
                                    Conseco Series Trust               American Fund
                          ----------------------------------------- -------------------
                            Asset     Common   Corporate Government           Leveraged
                          Allocation   Stock     Bond    Securities  Growth    AllCap
                          Portfolio  Portfolio Portfolio Portfolio  Portfolio Portfolio
                          ---------- --------- --------- ---------- --------- ---------
                                                            
Net investment income:
  Dividend income.......    $    8    $    1    $    5     $    4    $  --     $  --
  Risk charge...........       --        --        --         --        --        --
                            ------    ------    ------     ------    ------    ------
Net investment income...         8         1         5          4       --        --
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........       --        --        --         --        --        --
  Unrealized
   appreciation
   (depreciation) on
   investments..........        40        99        (4)        (8)      102       138
                            ------    ------    ------     ------    ------    ------
Net realized and
 unrealized gain (loss)
 on investments.........        40        99        (4)        (8)      102       138
                            ------    ------    ------     ------    ------    ------
Net increase (decrease)
 in net assets resulting
 from operations........        48       100         1         (4)      102       138
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............     1,000     1,000     1,000      1,000     1,000     1,000
  Transfers of
   surrenders and death
   benefits.............       --        --        --         --        --        --
  Transfers of cost of
   insurance and policy
   charges..............       --        --        --         --        --        --
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..       --        --        --         --        --        --
                            ------    ------    ------     ------    ------    ------
Net increase in net
 assets resulting from
 capital share
 transactions...........     1,000     1,000     1,000      1,000     1,000     1,000
                            ------    ------    ------     ------    ------    ------
Net increase in net
 assets.................     1,048     1,100     1,001        996     1,102     1,138
Net assets at beginning
 of period..............       --        --        --         --        --        --
                            ------    ------    ------     ------    ------    ------
    Net assets at end of
     period.............    $1,048    $1,100    $1,001     $  996    $1,102    $1,138
                            ======    ======    ======     ======    ======    ======


                            See accompanying notes.

                                      F-22


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                                                   American Century Variable
                          The Alger American Fund       Portfolios, Inc.
                          ------------------------ --------------------------    Dreyfus
                                                     VP                         Socially
                           MidCap       Small      Income                      Responsible
                           Growth   Capitalization  and        VP        VP      Growth
                          Portfolio   Portfolio    Growth International Value  Fund, Inc.
                          --------- -------------- ------ ------------- -----  -----------
                                                             
Net investment income:
  Dividend income.......   $  --        $  --      $    5    $  --      $ --     $   40
  Risk charge...........      --           --         --        --        --        --
Net investment income...      --           --           5       --        --         40
                           ------       ------     ------    ------     -----    ------
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........      --           --         --        --        --        --
  Unrealized
   appreciation
   (depreciation) on
   investments..........      118          114         43        79        (7)       21
                           ------       ------     ------    ------     -----    ------
Net realized and
 unrealized gain (loss)
 on investments.........      118          114         43        79        (7)       21
                           ------       ------     ------    ------     -----    ------
Net increase (decrease)
 in net assets resulting
 from operations........      118          114         48        79        (7)       61
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    1,000        1,000      1,000     1,000     1,000     1,000
  Transfers of
   surrenders and death
   benefits.............      --           --         --        --        --        --
  Transfers of cost of
   insurance and policy
   charges..............      --           --         --        --        --        --
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..      --           --         --        --        --        --
                           ------       ------     ------    ------     -----    ------
Net increase in net
 assets resulting from
 capital share
 transactions...........    1,000        1,000      1,000     1,000     1,000     1,000
                           ------       ------     ------    ------     -----    ------
Net increase in net
 assets.................    1,118        1,114      1,048     1,079       993     1,061
Net assets at beginning
 of period..............      --           --         --        --        --        --
                           ------       ------     ------    ------     -----    ------
    Net assets at end of
     period.............   $1,118       $1,114     $1,048    $1,079     $ 993    $1,061
                           ======       ======     ======    ======     =====    ======


                            See accompanying notes.

                                      F-23


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                                      Dreyfus Variable
                                       Investment Fund       Federated Insurance Series
                                  ------------------------- ------------------------------
                          Dreyfus                            High-
                           Stock              International Income   International
                           Index  Disciplined     Value      Bond       Equity     Utility
                           Fund   Stock Fund    Portfolio   Fund II     Fund II    Fund II
                          ------- ----------- ------------- -------  ------------- -------
                                                                 
Net investment income:
  Dividend income.......  $    4    $    5       $   80     $  --       $  --      $  --
  Risk charge...........     --        --           --         --          --         --
                          ------    ------       ------     ------      ------     ------
Net investment income...       4         5           80        --          --         --
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........     --        --           --         --          --         --
  Unrealized
   appreciation
   (depreciation) on
   investments..........      43        56          (46)        (3)         94         32
                          ------    ------       ------     ------      ------     ------
Net realized and
 unrealized gain (loss)
 on investments.........      43        56          (46)        (3)         94         32
                          ------    ------       ------     ------      ------     ------
Net increase (decrease)
 in net assets resulting
 from operations........      47        61           34         (3)         94         32
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............   1,000     1,000        1,000      1,000       1,000      1,000
  Transfers of
   surrenders and death
   benefits.............     --        --           --         --          --         --
  Transfers of cost of
   insurance and policy
   charges..............     --        --           --         --          --         --
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..     --        --           --         --          --         --
                          ------    ------       ------     ------      ------     ------
Net increase in net
 assets resulting from
 capital share
 transactions...........   1,000     1,000        1,000      1,000       1,000      1,000
                          ------    ------       ------     ------      ------     ------
Net increase in net
 assets.................   1,047     1,061        1,034        997       1,094      1,032
Net assets at beginning
 of period..............     --        --           --         --          --         --
                          ------    ------       ------     ------      ------     ------
    Net assets at end of
     period.............  $1,047    $1,061       $1,034     $  997      $1,094     $1,032
                          ======    ======       ======     ======      ======     ======


                            See accompanying notes.

                                      F-24


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                                                                     Neuberger & Berman
                            Invesco Variable     Lazard Retirement   Advisors Management
                            Investment Funds       Series, Inc.             Trust
                          -------------------- --------------------- -------------------
                                                                      Limited
                            High-   Industrial Retirement Retirement Maturity              Strong
                            Yield     Income     Equity   Small Cap    Bond    Partners  Opportunity
                          Portfolio Portfolio  Portfolio  Portfolio  Portfolio Portfolio   Fund II
                          --------- ---------- ---------- ---------- --------- --------- -----------
                                                                    
Net investment income:
  Dividend income.......   $  104     $   52     $    3     $  --     $  --     $  --      $    2
  Risk charge...........      --         --         --         --        --        --         --
                           ------     ------     ------     ------    ------    ------     ------
Net investment income...      104         52          3        --        --        --           2
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........      --         --         --         --        --        --         --
  Unrealized
   appreciation
   (depreciation) on
   investments..........     (111)       (26)        44         19        (1)       19         41
                           ------     ------     ------     ------    ------    ------     ------
Net realized and
 unrealized gain (loss)
 on investments.........     (111)       (26)        44         19        (1)       19         41
                           ------     ------     ------     ------    ------    ------     ------
Net increase (decrease)
 in net assets resulting
 from operations........       (7)        26         47         19        (1)       19         43
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............    1,000      1,000      1,000      1,000     1,000     1,000      1,000
  Transfers of
   surrenders and death
   benefits.............      --         --         --         --        --        --         --
  Transfers of cost of
   insurance and policy
   charges..............      --         --         --         --        --        --         --
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..      --         --         --         --        --        --         --
                           ------     ------     ------     ------    ------    ------     ------
Net increase in net
 assets resulting from
 capital share
 transactions...........    1,000      1,000      1,000      1,000     1,000     1,000      1,000
                           ------     ------     ------     ------    ------    ------     ------
Net increase in net
 assets.................      993      1,026      1,047      1,019       999     1,019      1,043
Net assets at beginning
 of period..............      --         --         --         --        --        --         --
                           ------     ------     ------     ------    ------    ------     ------
Net assets at end of
 period.................   $  993     $1,026     $1,047     $1,019    $  999    $1,019     $1,043
                           ======     ======     ======     ======    ======    ======     ======


                            See accompanying notes.

                                      F-25


                          BMA VARIABLE LIFE ACCOUNT A

         STATEMENT OF OPERATIONS AND CHANGES IN NET ASSETS--(Continued)

         Period from December 1, 1998 (inception) to December 31, 1998



                            Strong
                           Variable
                           Insurance
                          Funds, Inc.    Van Eck Worldwide Insurance Trust
                          ----------- ---------------------------------------
                                                Worldwide Worldwide Worldwide
                                                Emerging    Hard      Real
                            Growth    Worldwide  Markets   Assets    Estate
                            Fund II   Bond Fund   Fund      Fund      Fund     Total
                          ----------- --------- --------- --------- --------- -------
                                                            
Net investment income:
  Dividend income.......    $  --      $  --     $  --     $  --     $  --    $   580
  Risk charge...........       --         --        --        --        --        --
                            ------     ------    ------    ------    ------   -------
Net investment income...       --         --        --        --        --        580
Net realized and
 unrealized gain (loss)
 on investments:
  Net realized gain
   (loss) on investment
   transactions.........       --         --        --        --        --        --
  Unrealized
   appreciation
   (depreciation) on
   investments..........       126         11        23       (11)       13      1346
                            ------     ------    ------    ------    ------   -------
  Net realized and
   unrealized gain
   (loss) on
   investments..........       126         11        23       (11)       13      1346
                            ------     ------    ------    ------    ------   -------
Net increase (decrease)
 in net assets resulting
 from operations........       126         11        23       (11)       13     1,926
Capital share
 transactions:
  Transfers of net
   variable contract
   deposits.............     1,000      1,000     1,000     1,000     1,000    43,000
  Transfers of
   surrenders and death
   benefits.............       --         --        --        --        --        --
  Transfers of cost of
   insurance and policy
   charges..............       --         --        --        --        --        --
  Transfers between
   subaccounts,
   including fixed
   interest subaccount..       --         --        --        --        --        --
                            ------     ------    ------    ------    ------   -------
Net increase in net
 assets resulting from
 capital share
 transactions...........     1,000      1,000     1,000     1,000     1,000    43,000
                            ------     ------    ------    ------    ------   -------
Net increase in net
 assets.................     1,126      1,011     1,023       989     1,013    44,926
Net assets at beginning
 of period..............       --         --        --        --        --        --
                            ------     ------    ------    ------    ------   -------
    Net assets at end of
     period.............    $1,126     $1,011    $1,023    $  989    $1,013   $44,926
                            ======     ======    ======    ======    ======   =======


                            See accompanying notes.

                                      F-26


                          BMA VARIABLE LIFE ACCOUNT A

                         NOTES TO FINANCIAL STATEMENTS

                               December 31, 2000

1. Summary of Significant Accounting Policies

 Organization

   BMA Variable Life Account A (the Account) is a separate account of Business
Men's Assurance Company of America (BMA) established to fund flexible premium
variable life insurance policies. The Account is registered as a unit
investment trust under the Investment Company Act of 1940, as amended.

 Investments

   Deposits received by the Account are invested in 43 separate subaccounts,
each of which invests solely in the various funds (mutual funds not otherwise
available to the public) as directed by the owners. Amounts may be invested in
shares of the following portfolios:

  Investors Mark Series Fund: Balanced, Growth and Income, Large Cap Value,
  Small Cap Equity, Large Cap Growth, Intermediate Fixed Income, Mid Cap
  Equity, Money Market and Global Fixed Income.

  Berger Institutional Products Trust (Berger IPT): 100 Fund, Growth and
  Income Fund, Small Company Growth Fund and International Fund.

  Conseco Series Trust: Asset Allocation Portfolio, Common Stock Portfolio,
  Corporate Bond Portfolio and Government Securities Portfolio.

  The Alger American Fund: Growth Portfolio, Leveraged AllCap Portfolio,
  MidCap Growth Portfolio and Small Capitalization Portfolio.

  American Century Variable Portfolios, Inc.: VP Income and Growth, VP
  International and VP Value.

  Dreyfus Socially Responsible Growth Fund, Inc.

  Dreyfus Stock Index Fund.

  Dreyfus Variable Investment Fund: Disciplined Stock Portfolio and
  International Value Portfolio.

  Federated Insurance Series: High-Income Bond Fund II, International Equity
  Fund II and Utility Fund II.

  INVESCO Variable Investment Funds: High Yield Portfolio and Industrial
  Income Portfolio.

  Lazard Retirement Series, Inc.: Retirement Equity Portfolio and Retirement
  Small Cap Portfolio.

  Neuberger & Berman Advisors Management Trust: Limited Maturity Bond
  Portfolio and Partners Portfolio.

  Strong Opportunity Fund II.

  Strong Variable Insurance Funds, Inc.: Growth Fund II.

  Van Eck Worldwide Insurance Trust: Worldwide Bond Fund, Worldwide Emerging
  Markets Fund, Worldwide Hard Assets Fund and Worldwide Real Estate Fund.

  Variable Insurance Products Fund (VIP): Fidelity VIP Overseas Portfolio and
  Fidelity VIP Growth Portfolio.

  Variable Insurance Products Funds II (VIP II): Fidelity VIP II Contrafund
  Portfolio.

 Management of the Funds

   Under the terms of the investment advisory contracts, portfolio investments
of the underlying mutual funds of Investors Mark Series Fund are made by
Investors Mark Series Fund, LLC (IMSF, LLC), which is owned by Jones & Babson,
Inc., a wholly-owned subsidiary of BMA. IMSF, LLC has engaged Standish, Ayer &
Wood,

                                     F-27


                          BMA VARIABLE LIFE ACCOUNT A

                  NOTES TO FINANCIAL STATEMENTS--(Continued)

Inc. to provide subadvisory services for the Intermediate Fixed Income
Portfolio, the Mid Cap Equity Portfolio and the Money Market Portfolio. IMSF,
LLC has engaged Standish International Management Company, L.P. to provide
subadvisory services for the Global Fixed Income Portfolio. IMSF, LLC has
engaged Stein Roe & Farnam, Inc. to provide subadvisory services for the Small
Cap Equity Portfolio and the Large Cap Growth Portfolio. IMSF, LLC has engaged
David L. Babson & Co., Inc. to provide subadvisory services for the Large Cap
Value Portfolio. IMSF, LLC has engaged Lord, Abbett & Co. to provide
subadvisory services for the Growth and Income Portfolio. IMSF, LLC has
engaged Kornitzer Capital Management, Inc. to provide subadvisory services for
the Balanced Portfolio.

   Berger Institutional Products Trust is a mutual fund with multiple
portfolios. Berger Associates is the investment advisor to all portfolios
except the Berger/BIAM IPT--International Fund. BBOI Worldwide LLC is the
advisor to the Berger/BIAM IPT--International Fund. BBOI Worldwide LLC has
retained Bank of Ireland Asset Management (U.S.) Limited (BIAM) as subadvisor.

   Conseco Series Trust is a mutual fund with multiple portfolios. Conseco
Capital Management, Inc. is the investment advisor to the portfolios.

   The Alger American Fund is a mutual fund with multiple portfolios. Fred
Alger Management, Inc. serves as investment advisor.

   American Century Variable Portfolios, Inc. is a series of funds managed by
American Century Investment Management, Inc.

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

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

   The Dreyfus Variable Investment Fund is a mutual fund with multiple
portfolios. The Dreyfus Corporation serves as the investment advisor.

   Federated Insurance Series is a mutual fund with multiple portfolios.
Federated Advisors is the investment advisor.

   INVESCO Variable Investment Fund is a mutual fund with multiple portfolios.
INVESCO Funds Group, Inc. is the investment advisor.

   Lazard Retirement Series, Inc. is a mutual fund with multiple portfolios.
Lazard Asset Management, a division of Lazard Freres & Co. LLC, is the
investment manager for each portfolio.

   Each portfolio of Neuberger & Berman Advisers Management Trust invests in a
corresponding series of Advisors Managers Trust. All series of Advisors
Managers Trust are managed by Neuberger & Berman Management, Inc.

   Strong Opportunity Fund II is a mutual fund managed by Strong Capital
Management, Inc.

   Strong Variable Insurance Funds, Inc. is a mutual fund with multiple
series. Strong Capital Management, Inc. serves as the investment advisor.

                                     F-28


                          BMA VARIABLE LIFE ACCOUNT A

                  NOTES TO FINANCIAL STATEMENTS--(Continued)


   Van Eck Worldwide Insurance Trust is a mutual fund with multiple portfolios
managed by Van Eck Associates Corporation.

   Variable Insurance Products Fund and Variable Insurance Products Fund II
are each mutual funds managed by Fidelity Management and Research Company.

 Investment Valuation

   Investments in mutual fund shares are carried in the statement of net
assets at market value (net asset value of the underlying mutual fund). The
first-in, first-out method is used to determine gains and losses. Security
transactions are accounted for on the trade date, and dividend income from the
funds to the Account is recorded on the ex-dividend date and reinvested upon
receipt. Capital gain distributions from the mutual funds to the Account also
are reinvested upon receipt.

   The cost of investments purchased and proceeds from investment securities
sold by each subaccount were as follows:



                                                                       Period from
                                                                       December 1,
                                                                     1998 (inception)
                               Year ended            Year ended      to December 31,
                            December 31, 2000    December 31, 1999         1998
                          --------------------- -------------------- ----------------
                           Cost of    Proceeds   Cost of   Proceeds      Cost of
                          Purchases  from Sales Purchases from Sales    Purchases
                          ---------- ---------- --------- ---------- ----------------
                                                      
Investors Mark Series
 Fund:
  Balanced..............  $      280 $       -- $     71   $     13       $1,049
  Growth and Income.....     116,087     10,987   32,099      3,564        1,011
  Large Cap Value.......      47,580      3,467   49,030      1,549        1,028
  Small Cap Equity......      68,579      5,012    4,833        399        1,000
  Large Cap Growth......     211,038     15,785  167,221      3,137        1,001
  Intermediate Fixed
   Income...............      61,779      3,138    3,363        534        1,060
  Mid Cap Equity........      94,480     21,450   45,061      1,617        1,010
  Money Market..........   1,440,157  1,567,488  900,334    702,964        1,000
  Global Fixed Income...         119         --       69         --        1,083
Berger Institutional
 Products Trust:
  100 Fund..............       3,624      1,081    3,415        337        1,002
  Growth and Income
   Fund.................      73,771     12,729   13,257      1,080        1,007
  Small Company Growth
   Fund.................      27,054      7,043    7,181        165        1,000
  International Fund....     333,557     41,775   23,408      1,838        1,015
Conseco Series Trust:
  Asset Allocation
   Portfolio............      15,850      4,029   19,427      2,661        1,008
  Common Stock
   Portfolio............      24,068      4,848   26,985        868        1,001
  Corporate Bond
   Portfolio............         712         --      725         24        1,005
  Government Securities
   Portfolio............         126         29       76         --        1,004
The Alger American Fund:
  Growth Portfolio......     164,027     24,076  165,414     11,557        1,000
  Leveraged AllCap
   Portfolio............     145,801     17,960   51,728     11,523        1,000
  MidCap Growth
   Portfolio............     102,796      4,364   16,859      1,268        1,000
  Small Capitalization
   Portfolio............       8,153      1,096    6,694        367        1,000
American Century
 Variable Portfolios,
 Inc.:
  VP Income and Growth..     272,832      9,770   57,994      5,501        1,005
  VP International......      59,431     12,073      536         35        1,000
  VP Value..............      30,190      2,559   21,759        274        1,000


                                     F-29


                          BMA VARIABLE LIFE ACCOUNT A

                  NOTES TO FINANCIAL STATEMENTS--(Continued)



                                                                      Period from
                                                                      December 1,
                                                                          1998
                                                                     (inception) to
                              Year ended            Year ended        December 31,
                           December 31, 2000     December 31, 1999        1998
                         --------------------- --------------------- --------------
                          Cost of    Proceeds   Cost of    Proceeds     Cost of
                         Purchases  from Sales Purchases  from Sales   Purchases
                         ---------- ---------- ---------- ---------- --------------
                                                      
Dreyfus Socially
 Responsible Growth
 Fund, Inc.............. $   31,436  $   6,219 $   22,033  $  7,277     $ 1,005
Dreyfus Stock Index
 Fund...................    312,428     18,750     72,270     7,616       1,004
Dreyfus Variable
 Investment Fund:
  Disciplined Stock
   Portfolio............     43,652      7,482     33,580     1,777       1,005
  International Value
   Portfolio............        642         30        112        --       1,080
Federated Insurance
 Series:
  High-Income Bond Fund
   II...................     17,196      3,782     18,059       928       1,000
  International Equity
   Fund II..............      7,735        232      1,746        35       1,000
  Utility Fund II.......        902        792        737        31       1,000
INVESCO Variable
 Investment Funds:
  High Yield Portfolio..      5,145        170      4,436        45       1,104
  Industrial Income
   Portfolio............     13,027      1,552      6,897       597       1,052
Lazard Retirement
 Series, Inc.:
  Retirement Equity
   Portfolio............        654         32         39        --       1,004
  Retirement Small Cap
   Portfolio............    158,044      4,274      4,559       313       1,000
Neuberger & Berman
 Advisors Management
 Trust:
  Limited Maturity Bond
   Portfolio............      1,407        720        833       111       1,000
  Partners Portfolio....     15,687      1,593      5,040       484       1,000
Strong Opportunity Fund
 II.....................     26,646     16,769     11,508     1,848       1,002
Strong Variable
 Insurance Funds, Inc.:
  Growth Fund II........    100,442     13,183     19,958     1,211       1,000
Van Eck Worldwide
 Insurance Trust:
  Worldwide Bond Fund...         44         --         56        --       1,000
  Worldwide Emerging
   Markets Fund.........     12,322      2,881      4,606       286       1,000
  Worldwide Hard Assets
   Fund.................      5,133      1,325      4,964       455       1,000
  Worldwide Real Estate
   Fund.................        136         --         21        --       1,000
Variable Insurance
 Products Fund (VIP):
  Fidelity VIP Overseas
   Portfolio............     35,176        131         --        --          --
  Fidelity VIP Growth
   Portfolio............      4,087          8         --        --          --
Variable Insurance
 Products Fund II (VIP
 II):
  Fidelity VIP II
   Contrafund Portfolio.      3,338          5         --        --          --
                         ---------- ---------- ----------  --------     -------
    Total............... $4,097,370 $1,850,689 $1,828,993  $774,289     $43,545
                         ========== ========== ==========  ========     =======


   There were no sales of investments during the period from December 1, 1998
(inception) to December 31, 1998.

 Federal Income Taxes

   The operations of the Account form a part of, and are taxed with, the
operations of BMA, which is taxed as a life insurance company under the
Internal Revenue Code. Under current law, no federal income taxes are payable
with respect to the Account's net investment income or net realized gain on
investments. Accordingly, no charge for income tax is currently being made to
the Account. If such taxes are incurred by BMA in the future, a charge to the
Account may be assessed.

 Use of Estimates

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

                                     F-30


                          BMA VARIABLE LIFE ACCOUNT A

                  NOTES TO FINANCIAL STATEMENTS--(Continued)


2. Variable Life Contract Charges

   The Account pays BMA certain amounts relating to the distribution and
administration of the policies funded by the Account and as reimbursement for
certain mortality and other risks assumed by BMA.

   Premium Charges: BMA deducts a premium charge from each premium payment of
5.5% of all premiums in the first through the 10th policy year and 4.0% of all
premiums in the 11th and later policy years.

   Risk Charge: BMA deducts a risk charge each month of .80%, on an annual
basis, of the accumulation value in the separate account for the first through
10th policy year and .40%, on an annual basis, of the accumulation value in
the separate account for the 11th policy year and thereafter.

   Policy Charges: The Account deducts a policy charge of $25 per month in the
first policy year and $5 per month thereafter.

   Cost of Insurance: A deduction for cost of insurance and cost of any riders
also is made monthly. This charge will depend on the specified amount, the
accumulation value and the sex, age and rate class of the primary insured.

   Surrender Charge: A surrender charge will be imposed in the event of a
partial or full surrender in excess of 10% of the unloaned accumulation value.
The surrender charge will depend on the sex, age and rate class of the primary
insured. In addition, a fee of $25 will be assessed for partial surrender in
excess of 10% of the unloaned accumulation values.

   Charges retained by BMA from the proceeds of sales of variable life
contracts aggregated $17,243 and $4,105 during the years ended December 31,
2000 and 1999, respectively and were not significant during 1998.

3. Summary of Unit Transactions

   Transactions in units of each subaccount were as follows:



                                                                         Net
                                                      Units   Units    Increase
                                                      Sold   Redeemed (Decrease)
                                                     ------- -------- ----------
                                                             
Year ended December 31, 2000
Investors Mark Series Fund:
  Balanced..........................................      37      19        18
  Growth and Income.................................   9,929     996     8,933
  Large Cap Value...................................   5,269     726     4,543
  Small Cap Equity..................................   3,013     310     2,703
  Large Cap Growth..................................  13,560   1,464    12,096
  Intermediate Fixed Income.........................   5,850     406     5,444
  Mid Cap Equity....................................   6,208   1,008     5,200
  Money Market...................................... 128,236 140,727   (12,491)
  Global Fixed Income...............................      --      --        --
Berger Institutional Products Trust:
  100 Fund..........................................     230      86       144
  Growth and Income Fund............................   3,737     578     3,159
  Small Company Growth Fund.........................     980     137       843
  International Fund................................  24,905   1,899    23,006


                                     F-31


                          BMA VARIABLE LIFE ACCOUNT A

                   NOTES TO FINANCIAL STATEMENTS--(Continued)



                                                                         Net
                                                      Units   Units    Increase
                                                       Sold  Redeemed (Decrease)
                                                      ------ -------- ----------
                                                             
Conseco Series Trust:
  Asset Allocation Portfolio.........................    812    285        527
  Common Stock Portfolio.............................    966    305        661
  Corporate Bond Portfolio...........................     76     20         56
  Government Securities Portfolio....................     14     10          4
The Alger American Fund:
  Growth Portfolio...................................  9,676  2,643      7,033
  Leveraged AllCap Portfolio.........................  7,741  1,319      6,422
  MidCap Growth Portfolio............................  6,193    635      5,558
  Small Capitalization Portfolio.....................    376    115        261
American Century Variable Portfolios, Inc.:
  VP Income and Growth............................... 24,152  2,044     22,108
  VP International...................................  2,732    159      2,573
  VP Value...........................................  3,238    487      2,751
Dreyfus Socially Responsible Growth Fund, Inc........  2,604    791      1,813
Dreyfus Stock Index Fund............................. 25,645  2,474     23,171
Dreyfus Variable Investment Fund:
  Disciplined Stock Portfolio........................  3,594    817      2,777
  International Value Portfolio......................     40      6         34
Federated Insurance Series:
  High-Income Bond Fund II...........................  1,422    387      1,035
  International Equity Fund II.......................    409     57        352
  Utility Fund II....................................     95     93          2
INVESCO Variable Investment Funds:
  High Yield Portfolio...............................    518     42        476
  Industrial Income Portfolio........................  1,103    255        848
Lazard Retirement Series, Inc.:
  Retirement Equity Portfolio........................     45      6         39
  Retirement Small Cap Portfolio..................... 13,841    613     13,228
Neuberger & Berman Advisors Management Trust:
  Limited Maturity Bond Portfolio....................    127     71         56
  Partners Portfolio.................................  1,436    251      1,185
Strong Opportunity Fund II...........................    835    304        531
Strong Variable Insurance Funds, Inc.:
  Growth Fund II.....................................  4,134    767      3,367
Van Eck Worldwide Insurance Trust:
  Worldwide Bond Fund................................     --     --         --
  Worldwide Emerging Markets Fund....................    590    102        488
  Worldwide Hard Assets Fund.........................    386    110        276
  Worldwide Real Estate Fund.........................     21     10         11
Variable Insurance Products Fund (VIP):
  Fidelity VIP Overseas Portfolio....................  3,779     68      3,711
  Fidelity VIP Growth Portfolio......................    493     26        467
Variable Insurance Products Fund II (VIP II):
  Fidelity VIP II Contrafund Portfolio...............    365      9        356


                                      F-32


                          BMA VARIABLE LIFE ACCOUNT A

                   NOTES TO FINANCIAL STATEMENTS--(Continued)



                                                                        Net
                                                     Units   Units    Increase
                                                      Sold  Redeemed (Decrease)
                                                     ------ -------- ----------
                                                            
Year ended December 31, 1999
Investors Mark Series Fund:
  Balanced..........................................     --      --        --
  Growth and Income.................................  2,577     223     2,354
  Large Cap Value...................................  4,274     191     4,083
  Small Cap Equity..................................    394      43       351
  Large Cap Growth.................................. 14,020     319    13,701
  Intermediate Fixed Income.........................    313      56       257
  Mid Cap Equity....................................  4,408     269     4,139
  Money Market...................................... 95,438  76,529    18,909
  Global Fixed Income...............................     --      --        --
Berger Institutional Products Trust:
  100 Fund..........................................    288      33       255
  Growth and Income Fund............................  1,081     155       926
  Small Company Growth Fund.........................    613      51       562
  International Fund................................  2,221     302     1,919
Conseco Series Trust:
  Asset Allocation Portfolio........................  1,436     223     1,213
  Common Stock Portfolio............................  1,704     196     1,508
  Corporate Bond Portfolio..........................     71      10        61
  Government Securities Portfolio...................     --      --        --
The Alger American Fund:
  Growth Portfolio.................................. 13,167     875    12,292
  Leveraged AllCap Portfolio........................  3,087     499     2,588
  MidCap Growth Portfolio...........................  1,476     240     1,236
  Small Capitalization Portfolio....................    498      42       456
American Century Variable Portfolios, Inc.:
  VP Income and Growth..............................  5,060     476     4,584
  VP International..................................     58      18        40
  VP Value..........................................  2,122      69     2,053
Dreyfus Socially Responsible Growth Fund, Inc.        1,428     243     1,185
Dreyfus Stock Index Fund............................  5,859     458     5,401
Dreyfus Variable Investment Fund:
  Disciplined Stock Portfolio.......................  2,994     201     2,793
  International Value Portfolio.....................     --      --        --
Federated Insurance Series:
  High-Income Bond Fund II..........................  1,800      92     1,708
  International Equity Fund II......................    151      11       140
  Utility Fund II...................................     86      26        60
INVESCO Variable Investment Funds:
  High Yield Portfolio..............................    390       5       385
  Industrial Income Portfolio.......................    624      38       586
Lazard Retirement Series, Inc.:
  Retirement Equity Portfolio.......................     --      --        --
  Retirement Small Cap Portfolio....................    428      37       391


                                      F-33


                          BMA VARIABLE LIFE ACCOUNT A

                   NOTES TO FINANCIAL STATEMENTS--(Continued)



                                                                        Net
                                                      Units  Units    Increase
                                                      Sold  Redeemed (Decrease)
                                                      ----- -------- ----------
                                                            
Neuberger & Berman Advisors Management Trust:
  Limited Maturity Bond Portfolio...................     77    11         66
  Partners Portfolio................................    492    65        427
Strong Opportunity Fund II..........................    910   104        806
Strong Variable Insurance Funds, Inc.:
  Growth Fund II....................................  1,308   165      1,143
Van Eck Worldwide Insurance Trust:
  Worldwide Bond Fund...............................     --    --         --
  Worldwide Emerging Markets Fund...................    356    21        335
  Worldwide Hard Assets Fund........................    423    40        383
  Worldwide Real Estate Fund........................     --    --         --
Period from December 1, 1998 (inception) to December
 31, 1998
Investors Mark Series Fund:
  Balanced..........................................    100
  Growth and Income.................................    100
  Large Cap Value...................................    100
  Small Cap Equity..................................    100
  Large Cap Growth..................................     99
  Intermediate Fixed Income.........................    100
  Mid Cap Equity....................................     99
  Money Market......................................    100
  Global Fixed Income...............................    100
Berger Institutional Products Trust:
  100 Fund..........................................     99
  Growth and Income Fund............................     98
  Small Company Growth Fund.........................    100
  International Fund................................    103
Conseco Series Trust:
  Asset Allocation Portfolio........................     99
  Common Stock Portfolio............................     98
  Corporate Bond Portfolio..........................    100
  Government Securities Portfolio...................    100
The Alger American Fund:
  Growth Portfolio..................................     98
  Leveraged AllCap Portfolio........................     98
  MidCap Growth Portfolio...........................     99
  Small Capitalization Portfolio....................     99
American Century Variable Portfolios, Inc.:
  VP Income and Growth..............................     99
  VP International..................................    102
  VP Value..........................................    100


                                      F-34


                          BMA VARIABLE LIFE ACCOUNT A

                   NOTES TO FINANCIAL STATEMENTS--(Continued)



                                                                    Units Sold
                                                                    ----------
                                                                 
Period from December 1, 1998 (inception) to December 31, 1998
 (continued)
Dreyfus Socially Responsible Growth Fund, Inc......................     98
Dreyfus Stock Index Fund...........................................     99
Dreyfus Variable Investment Fund:
  Disciplined Stock Fund...........................................     99
  International Value Portfolio....................................    101
Federated Insurance Series:
  High-Income Bond Fund II.........................................    100
  International Equity Fund II.....................................    101
  Utility Fund II..................................................    100
Invesco Variable Investment Funds:
  High-Yield Portfolio.............................................    100
  Industrial Income Portfolio......................................     99
Lazard Retirement Series, Inc.:
  Retirement Equity Portfolio......................................    100
  Retirement Small Cap Portfolio...................................    100
Neuberger & Berman Advisors Management Trust:
  Limited Maturity Bond Portfolio..................................    100
  Partners Portfolio...............................................    100
Strong Opportunity Fund II.........................................    100
Strong Variable Insurance Funds, Inc.:
  Growth Fund II...................................................    100
Van Eck Worldwide Insurance Trust:
  Worldwide Bond Fund..............................................    100
  Worldwide Emerging Markets Fund..................................    102
  Worldwide Hard Assets Fund.......................................    101
  Worldwide Real Estate Fund.......................................    101


                                      F-35








                  Business Men's Assurance Company of America
                 (A Member of the Generali Group of Companies)

                       Consolidated Financial Statements

                  Years ended December 31, 2000, 1999 and 1998
                    with Reports of Independent Accountants


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                       Consolidated Financial Statements

                  Years ended December 31, 2000, 1999 and 1998

                                    Contents


                                                                          
Reports of Independent Accountants.......................................... F-1

Audited Consolidated Financial Statements

Consolidated Balance Sheets................................................. F-3

Consolidated Statements of Operations....................................... F-4

Consolidated Statements of Comprehensive Income (Loss)...................... F-5

Consolidated Statements of Stockholder's Equity............................. F-6

Consolidated Statements of Cash Flows....................................... F-7

Notes to Consolidated Financial Statements.................................. F-9



                       REPORT OF INDEPENDENT ACCOUNTANTS

The Board of Directors and Shareholder
Business Men's Assurance Company of America

   In our opinion, the accompanying consolidated balance sheet as of December
31, 2000 and the related consolidated statement of operations, comprehensive
income (loss), stockholder's equity and cash flows present fairly, in all
material respects, the financial position of Business Men's Assurance Company
of America and its subsidiaries (an ultimate subsidiary of Assicurazioni
Generali, S.p.A.) (the Company) at December 31, 2000, and the results of their
operations and their cash flows for the year then ended in conformity with
accounting principles generally accepted in the United States of America.
These financial statements are the responsibility of the Company's management;
our responsibility is to express an opinion on these financial statements
based on our audit. We conducted our audit of these statements in accordance
with auditing standards generally accepted in the United States of America,
which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management,
and evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion. The financial
statements of the Company as of December 31, 1999 and for the two years then
ended were audited by other independent accountants whose report dated
February 3, 2000 expressed an unqualified opinion on those statements.

                                          /s/ PricewaterhouseCoopers LLP

Kansas City, Missouri
February 26, 2001

                                      F-1


                        Report of Independent Auditors

The Board of Directors
Business Men's Assurance Company of America

   We have audited the accompanying consolidated balance sheet of Business
Men's Assurance Company of America (an ultimate subsidiary of Assicurazioni
Generali, S.p.A.) (the Company) as of December 31, 1999, and the related
consolidated statements of operations, comprehensive income (loss),
stockholder's equity and cash flows for each of the two years in the period
ended December 31, 1999. These consolidated financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

   We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall consolidated financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

   In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of Business Men's Assurance Company of America at December 31, 1999, and the
consolidated results of its operations and its cash flows for each of the two
years in the period ended December 31, 1999, in conformity with accounting
principles generally accepted in the United States.

                                             /s/ Ernst & Young LLP

Kansas City, Missouri
February 3, 2000

                                      F-2


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                          CONSOLIDATED BALANCE SHEETS



                                                            December 31,
                                                        ----------------------
                                                           2000        1999
                                                        ----------  ----------
                                                           (In Thousands)
                                                              
Assets
Investments (Note 3):
  Securities available-for-sale, at fair value:
    Fixed maturities (amortized cost--$1,150,842,000 in
     2000 and $1,284,919,000 in 1999).................. $1,117,456  $1,231,419
    Equity securities (cost--$89,821,000 in 2000 and
     $45,102,000 in 1999)..............................     80,924      43,204
  Mortgage loans on real estate, net of allowance for
   credit losses of $10,385,000 in 2000 and $10,385,000
   in 1999.............................................    825,207     875,882
  Policy loans.........................................     56,958      57,935
  Short-term investments...............................     10,697       7,476
  Other (Note 3).......................................     18,423      32,444
                                                        ----------  ----------
      Total investments................................  2,109,665   2,248,360
Cash...................................................     80,621      97,678
Accrued investment income..............................     20,811      20,054
Premium and other receivables..........................     31,384      20,271
Deferred policy acquisition costs......................    136,050     134,343
Property, equipment and software (Note 6)..............     12,046      14,798
Reinsurance recoverables:
  Paid benefits........................................      5,090       2,441
  Benefits and claim reserves ceded....................    208,624     111,515
Other assets...........................................     12,613      13,099
Assets held in separate accounts.......................    402,652     415,077
                                                        ----------  ----------
      Total assets..................................... $3,019,556  $3,077,636
                                                        ==========  ==========

Liabilities and stockholder's equity
Future policy benefits:
  Life and annuity (Notes 4 and 10).................... $1,332,530  $1,294,708
  Health...............................................    116,176      89,539
Contract account balances (Note 4).....................    502,364     681,958
Policy and contract claims.............................     72,493      72,163
Unearned revenue reserve...............................      7,796      10,056
Other policyholder funds...............................     10,924      14,155
Current income taxes payable (Note 7)..................        840         486
Deferred income taxes (Note 7).........................     17,032       7,936
Payable to affiliate (Note 10).........................        242         627
Other liabilities (Note 12)............................     79,953      80,831
Liabilities related to separate accounts (Note 4)......    402,652     415,077
                                                        ----------  ----------
      Total liabilities................................  2,543,002   2,667,536
Commitments and contingencies (Note 5)
Stockholder's equity (Notes 2 and 11):
  Preferred stock of $1 par value per share; authorized
   3,000,000 shares, none issued and outstanding.......        --          --
  Common stock of $1 par value per share; authorized
   24,000,000 shares, 12,000,000 shares issued and
   outstanding.........................................     12,000      12,000
  Paid-in capital......................................     40,106      40,106
  Accumulated other comprehensive loss.................    (29,039)    (41,667)
  Retained earnings....................................    453,487     399,661
                                                        ----------  ----------
      Total stockholder's equity.......................    476,554     410,100
                                                        ----------  ----------
      Total liabilities and stockholder's equity....... $3,019,556  $3,077,636
                                                        ==========  ==========

                            See accompanying notes.

                                      F-3


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                     CONSOLIDATED STATEMENTS OF OPERATIONS



                                                    Year ended December 31,
                                                   ----------------------------
                                                     2000      1999      1998
                                                   --------  --------  --------
                                                         (In Thousands)
                                                              
Revenues:
  Premiums (Note 9):
    Life and annuity.............................. $154,680  $131,667  $115,863
    Health........................................    4,878     4,863    10,828
  Other insurance considerations..................   31,197    33,788    37,599
  Net investment income (Note 3)..................  188,211   185,521   176,085
  Realized gains, net (Note 3)....................    2,111     8,458    10,556
  Other income....................................   34,935    37,242    43,886
                                                   --------  --------  --------
    Total revenues................................  416,012   401,539   394,817
Benefits and expenses:
  Life and annuity benefits.......................  115,424    99,280   107,033
  Health benefits.................................      827       938     3,021
  Increase in policy liabilities including
   interest credited to account balances..........  118,251   115,785   103,298
  Commissions.....................................   62,790    50,568    43,949
  (Increase) decrease in deferred policy
   acquisition costs..............................   (9,144)      330    11,271
  Taxes, licenses and fees........................    2,765     2,417     2,579
  Other operating costs and expenses..............   65,549    63,019    71,991
                                                   --------  --------  --------
    Total benefits and expenses...................  356,462   332,337   343,142
                                                   --------  --------  --------
Income from continuing operations before income
 tax expense......................................   59,550    69,202    51,675
Income tax expense (Note 7).......................   20,868    23,119    15,876
                                                   --------  --------  --------
Income from continuing operations.................   38,682    46,083    35,799
Discontinued operations (Note 13):
  Income (loss) from discontinued operations, net
   of income tax expense of $146,000 in 2000,
   benefit of $994,000 in 1999 and expense of
   $929,000 in 1998...............................      273    (2,012)    2,527
  Gain on disposal of discontinued segment, net of
   income tax expense of $8,008,000 in 2000.......   14,871       --        --
                                                   --------  --------  --------
Income (loss) from discontinued operations........   15,144    (2,012)    2,527
                                                   --------  --------  --------
Net income........................................ $ 53,826  $ 44,071  $ 38,326
                                                   ========  ========  ========



                            See accompanying notes.

                                      F-4


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)



                                                    Year ended December 31,
                                                    --------------------------
                                                     2000      1999     1998
                                                    -------  --------  -------
                                                         (In Thousands)
                                                              
Net income......................................... $53,826  $ 44,071  $38,326
Other comprehensive income (loss):
  Unrealized holding gains (losses) arising during
   period..........................................  16,627   (76,822)   2,597
  Less realized gains (losses) included in net
   income..........................................  (2,042)   12,473    6,760
                                                    -------  --------  -------
Net unrealized gains (losses)......................  18,669   (89,295)  (4,163)
Effect on deferred policy acquisition costs........  (7,436)   22,362   (1,483)
Effect on unearned revenue reserve.................     502    (1,370)      55
Related deferred income taxes......................     893    15,906    1,957
                                                    -------  --------  -------
Other comprehensive income (loss)..................  12,628   (52,397)  (3,634)
                                                    -------  --------  -------
Comprehensive income (loss)........................ $66,454  $ (8,326) $34,692
                                                    =======  ========  =======






                            See accompanying notes.

                                      F-5


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY



                                                    Year ended December 31,
                                                   ----------------------------
                                                     2000      1999      1998
                                                   --------  --------  --------
                                                         (In Thousands)
                                                              
Common stock:
  Balance at beginning and end of year............ $ 12,000  $ 12,000  $ 12,000
Paid-in capital:
  Balance at beginning and end of year............   40,106    40,106    40,106
Accumulated other comprehensive income (loss):
  Balance at beginning of year....................  (41,667)   10,730    14,364
    Net change in net unrealized gains (losses)...   12,628   (52,397)   (3,634)
                                                   --------  --------  --------
    Balance at end of year........................  (29,039)  (41,667)   10,730
Retained earnings:
  Balance at beginning of year....................  399,661   355,590   317,264
    Net income....................................   53,826    44,071    38,326
                                                   --------  --------  --------
  Balance at end of year..........................  453,487   399,661   355,590
                                                   --------  --------  --------
      Total stockholder's equity.................. $476,554  $410,100  $418,426
                                                   ========  ========  ========




                            See accompanying notes.

                                      F-6


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                     CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                  Year ended December 31,
                                               -------------------------------
                                                 2000       1999       1998
                                               ---------  ---------  ---------
                                                      (In Thousands)
                                                            
Operating activities
Net income.................................... $  53,826  $  44,071  $  38,326
Adjustments to reconcile net income to net
 cash provided by operating activities:
  Deferred income tax expense.................     9,990     13,192        363
  Realized gains, net.........................    (2,111)    (8,458)   (10,556)
  Gain on sale of discontinued segment........   (22,879)       --         --
  Premium amortization (discount accretion),
   net........................................       386        193     (1,618)
  Policy loans lapsed in lieu of surrender
   benefits...................................     2,724      2,858      3,740
  Depreciation................................     2,234      2,469      2,524
  Amortization................................       782        782        782
  Changes in assets and liabilities:
    (Increase) decrease in accrued investment
     income...................................      (757)    (1,976)       442
    Increase in receivables and reinsurance
     recoverables (net of $305,000 realized
     gain in 2000)............................  (110,871)   (20,834)   (24,876)
    Policy acquisition costs deferred.........   (34,057)   (25,451)   (22,484)
    Policy acquisition costs amortized........    24,913     25,781     33,755
    Increase (decrease) in income taxes
     payable..................................       354     (1,814)       142
    Increase in accrued policy benefits, claim
     reserves, unearned revenues and
     policyholder funds.......................    17,505     41,215     19,189
    Interest credited to policyholder
     accounts.................................    77,544     80,499     77,358
    (Increase) decrease in other assets and
     other liabilities, net...................     8,234    (18,030)     2,344
  Other, net..................................      (794)       391         19
                                               ---------  ---------  ---------
Net cash provided by operating activities.....    27,023    134,888    119,450

Investing activities
Purchases of investments:
  Securities available-for-sale:
    Fixed maturities..........................  (142,345)  (558,982)  (603,142)
    Equity securities.........................  (128,280)   (48,088)   (12,969)
  Mortgage and policy loans...................   (93,098)  (172,625)  (310,127)
  Other.......................................    (5,921)   (19,572)   (41,118)
Sales, calls or maturities of investments:
  Maturities and calls of securities
   available-for-sale:
    Fixed maturities..........................   120,727    225,728    305,013
  Sales of securities available-for-sale:
    Fixed maturities..........................   149,579    312,069    360,296
    Equity securities.........................    92,595     44,158     22,632
  Mortgage and policy loans...................   142,411    169,498    277,325


                             See accompanying notes

                                      F-7


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

               CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)



                                                  Year ended December 31,
                                               -------------------------------
                                                 2000       1999       1998
                                               ---------  ---------  ---------
                                                      (In Thousands)
                                                            
Investing activities (continued)
Purchase of property, equipment and software.  $    (552) $  (1,331) $  (1,805)
Net (increase) decrease in short-term
 investments.................................     (3,221)     3,303     (3,623)
Proceeds from sale of discontinued segment...     24,879         --         --
Distributions from unconsolidated related
 parties.....................................     18,282     30,793      1,466
                                               ---------  ---------  ---------
Net cash provided by (used in) investing
 activities..................................    175,056    (15,049)    (6,052)
Financing activities
Deposits from interest sensitive and
 investment-type contracts...................    151,713    290,119    245,620
Withdrawals from interest sensitive and
 investment-type contracts                      (366,554)  (347,673)  (375,459)
Net proceeds from reverse repurchase
 borrowing...................................      5,000    143,200     30,189
Retirement of reverse repurchase borrowing...    (33,400)  (144,989)   (20,863)
Net proceeds from other borrowing............    115,390      6,615        --
Retirement of other borrowing................    (91,285)       --         --
                                               ---------  ---------  ---------
Net cash used in financing activities........   (219,136)   (52,728)  (120,513)
                                               ---------  ---------  ---------
Net increase (decrease) in cash..............    (17,057)    67,111     (7,115)
Cash at beginning of year....................     97,678     30,567     37,682
                                               ---------  ---------  ---------
Cash at end of year..........................  $  80,621  $  97,678  $  30,567
                                               =========  =========  =========
Supplemental disclosures of cash flow
 information
For purposes of the statements of cash flows,
 Business Men's Assurance Company of America
 considers only cash on hand and demand
 deposits to be cash equivalents
Cash paid during the year for:
  Income taxes...............................  $  18,679  $  10,747  $  16,300
                                               =========  =========  =========
  Interest paid on reverse repurchase and
   other borrowings..........................  $   2,527  $   1,884  $     299
                                               =========  =========  =========



                            See accompanying notes.

                                      F-8


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. Summary of Significant Accounting Policies

 Organization

   Business Men's Assurance Company of America (the Company) is a Missouri-
domiciled life insurance company licensed to sell insurance products in 49
states and the District of Columbia. The Company offers a diversified
portfolio of individual and group insurance and investment products both
directly, primarily distributed through general agencies, and through
reinsurance assumptions. Assicurazioni Generali S.p.A. (Generali), an Italian
insurer, is the ultimate parent company.

 Principles of Consolidation and Basis of Presentation

   The accompanying consolidated financial statements include the accounts of
the Company and all majority-owned subsidiaries. All significant intercompany
transactions have been eliminated in consolidation.

 Use of Estimates

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

 Investments

   The Company's entire investment portfolio is designated as available-for-
sale. Changes in fair values of available-for-sale securities, after
adjustment of deferred policy acquisition costs (DPAC), unearned revenue
reserve (URR) and related deferred income taxes, are reported as unrealized
gains or losses directly in accumulated other comprehensive income (loss). The
DPAC and URR offsets to the unrealized gains or losses represents valuation
adjustments or reinstatements of DPAC and URR that would have been required as
a charge or credit to operations had such unrealized amounts been realized.

   The amortized cost of fixed maturity investments classified as available-
for-sale is adjusted for amortization of premiums and accretion of discounts.
That amortization or accretion is included in net investment income.

   Mortgage loans and mortgage-backed securities are carried at unpaid
balances adjusted for accrual of discount and allowances for other than
temporary decline in value.

   Policy loans are carried at unpaid balances.

   Realized gains and losses on sales of investments and declines in value
considered to be other than temporary are recognized in net income on the
specific identification basis.

 Impairment of Loans

   The Financial Accounting Standards Board's (FASB) Statement of Financial
Accounting Standards (SFAS) No. 114, "Accounting by Creditors for Impairment
of a Loan," and SFAS No. 118, "Accounting by Creditors for Impairment of a
Loan--Income Recognition and Disclosures," require that an impaired mortgage
loan's fair value be measured based on the present value of future cash flows
discounted at the loan's effective interest rate, at the loan's observable
market price or at the fair value of the collateral if the loan is collateral
dependent. If the

                                      F-9


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)


fair value of a mortgage loan is less than the recorded investment in the
loan, the difference is recorded as an allowance for mortgage loan losses. The
change in the allowance for mortgage loan losses is reported with realized
gains or losses on investments. Interest income on impaired loans is
recognized on a cash basis.

 Deferred Policy Acquisition Costs

   Certain commissions, expenses of the policy issue and underwriting
departments and other variable policy issue expenses have been deferred. For
limited payment and other traditional life insurance policies, these deferred
acquisition costs are being amortized over a period of not more than 25 years
in proportion to the ratio of the expected annual premium revenue to the
expected total premium revenue. Expected premium revenue was estimated with
the same assumptions used for computing liabilities for future policy benefits
for these policies.

   For universal life-type insurance and investment-type products, the
deferred policy acquisition costs are amortized over a period of not more than
25 years in relation to the present value of estimated gross profits arising
from estimates of mortality, interest, expense and surrender experience. The
estimates of expected gross profits are evaluated regularly and are revised if
actual experience or other evidence indicates that revision is appropriate.
Upon revision, total amortization recorded to date is adjusted by a charge or
credit to current earnings.

   Deferred policy acquisition costs are evaluated to determine that the
unamortized portion of such costs does not exceed recoverable amounts after
considering anticipated investment income.

 Recognition of Insurance Revenue and Related Expenses

   For limited payment and other traditional life insurance policies, premium
income is reported as earned when due, with past-due premiums being reserved.
Profits are recognized over the life of these contracts by associating
benefits and expenses with insurance in force for limited payment policies and
with earned premiums for other traditional life policies. This association is
accomplished by a provision for liability for future policy benefits and the
amortization of policy acquisition costs. Accident and health premium revenue
is recognized on a pro rata basis over the terms of the policies.

   For universal life and investment-type policies, contract charges for
mortality, surrender and expense, other than front-end expense charges, are
reported as other insurance considerations revenue when charged to
policyholders' accounts. Expenses consist primarily of benefit payments in
excess of policyholder account values and interest credited to policyholder
accounts. Profits are recognized over the life of universal life-type
contracts through the amortization of policy acquisition costs and deferred
front-end expense charges with estimated gross profits from mortality,
interest, surrender and expense.

 Policy Liabilities and Contract Values

   The liability for future policy benefits for limited payment and other
traditional life insurance contracts has been computed primarily by a net
level premium reserve method based on estimates of future investment yield,
mortality and withdrawals made at the time gross premiums were calculated.
Assumptions used in computing future policy benefits are as follows: interest
rates range from 3.25% to 8.50%, depending on the year of issue; withdrawal
rates for individual life policies issued in 1966 and after are based on
Company experience, and policies issued prior to 1966 are based on industry
tables; and mortality rates are based on mortality tables that consider
Company experience. The liability for future policy benefits is graded to
reserves stipulated by the policy over a period of 20 to 25 years or the end
of the premium paying period, if less.

   For universal life and investment-type contracts, the account value before
deduction of any surrender charges is held as the policy liability. An
additional liability is established for deferred front-end expense charges

                                     F-10


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)


on universal life-type policies. These expense charges are recognized in
income as insurance considerations using the same assumptions as are used to
amortize deferred policy acquisition costs.

   Claims and benefits payable for reported disability income claims have been
computed as the present value of expected future benefit payments based on
estimates of future investment yields and claim termination rates. The net
amount of benefits payable included in the future policy benefit reserves and
policy and contract claims, less the amount of reinsurance recoverables for
December 31, 2000 and 1999 was $6,532,000 and $32,791,000, respectively.
Interest rates used in the calculation of future investment yields vary based
on the year the claim was incurred and range from 3% to 7.25%. Claim
termination rates are based on industry tables.

   Other accident and health claims and benefits payable for reported claims
and incurred but not reported claims are estimated using prior experience. The
methods of calculating such estimates and establishing the related liabilities
are periodically reviewed and updated. Any adjustments needed as a result of
periodic reviews are reflected in current operations.

 Federal Income Taxes

   Deferred federal income taxes have been provided in the consolidated
financial statements to recognize temporary differences between the financial
reporting and tax bases of assets and liabilities measured using enacted tax
rates and laws (see Note 7). Temporary differences are principally related to
deferred policy acquisition costs, the provision for future policy benefits,
accrual of discounts on investments, accrued expenses, accelerated
depreciation and unrealized investment gains and losses.

 Separate Accounts

   These accounts arise from four lines of business--variable annuities,
variable universal life, variable 401(k) and MBIA insured guaranteed
investment contracts (GICs). The separate account assets are legally
segregated and are not subject to the claims which may arise from any other
business of the Company.

   The assets and liabilities of the variable lines of business are reported
at fair value since the underlying investment risks are assumed by the
policyowners. Investment income and gains or losses arising from the variable
line of business accrue directly to the policyowners and are, therefore, not
included in investment earnings in the accompanying consolidated statements of
operations. Revenues to the Company from variable products consist primarily
of contract maintenance charges and administration fees. Separate account
assets and liabilities for the variable lines of business totaled $13,751,000
on December 31, 2000 and $6,297,000 on December 31, 1999.

   The assets of the MBIA GIC line of business are maintained at an amount
equal to the related liabilities. These assets related to the MBIA GIC line of
business include securities available-for-sale reported at fair value and
mortgage loans carried at unpaid balances. Changes in fair values of
available-for-sale securities, net of deferred income taxes, are reported as
unrealized gains or losses directly in accumulated other comprehensive income
(loss).

   The liabilities are reported at the original deposit amount plus accrued
interest guaranteed to the contractholders. Investment income and gains or
losses arising from MBIA GIC investments are included in investment income in
the accompanying consolidated statements of operations. The guaranteed
interest payable is included in the increase in policy liabilities in the
accompanying consolidated statements of operations. Separate account assets
and liabilities for the MBIA GIC line of business totaled $388,901,000 on
December 31, 2000 and $408,780,000 on December 31, 1999.

                                     F-11


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



 Property, Equipment and Software

   Property, equipment and software and the home office building are generally
valued at cost, including development costs, less allowances for depreciation
and other than temporary declines in value. Property, equipment and software
are being depreciated over the estimated useful lives of the assets,
principally on a straight-line basis. Depreciation rates on these assets are
set forth in Note 6.

 Intangible Assets

   At December 31, 2000, goodwill of $9,976,000 (1999--$10,759,000), net of
accumulated amortization of $5,672,000 (1999--$4,889,000) resulting from the
acquisition of a subsidiary, is included in other assets. Goodwill is being
amortized over a period of 20 years on a straight-line basis, and amortization
amounted to $782,000 for the years ended December 31, 2000, 1999 and 1998.

 Reinsurance

   Premiums and expenses include amounts related to reinsurance assumed and
are net of amounts ceded. Reinsurance recoverables and prepaid reinsurance
premiums are reported as assets and are recognized in a manner consistent with
the liabilities related to the underlying reinsurance contracts.

 Fair Values of Financial Instruments

   SFAS No. 107, "Disclosures about Fair Value of Financial Instruments,"
requires disclosure of fair value information about financial instruments,
whether or not recognized in the balance sheets, for which it is practicable
to estimate that value. In cases where quoted market prices are not available,
fair values are based on estimates using present value or other valuation
techniques. Those techniques are significantly affected by the assumptions
used, including the discount rate and estimates of future cash flows. In that
regard, the derived fair value estimates cannot be substantiated by comparison
to independent markets and, in many cases, could not be realized in immediate
settlement of the instruments. SFAS No. 107 excludes certain financial
instruments and all nonfinancial instruments from its disclosure requirements.
Accordingly, the aggregate fair value amounts presented do not represent the
underlying value of the Company. The following represents the carrying amount
and fair value of significant assets and liabilities at December 31, 2000 and
1999:



                                      December 31, 2000,    December 31, 1999,
                                     --------------------- ---------------------
                                      Carrying              Carrying
                                       Amount   Fair Value   Amount   Fair Value
                                     ---------- ---------- ---------- ----------
                                                   (In Thousands)
                                                          
Fixed maturities (Note 3)..........  $1,117,456 $1,117,456 $1,231,419 $1,231,419
Equity securities (Note 3).........      80,924     80,924     43,204     43,204
Mortgage loans on real estate......     825,207    855,833    875,882    852,238
Policy loans.......................      56,958     53,133     57,935     53,844
Short-term investments.............      10,697     10,697      7,476      7,476
Cash...............................      80,621     80,621     97,678     97,678
Reinsurance recoverables:
  Paid benefits....................       5,090      5,090      2,441      2,441
  Benefits and claim reserves
   ceded...........................     208,624    208,624    111,515    111,515
Assets held in separate accounts...     402,652    402,819    415,077    406,474
Investment-type insurance contracts
 (Note 4)..........................   1,426,764  1,386,449  1,603,965  1,559,623


                                     F-12


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   The following methods and assumptions were used by the Company in
estimating its fair value disclosures for financial instruments:

    Cash and short-term investments: The carrying amounts reported in the
    balance sheets for these instruments approximate their fair values.

    Investment securities: Fair values for fixed maturity securities are
    based on quoted market prices, where available. For fixed maturity
    securities not actively traded, fair values are estimated using values
    obtained from independent pricing services or, in the case of private
    placements, by discounting expected future cash flows using a current
    market rate applicable to the yield, credit quality and maturity of the
    investments. The fair value for equity securities is based on quoted
    market prices.

    Off-balance-sheet instruments: The fair value for outstanding loan
    commitments approximates the amount committed, as all loan commitments
    were made within the last 60 days of the year.

    Mortgage loans on real estate and policy loans: The fair value for
    mortgage loans on real estate and policy loans is estimated using
    discounted cash flow analyses, using interest rates currently being
    offered for loans with similar terms to borrowers of similar credit
    quality. Loans with similar characteristics are aggregated for purposes
    of the calculations. The carrying amount of accrued interest
    approximates its fair value.

    Reinsurance recoverables: The carrying values of reinsurance
    recoverables approximate their fair values.

    Liabilities for flexible and single premium deferred annuities: The
    cash surrender value of flexible and single premium deferred annuities
    approximates their fair value.

    Liabilities for guaranteed investment contracts: The fair value for the
    Company's liabilities under guaranteed investment contracts is
    estimated using discounted cash flow analyses, using interest rates
    currently being offered for similar contracts with maturities
    consistent with those remaining for the contracts being valued.

 Financial Instruments with Off-Balance-Sheet Risk

   During 1999 and 1998, the Company was a party to various financial
transactions to reduce its exposure to fluctuations in interest rates. The
Company has entered into interest rate swap contracts for the purpose of
converting either the variable interest rate characteristics of certain
investments to fixed rates or from fixed rates to variable rates. The purpose
of these swaps is to better match the invested assets of the Company with the
related insurance liabilities (guaranteed investment contracts) that the
investments are supporting. The net interest effect of such swap transactions
is reported as an adjustment of interest income as incurred. The notional
amount of these contracts was $40,000,000 at December 31, 1999 and 1998. There
were no such contracts at December 31, 2000.

 Postretirement Benefits

   The projected future cost of providing postretirement benefits, such as
health care and life insurance, is recognized as an expense as employees
render service. See Note 8 for further disclosures with respect to
postretirement benefits other than pensions.

 Comprehensive Income (Loss)

   Unrealized gains and losses on our available-for-sale securities are
included in other comprehensive income (loss) in stockholder's equity. Other
comprehensive income (loss) excludes net investment gains (losses) included in
net income which merely represent transfers from unrealized to realized gains
and losses. These amounts, which have been measured through the beginning of
the year, are net of income taxes and adjustments to deferred policy
acquisition costs, value of insurance in force acquired and unearned revenue
reserve.

                                     F-13


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



 Reclassifications

   Certain amounts for 1999 and 1998 have been reclassified to conform to the
current year presentation.

 Statutory Accounting Practices

   In 1998, the NAIC adopted codified statutory accounting principles
(Codification) effective January 1, 2001. Codification provides guidance for
areas where statutory accounting has been silent and changes current statutory
accounting in some areas.

   During the upcoming year, the Missouri Department of Insurance will seek to
have Missouri laws and rules amended to closely mirror Codification. The
effect of adoption on the Company's statutory surplus is expected to increase
surplus by approximately $7 million (unaudited), primarily as a result of the
recording of a deferred tax asset and a reduction of admitted pension plan
intangible assets.

2. Dividend Limitations

   Missouri has legislation that requires prior reporting of all dividends to
the Director of Insurance. The Company, as a regulated life insurance company,
may pay a dividend from unassigned surplus without the approval of the
Missouri Department of Insurance if the aggregate of all dividends paid during
the preceding 12-month period does not exceed the greater of 10% of statutory
stockholder's equity at the end of the preceding calendar year or the
statutory net gain from operations for the preceding calendar year. A portion
of the statutory equity of the Company that is available for dividends would
be subject to additional federal income taxes should distribution be made from
"policyholders' surplus" (see Note 7).

   As of December 31, 2000 and 1999, the Company's statutory stockholder's
equity was $284,102,000 and $250,774,000, respectively. Statutory net gain
from operations before realized capital gains and net income for each of the
three years in the period ended December 31, 2000 were as follows:



                          Year ended December 31,
                          -----------------------
                           2000    1999    1998
                          ------- ------- -------
                              (In Thousands)
                                 
Net gain from operations
 before realized capital
 gains..................  $30,883 $29,369 $36,305
Net income..............   36,583  32,915  44,692


3. Investment Operations

   The Company's investments in securities available-for-sale are summarized
as follows:



                                                 December 31, 2000
                                    -------------------------------------------
                                                 Gross      Gross
                                    Amortized  Unrealized Unrealized
                                       Cost      Gains      Losses   Fair Value
                                    ---------- ---------- ---------- ----------
                                                  (In Thousands)
                                                         
Fixed maturities:
  Bonds:
    U.S. Treasury securities and
     obligations of U.S. government
     corporations and agencies..... $   55,805   $    4    $ (1,251) $   54,558
    Obligations of states and
     political subdivisions........      6,697      333         --        7,030
    Debt securities issued by
     foreign governments...........      2,837       18         (21)      2,834
    Corporate securities...........    470,606    3,551     (12,826)    461,331
    Mortgage-backed securities.....    596,050    2,025     (25,103)    572,972
    Redeemable preferred stocks....     18,847       99        (215)     18,731
                                    ----------   ------    --------  ----------
Total fixed maturities.............  1,150,842    6,030     (39,416)  1,117,456
Equity securities..................     89,821    2,749     (11,646)     80,924
                                    ----------   ------    --------  ----------
                                    $1,240,663   $8,779    $(51,062) $1,198,380
                                    ==========   ======    ========  ==========


                                     F-14


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)





                                                 December 31, 1999
                                    -------------------------------------------
                                                 Gross      Gross
                                    Amortized  Unrealized Unrealized
                                       Cost      Gains      Losses   Fair Value
                                    ---------- ---------- ---------- ----------
                                                  (In Thousands)
                                                         
Fixed maturities:
  Bonds:
    U.S. Treasury securities and
     obligations of U.S. government
     corporations and agencies..... $   74,125   $  --     $ (4,591) $   69,534
    Obligations of states and
     political subdivisions........      8,165      --         (121)      8,044
    Debt securities issued by
     foreign governments...........      3,560       29        (133)      3,456
    Corporate securities...........    417,899      593     (14,941)    403,551
    Mortgage-backed securities.....    761,504      356     (33,191)    728,669
    Redeemable preferred stocks....     19,666      --       (1,501)     18,165
                                    ----------   ------    --------  ----------
Total fixed securities.............  1,284,919      978     (54,478)  1,231,419
Equity securities..................     45,102    2,221      (4,119)     43,204
                                    ----------   ------    --------  ----------
                                    $1,330,021   $3,199    $(58,597) $1,274,623
                                    ==========   ======    ========  ==========


   The amortized cost and estimated fair value of fixed maturity securities at
December 31, 2000, by contractual maturity, are as follows. Expected maturities
will differ from contractual maturities because borrowers may have the right to
call or prepay obligations with or without call or prepayment penalties.
Maturities of mortgage-backed securities have not been set forth in the
following table, as such securities are not due at a single maturity date:



                                                          Amortized
                                                             Cost    Fair Value
                                                          ---------- ----------
                                                             (In Thousands)
                                                               
      Due in one year or less............................ $   41,859 $   41,594
      Due after one year through five years..............    292,811    290,771
      Due after five years through 10 years..............    119,677    117,377
      Due after 10 years.................................    100,445     94,742
                                                          ---------- ----------
                                                             554,792    544,484
      Mortgage-backed securities.........................    596,050    572,972
                                                          ---------- ----------
      Total fixed maturity securities.................... $1,150,842 $1,117,456
                                                          ========== ==========


                                      F-15


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   The majority of the Company's mortgage loan portfolio is secured by real
estate. The following table presents information about the location of the
real estate that secures mortgage loans in the Company's portfolio:



                                                                Carrying Amount
                                                                as of December
                                                                      31,
                                                               -----------------
                                                                 2000     1999
                                                               -------- --------
                                                                (In Thousands)
                                                                  
      State:
        Missouri.............................................. $ 73,368 $ 74,922
        Arizona...............................................   68,528   66,812
        California............................................   59,762   67,674
        Texas.................................................   55,622   62,166
        Florida...............................................   53,859   50,246
        Utah..................................................   47,388   48,450
        Oklahoma..............................................   41,866   39,410
        Washington............................................   31,192   33,674
        Nevada................................................   30,795   31,888
        Other.................................................  362,827  400,640
                                                               -------- --------
                                                               $825,207 $875,882
                                                               ======== ========


   The Company had no investment in impaired mortgage loans and related
allowance for credit losses and no interest income on impaired loans for the
years ended December 31, 2000, 1999 and 1998. Additionally, the Company had no
investment in impaired loans at December 31, 2000 and 1999. The average
recorded investment in impaired loans was $413,000 at December 31, 1998.

   Bonds, mortgage loans, preferred stocks and common stocks approximating
$3,340,000 and $3,840,000 were on deposit with regulatory authorities at
December 31, 2000 and 1999, respectively.

   Set forth below is a summary of consolidated net investment income for the
years ended December 31:



                                                      Year ended December 31,
                                                     --------------------------
                                                       2000     1999     1998
                                                     -------- -------- --------
                                                           (In Thousands)
                                                              
Fixed maturities:
  Bonds............................................. $ 98,186 $102,990 $ 94,975
  Redeemable preferred stocks.......................    1,548    1,917    1,603
Equity securities:
  Common stocks.....................................    3,309      957      702
  Nonredeemable preferred stocks....................       30       43      237
Mortgage loans on real estate.......................   77,436   78,462   75,768
Real estate.........................................      --        11       18
Policy loans........................................    3,547    3,486    3,667
Short-term investments..............................    7,549    3,115    4,334
Other...............................................    2,701    2,898    2,685
                                                     -------- -------- --------
                                                      194,306  193,879  183,989
Less:
  Net investment income from discontinued
   operations.......................................    3,497    5,681    5,443
  Investment expenses...............................    2,598    2,677    2,461
                                                     -------- -------- --------
Net investment income from continuing operations.... $188,211 $185,521 $176,085
                                                     ======== ======== ========


                                     F-16


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   Realized gains (losses) on securities disposed of during 2000, 1999 and
1998 consisted of the following:



                                                     Year ended December 31,
                                                     -------------------------
                                                      2000     1999     1998
                                                     -------  -------  -------
                                                         (In Thousands)
                                                              
Fixed maturity securities:
  Gross realized gains.............................. $   866  $ 6,615  $ 5,149
  Gross realized losses.............................  (6,995)  (1,636)  (1,420)
Equity securities:
  Gross realized gains..............................  10,200    6,299    7,395
  Gross realized losses.............................  (1,177)    (744)  (1,636)
Other investments...................................    (783)  (2,076)   1,068
                                                     -------  -------  -------
Net realized gains.................................. $ 2,111  $ 8,458  $10,556
                                                     =======  =======  =======


   Sales of investments in securities in 2000, 1999 and 1998, excluding
maturities and calls, resulted in gross realized gains of $10,524,000,
$12,338,000 and $10,980,000 and gross realized losses of $3,398,000,
$2,318,000 and $2,304,500, respectively.

   There were no non-income producing investments at December 31, 2000 and
1999.

   The Company began investing in the Cypress Tree Investment Fund LLC during
1998. At December 31, 2000 and 1999, the Company has invested $5 million and
$18 million, respectively, in the partnership, which primarily invests in
senior secured loans. The Company's portion of the investment is approximately
10% and 16% of the total fund value at December 31, 2000 and 1999,
respectively, and has been recorded under the guidelines of equity accounting.
This investment is classified in other investments on the balance sheets, with
unrealized gains and losses being reflected in accumulated other comprehensive
income (loss).

4. Investment Contracts

   The carrying amounts and fair values of the Company's liabilities for
investment-type insurance contracts (included with future policy benefits,
contract account balances and separate accounts in the balance sheets) at
December 31 are as follows:



                                                   December 31,
                                    -------------------------------------------
                                            2000                  1999
                                    --------------------- ---------------------
                                     Carrying              Carrying
                                      Amount   Fair Value   Amount   Fair Value
                                    ---------- ---------- ---------- ----------
                                                  (In Thousands)
                                                         
Guaranteed investment contracts.... $  465,261 $  459,605 $  645,619 $  629,240
Flexible and single premium
 deferred annuities................    558,851    538,155    543,269    523,519
Separate accounts..................    402,652    388,689    415,077    406,864
                                    ---------- ---------- ---------- ----------
Total investment-type insurance
 contracts......................... $1,426,764 $1,386,449 $1,603,965 $1,559,623
                                    ========== ========== ========== ==========


   Fair values of the Company's insurance contracts other than investment
contracts are not required to be disclosed. However, the fair values of
liabilities under all insurance contracts are taken into consideration in the
Company's overall management of interest rate risk which minimizes exposure to
changing interest rates through the matching of investment maturities with
amounts due under insurance contracts.

                                     F-17


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



5. Commitments and Contingencies

   The Company leases equipment and certain office facilities from others
under operating leases through April 2004. Certain other equipment and
facilities are rented monthly. Rental expense amounted to $629,000, $781,000
and $1,364,000 for the years ended December 31, 2000, 1999 and 1998,
respectively. As of December 31, 2000, the minimum future payments under
noncancelable operating leases for each of the next five years are as follows
(in thousands):



      Year ending December 31
      -----------------------
                                                                        
      2001................................................................ $355
      2002................................................................  197
      2003................................................................   81
      2004................................................................   20
      2005................................................................  --
                                                                           ----
      Total............................................................... $653
                                                                           ====


   Total outstanding commitments to fund mortgage loans were $0 and
$11,632,500 at December 31, 2000 and 1999, respectively.

   A number of insurance companies are under regulatory supervision that
results in assessments by state guaranty funds to cover losses to
policyholders of insolvent or rehabilitated insurance companies. Those
mandatory assessments may be partially recovered through a reduction in future
premium taxes in certain states. At December 31, 2000 and 1999, the Company
accrued $310,000 and $350,000, respectively, for guaranty fund assessments.
Expenses incurred for guaranty fund assessments were $314,000, $333,000 and
$417,000 in 2000, 1999 and 1998, respectively.

   The Company and its subsidiaries are parties to certain claims and legal
actions arising during the ordinary course of business. In the opinion of
management, these matters will not have a materially adverse effect on the
operations or financial position of the Company.

6. Property, Equipment and Software

   A summary of property, equipment and software and their respective
depreciation rates is as follows:



                                                               December 31,
                                                  Rate of    ------------------
                                                Depreciation   2000      1999
                                                ------------ --------  --------
                                                              (In Thousands)
                                                              
Home office building, including land with a
 cost of $425,000.............................       2%      $ 23,218  $ 23,218
Other real estate not held-for-sale or rental.       4%           208       208
Less accumulated depreciation.................                (14,246)  (13,667)
                                                             --------  --------
                                                                9,180     9,759
Equipment and software........................     5%-33%      18,182    20,785
Less accumulated depreciation.................                (15,316)  (15,746)
                                                             --------  --------
                                                                2,866     5,039
                                                             --------  --------
Total property, equipment and software........               $ 12,046  $ 14,798
                                                             ========  ========


                                     F-18


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



7. Federal Income Taxes

   The Company and its subsidiaries file a consolidated federal tax return.
Under a written agreement approved by the Board of Directors, the Company
collects from, or refunds to, the subsidiaries the amount of taxes or benefits
determined as if the Company and the subsidiaries filed separate returns.

   The components of the provision for income taxes and the temporary
differences generating deferred income taxes are as follows:



                                                      Year ended December 31,
                                                      -------------------------
                                                       2000     1999     1998
                                                      -------  -------  -------
                                                          (In Thousands)
                                                               
Current.............................................  $19,033  $ 8,933  $16,442
Deferred:
  Deferred policy acquisition costs.................    3,099     (204)  (3,385)
  Future policy benefits............................   10,032    9,501    6,620
  Accrual of discount...............................      298      438      560
  Tax on realized gains greater than book...........   (2,384)    (780)  (1,610)
  Recognition of tax effect previously deferred on
   sale of affiliate stock in prior period..........      --       --    (1,311)
  Employee benefit plans............................      198    3,002   (2,014)
  Prior year taxes..................................     (537)   1,698    1,018
  Other, net........................................     (717)    (463)     485
                                                      -------  -------  -------
                                                        9,989   13,192      363
                                                      -------  -------  -------
Total income tax expense............................   29,022   22,125   16,805
Less income tax expense (benefit) from discontinued
 operations.........................................    8,154     (994)     929
                                                      -------  -------  -------
Total income tax expense from continuing operations.  $20,868  $23,119  $15,876
                                                      =======  =======  =======


   At December 31, 2000 and 1999, the Company recorded a valuation allowance
against deferred tax assets resulting from cumulative unrealized losses on
available-for-sale securities for $3,000,000 and $8,000,000 respectively. The
Company did not record any valuation allowances against deferred tax assets at
December 31, 1998.

   Total income taxes vary from the amounts computed by applying the federal
income tax rate of 35% to income before income tax expense for the following
reasons:



                                                      Year ended December 31,
                                                      -------------------------
                                                       2000     1999     1998
                                                      -------  -------  -------
                                                          (In Thousands)
                                                               
Application of statutory rate to income before taxes
 on income..........................................  $28,997  $23,168  $19,296
Tax-exempt municipal bond interest and dividends
 received deductions................................     (288)    (171)    (287)
Recognition of tax effect previously deferred on
 sale of affiliate stock in
 a prior period.....................................      --       --    (1,311)
Other...............................................      313     (872)    (893)
                                                      -------  -------  -------
                                                      $29,022  $22,125  $16,805
                                                      =======  =======  =======


                                     F-19


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   The significant components comprising the Company's deferred income tax
assets and liabilities as of December 31, 2000 and 1999 are as follows:



                                                                 December 31,
                                                                ---------------
                                                                 2000    1999
                                                                ------- -------
                                                                (In Thousands)
                                                                  
Deferred income tax liabilities:
  Deferred policy acquisition costs............................ $33,593 $26,142
  Other........................................................  14,353   9,754
                                                                ------- -------
Total deferred income tax liability............................  47,946  35,896
Deferred income tax assets:
  Reserve for future policy benefits...........................   6,866   6,142
  Unrealized investment losses, net of valuation allowance of
   $3,000,000 in 2000 and $8,000,000 in 1999...................  11,021  10,128
  Other........................................................  13,027  11,690
                                                                ------- -------
Total deferred income tax assets...............................  30,914  27,960
                                                                ------- -------
Net deferred income tax liability.............................. $17,032 $ 7,936
                                                                ======= =======


   Certain amounts that were not currently taxed under pre-1984 tax law were
credited to a "policyholders' surplus" account. This account is frozen under
the 1984 Tax Act and is taxable only when distributed to stockholders at which
time it is taxed at regular corporate rates. The policyholders' surplus of the
Company approximates $87,000,000. The Company has no present plan for
distributing the amount in policyholders' surplus. Consequently, no provision
has been made in the consolidated financial statements for the taxes thereon.
However, if such taxes were assessed, the amount of taxes payable would be
approximately $30,000,000.

   Earnings taxed on a current basis are accumulated in a "shareholder's
surplus" account and can be distributed to the shareholder without tax. The
shareholder's surplus amounted to approximately $330,000,000 at December 31,
2000.

8. Benefit Plans

 Trusteed Employee Retirement Plan

   The Company has a trusteed employee retirement plan for the benefit of
salaried employees who have reached age 21 and who have completed one year of
service. The plan, which is administered by an Employees' Retirement Committee
consisting of at least three officers appointed by the Board of Directors of
the Company, provides for normal retirement at age 65 or earlier retirement
based on minimum age and service requirements. Retirement may be deferred to
age 70. Upon retirement, the retirees receive monthly benefit payments from
the plan's BMA group pension investment contract. During 2000, approximately
$4.9 million of annual benefits were covered by a group pension investment
contract issued by the Company. Assets of the plan, primarily equities, are
held by three trustees appointed by the Board of Directors.

                                     F-20


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   The following table sets forth the plan's funded status at December 31:



                                                              December 31,
                                                            ------------------
                                                              2000      1999
                                                            --------  --------
                                                             (In Thousands)
                                                                
      Change in benefit obligations:
        Benefit obligation at beginning of year............ $ 64,396  $ 66,944
        Service cost.......................................    1,542     1,835
        Interest cost......................................    4,879     4,556
        Curtailment Adjustment.............................   (1,163)      --
        Settlement Adjustment..............................     (149)      --
        Actuarial (gains) losses...........................    1,257    (5,626)
        Benefits paid......................................   (4,879)   (3,313)
                                                            --------  --------
      Benefit obligation at end of year....................   65,883    64,396
      Change in plan assets:
        Fair value of plan assets at beginning of year.....  110,399    95,175
        Actual return on plan assets.......................     (804)   18,537
        Benefits paid......................................   (4,879)   (3,313)
                                                            --------  --------
      Fair value of plan assets at end of year.............  104,716   110,399
                                                            --------  --------
      Funded status of the plan............................   38,833    46,003
      Unrecognized net actuarial gain......................  (27,963)  (41,634)
      Unrecognized prior service cost......................       57       650
      Unrecognized net asset at January 1, 1987 being
       recognized over 15 years............................     (292)     (589)
                                                            --------  --------
      Prepaid pension cost................................. $ 10,635  $  4,430
                                                            ========  ========


   The additional minimum pension liability noted above results from the
pension plan for the Company's subsidiary, BMA Financial Services, Inc. Net
pension cost included the following components:



                                                    Year ended December 31,
                                                   ----------------------------
                                                     2000      1999      1998
                                                   --------  --------  --------
                                                         (In Thousands)
                                                              
Service cost--benefits earned during the period... $  1,542  $  1,835  $  1,873
Interest cost on projected benefit obligation.....    4,879     4,556     4,557
Actual return on plan assets......................      804   (18,537)  (12,988)
Net amortization and deferral.....................  (11,997)    9,529     5,005
                                                   --------  --------  --------
Net pension benefit............................... $ (4,772) $ (2,617) $ (1,553)
                                                   ========  ========  ========


   In determining the actuarial present value of the projected benefit
obligation, the weighted-average discount rate utilized was 7.5% for 2000,
7.75% for 1999 and 7% for 1998. The rate of increase in future compensation
levels used for 2000 was 7.25% for employees at the younger attained ages
grading to 3.25% for older employees, the rate was 7.5% grading to 3.5% for
1999 and 7% grading to 3% for 1998. The expected long-term rate of return on
assets was 8% in 2000, 1999 and 1998.

   As part of the 2000 net periodic retirement plan cost, curtailment and
settlement losses were recognized. These losses resulted from the disposal of
the Company's workplace benefits division (Note 13).

                                     F-21


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



Supplemental Retirement Programs and Deferred Compensation Plan

   The Company has supplemental retirement programs for senior executive
officers and for group sales managers and group sales persons who are
participants in the trusteed retirement plan. These programs are not qualified
under Section 401(a) of the Internal Revenue Code and are not prefunded.
Benefits are paid directly by the Company as they become due. Benefits are
equal to an amount computed on the same basis as under the trusteed retirement
plan (except incentive compensation is included and limitations under Sections
401 and 415 of the Internal Revenue Code are not considered) less the actual
benefit payable under the trusteed plan.

   The Company also has a deferred compensation plan for the Company's
managers that provides retirement benefits based on renewal premium income at
retirement resulting from the sales unit developed by the manager. This
program is not qualified under Section 401(a) of the Internal Revenue Code and
is not prefunded. As of January 1, 1987, the plan was frozen with respect to
new entrants. Currently, there are two managers who have not retired and will
be entitled to future benefits under the program. The actuarial present value
of benefits shown below includes these active managers, as well as all
managers who have retired and are entitled to benefits under the program.

   The following table sets forth the combined supplemental retirement
programs' and deferred compensation plan's funded status at:



                                                              December 31,
                                                            ------------------
                                                              2000      1999
                                                            --------  --------
                                                             (In Thousands)
                                                                
      Change in benefit obligations:
        Benefit obligation at beginning of year............ $ 13,273  $ 12,512
        Service cost.......................................      271       292
        Interest cost......................................      975       844
        Amendments.........................................    1,174       --
        Curtailment Adjustments............................     (539)      --
        Settlement Adjustments.............................      (65)      --
        Actuarial losses...................................    1,807       563
        Benefits paid......................................   (1,280)     (938)
                                                            --------  --------
      Benefit obligation at end of year....................   15,616    13,273
      Change in plan assets:
        Fair value of plan assets at beginning and end of
         year..............................................      --        --
                                                            --------  --------
      Funded status of the plan (underfunded)..............  (15,616)  (13,273)
      Unrecognized net actuarial loss......................    4,270     3,460
      Unrecognized prior service cost......................    1,341       429
      Unrecognized net asset at January 1, 1987 being
       recognized over 15 years............................      182       260
      Adjustment to recognized minimum liability...........   (4,590)   (2,212)
                                                            --------  --------
      Accrued pension cost.................................  (14,413)  (11,336)
      Accrued benefit liability............................   12,890    10,648
      Intangible asset.....................................    1,523       688
                                                            --------  --------
      Net amount recognized................................ $    --   $    --
                                                            ========  ========


                                     F-22


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   Net pension cost included the following components:



                                                           Year ended December
                                                                   31,
                                                           --------------------
                                                            2000   1999   1998
                                                           ------ ------ ------
                                                              (In Thousands)
                                                                
Service cost--benefits earned during the period........... $  271 $  292 $  235
Interest cost on projected benefit obligation.............    975    844    813
Net amortization and deferral.............................    654    626    541
                                                           ------ ------ ------
Net pension cost.......................................... $1,900 $1,762 $1,589
                                                           ====== ====== ======


   In determining the actuarial present value of the projected benefit
obligation, the weighted-average discount rate utilized was 7.5% for 2000,
7.75% for 1999 and 7% for 1998. The rate of increase in future compensation
levels used was 5.0% for 2000, 5.25% for 1999 and 4.5% for 1998.

   As part of the 2000 net periodic retirement plan cost, curtailment and
settlement losses were recognized. These losses resulted from the disposal of
the Company's workplace benefits division (Note 13).

 Savings and Investment Plans

   The Company has savings and investment plans qualifying under Section
401(k) of the Internal Revenue Code. Employees and sales representatives are
eligible to participate after one year of service. Participant contributions
are invested by the trustees for the plans at the direction of the participant
in any one or more of four investment funds. The Company makes matching
contributions in varying amounts. The Company's matching contributions
amounted to $1,008,000 in 2000, $1,086,000 in 1999 and $1,153,000 in 1998.
Participants are fully vested in the Company match after five years of
service.

   The Company has a field force retirement plan for the benefit of agents and
managers. The plan is a defined contribution plan with contributions made
entirely by the Company. Each agent or manager under a standard contract with
one year of service with the Company is eligible to participate. The Company
makes an annual contribution for each participant equal to 3% of eligible
earnings up to the Social Security wage base and 6% of eligible earnings which
are in excess of the Social Security wage base. Each participant is fully
vested in his retirement account after five years of service. Assets of the
plan are deposited in a retirement trust fund and maintained by the plan
trustees who are appointed by the Company. The Company incurred no costs
related to this plan in 2000 and 1999 and $33,000 in 1998.

 Defined Benefit Health Care Plan

   In addition to the Company's other benefit plans, the Company sponsors an
unfunded defined benefit health care plan that provides postretirement medical
benefits to full-time employees for whom the sum of the employee's age and
years of service equals or exceeds 75, with a minimum age requirement of 50
and at least 10 years of service. The plan is contributory, with retiree
contributions adjusted annually, and contains other cost-sharing features such
as deductibles and coinsurance. The accounting for the plan anticipates a
future cost-sharing arrangement with retirees that is consistent with the
Company's past practices.

                                     F-23


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



   The following table presents the plan's funded status:



                                                               December 31,
                                                              ----------------
                                                               2000     1999
                                                              -------  -------
                                                              (In Thousands)
                                                                 
      Change in benefit obligations:
        Projected benefit obligation at beginning of year.... $10,655  $11,401
        Service cost.........................................      88      112
        Interest cost........................................     760      760
        Actuarial (gains) losses.............................     138      (73)
        Participant contributions............................     442      548
        Curtailment adjustment...............................    (269)     --
        Benefits paid........................................  (1,884)  (2,093)
                                                              -------  -------
      Projected benefit obligation at end of year............   9,930   10,655
      Change in plan assets:
        Fair value of plan assets at beginning and end of
         year................................................     --       --
                                                              -------  -------
      Funded status of the plan (underfunded)................  (9,930) (10,655)
      Unrecognized net actuarial loss........................     324      455
      Unrecognized prior service cost........................   1,051    1,921
      Unrecognized transition obligation.....................   2,397    3,814
                                                              -------  -------
      Accrued pension cost...................................  (6,158)  (4,465)
      Accrued benefit liability..............................   6,158    4,465
                                                              -------  -------
      Net amount recognized.................................. $   --   $   --
                                                              =======  =======


   Net periodic postretirement benefit cost includes the following components:



                                                            Year ended December
                                                                    31,
                                                            --------------------
                                                             2000   1999   1998
                                                            ------ ------ ------
                                                               (In Thousands)
                                                                 
Service cost............................................... $   88 $  112 $  108
Interest cost..............................................    760    760    777
Amortization of transition obligation over 20 years........    235    293    293
Amortization of past service costs.........................    228    294    295
                                                            ------ ------ ------
Net periodic benefit cost..................................  1,311  1,459  1,473
Plan curtailment adjustment................................  1,824    --     770
                                                            ------ ------ ------
Final periodic postretirement benefit cost................. $3,135 $1,459 $2,243
                                                            ====== ====== ======


   The weighted-average annual assumed rate of increase in the per capita cost
of covered benefits (i.e., health care cost trend rate) varies per year, equal
to the maximum contractual increase of the Company's contribution. Because the
Company's future contributions are contractually limited as discussed above,
an increase in the health care cost trend rate has a minimal impact on
expected benefit payments.

   The weighted-average discount rate used in determining the accumulated
postretirement benefit obligation was 7.75% at December 31, 2000 and 1999 and
7.00% at December 31, 1998.

   As part of the 2000 and 1998 net periodic postretirement benefit cost, a
curtailment loss was recognized. The 2000 curtailment resulted from the
disposal of the Company's workplace benefits division (Note 13) and the 1998
adjustment resulted from the closing of certain field locations in March 1998.

                                     F-24


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



9. Reinsurance

   The Company actively solicits reinsurance from other companies. The Company
also cedes portions of the insurance it writes as described in the next
paragraph. The effect of reinsurance on premiums earned from continuing
operations was as follows:



                                                   Year ended December 31,
                                                 ------------------------------
                                                   2000       1999       1998
                                                 ---------  ---------  --------
                                                        (In Thousands)
                                                              
Direct.......................................... $ 145,141  $ 144,224  $118,315
Assumed.........................................   201,273    174,794   152,844
Ceded...........................................  (133,302)   (78,023)  (73,466)
                                                 ---------  ---------  --------
Total net premium...............................   213,112    240,995   197,693
Less net premium from discontinued operations...   (53,554)  (104,465)  (71,002)
                                                 ---------  ---------  --------
Total net premium from continuing operations.... $ 159,558  $ 136,530  $126,691
                                                 =========  =========  ========


   The Company reinsures with other companies portions of the insurance it
writes, thereby limiting its exposure on larger risks. Normal retentions
without reinsurance are $750,000 on an individual life policy, $1,000,000 on
individual life insurance assumed and $200,000 on an individual life insured
under a single group life policy. As of December 31, 2000, the Company had
ceded to other life insurance companies individual life insurance in force of
approximately $32.7 billion.

   Benefits and reserves ceded to other insurers amounted to $199,466,000,
$73,536,000 and $54,670,000 during the years ended December 31, 2000, 1999 and
1998, respectively. At December 31, 2000 and 1999, policy reserves ceded to
other insurers were $177,444,000 and $89,362,000, respectively. Claim reserves
ceded amounted to $31,179,000 and $22,153,000 at December 31, 2000 and 1999,
respectively. The Company remains contingently liable on all reinsurance ceded
by it to others. This contingent liability would become an actual liability in
the event an assuming reinsurer should fail to perform its obligations under
its reinsurance agreement with the Company.

   Gross assumed premiums from the Company's five largest customers amounted
to $107,945,000, $102,153,000 and $89,915,000 for the years ended December 31,
2000, 1999 and 1998, respectively.

10. Related-Party Transactions

   The Company reimburses Generali's U.S. branch for certain expenses incurred
on the Company's behalf. These expenses were not material in 2000, 1999 or
1998. The Company retrocedes a portion of the life insurance it assumes to
Generali. In accordance with this agreement, the Company ceded premiums of
$463,000, $575,000 and $756,000 during 2000, 1999 and 1998, respectively. The
Company ceded claims of $2,000 during 2000, $121,000 during 1999 and $240,000
during 1998.

   In 1995, the Company entered into a modified coinsurance agreement with
Generali to cede 50% of certain single-premium deferred annuity contracts
issued. In accordance with this agreement, $6 million, $9 million and $8
million in account balances were ceded to Generali in 2000, 1999 and 1998,
respectively, and Generali loaned such amounts back to the Company. Account
balances ceded and loaned back at December 31, 2000 and 1999 were $158 million
and $184 million, respectively. The recoverable amount from Generali was
offset against the loan. The net expense related to this agreement was
$883,000, $2,034,000 and $1,564,000 for the years ended December 31, 2000,
1999 and 1998, respectively. The Company held payables to Generali of $243,000
and $627,000 at December 31, 2000 and 1999, respectively.

                                     F-25


                  BUSINESS MEN'S ASSURANCE COMPANY OF AMERICA
                 (A Member of the Generali Group of Companies)

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS--(Continued)



11. Stockholder's Equity

   The changes in net unrealized gains (losses) that have been included in the
balance sheet caption "accumulated other comprehensive income (loss)" in
stockholder's equity are summarized as follows:



                                                              December 31,
                                                            ------------------
                                                              2000      1999
                                                            --------  --------
                                                             (In Thousands)
                                                                
      Net unrealized gains (losses) on securities:
        Fixed maturities................................... $(33,374) $(53,500)
        Equity securities..................................   (8,896)   (1,898)
        Securities held in separate account................   (3,711)   (9,315)
        Other..............................................       85       148
                                                            --------  --------
      Net unrealized gains (losses)........................  (45,896)  (64,565)
      Adjustment to deferred policy acquisition costs......    6,219    13,655
      Adjustment to unearned revenue reserve...............     (383)     (885)
      Deferred income taxes................................   11,021    10,128
                                                            --------  --------
      Net unrealized gains (losses)........................ $(29,039) $(41,667)
                                                            ========  ========


12. Borrowed Money

   The Company has an outstanding liability for borrowed money in the amount
of $30,720,000 as of December 31, 2000, which is included in other
liabilities. This consists of nine items all through the Federal Home Loan
Bank due during the following periods:



                                                                      Interest
      Year Due                                             Amount       Range
      --------                                           ----------- -----------
                                                               
      2001.............................................. $11,540,000 6.33%-6.70%
      2002..............................................   5,690,000 6.36%-6.74%
      2003..............................................   8,625,000 6.88%-7.01%
      2004..............................................   4,865,000    7.20%
                                                         -----------
                                                         $30,720,000


   Pledged collateral for this debt consists of GNMA and FNMA securities with
a face amount of $70,669,000 and a market value of $70,322,000 on December 31,
2000. The Company has the ability to borrow up to $80 million from the Federal
Home Loan Bank. The Company's intent is to take advantage of investment
opportunities by matching borrowing maturities to asset maturities that have a
favorable interest rate spread.

13. Discontinued Operations

   In October of 1999, the Company adopted a plan to dispose of its workplace
benefit (group) insurance line of business. Accordingly, the group line of
business was considered a discontinued operation during the year ended 1999
and the consolidated statement of operations for 2000, 1999 and 1998
separately reported the operating results of the discontinued operations, net
of related income taxes. Revenues for this line of business amounted to
$57,662,000 $110,409,000 and $76,682,000 for the years ended December 31,
2000, 1999 and 1998, respectively.

   The Company reached an agreement to sell the group line of business in
January 2000 and closed the sale effective June 30, 2000. The Company realized
a gain on the disposal of this line of business, net of income taxes of
$14,871,000. The Company has deferred an additional $2,000,000 of gain that is
attributable to the estimated profit on inforce business that is 100% ceded to
the purchaser.

                                     F-26


                                    APPENDIX A



                      ILLUSTRATION OF POLICY VALUES

In order to show You how the Policy works, We created some hypothetical
examples. We chose a male and female both age 55, a male and female both age 65
and a male and female both age 75. Our hypothetical insureds are in good health,
do not smoke and qualify for preferred non-tobacco rates. The initial and
Planned Premiums are shown in the upper portion of each illustration. The Death
Proceeds, Accumulation Vales and Cash Surrender Values would be lower if either
Insured was a standard non-tobacco, tobacco or special Rate Class since the cost
of the insurance charges would increase.

There are three illustrations - all of which are based on the above. We also
assumed that the underlying Investment Option had gross rates of return of 0%,
6%, 12%. This means that the underlying Investment Option would earn these rates
of return before the deduction of the operating expenses (including the
management fee). When these costs are taken into account, the net annual
investment return rates (net of an average of approximately .90% for these
charges) are approximately - .90%, 5.10%, and 11.10%.

It is important to be aware that the illustrations assume a level rate of return
for all years. If the actual rate of return moves up and down over the years
instead of remaining level, this may make a big difference in the long-term
investment results of Your Policy. In order to properly show You how the Policy
actually works, We calculated values for the Accumulation Value, Cash Surrender
Value and the Death Proceeds. The Death Proceeds are the Death Benefit minus any
outstanding loans and loan interest accrued.

We used the charges We  described  in the  Expenses  Section of the  prospectus.
These  charges are: (1) Premium  Charge;  (2) Policy  Charge;  (3) Per $1,000 of
Specified Amount Charge;  and (4) Risk Charge.  We also deducted for the cost of
the insurance based on both the current charges and the guaranteed charges.  The
values also  assume that each  Investment  Option will incur  expenses  annually
which are  assumed to be  approximately  .90% of the  average  net assets of the
Investment  Option.  This  is  the  average  of the  fees  and  expenses  of the
Investment Options in 2000. The expenses of .90% reflect the voluntary waiver of
certain advisory fees and/or the reimbursement of operating expenses for certain
Investment  Options (as noted under "Expenses - Investment  Option  Expenses" in
Part I of this  prospectus).  If the advisory fees had not been waived and/or if
expenses  had  not  been  reimbursed,  the  average  expenses  would  have  been
approximately  1.29%.  The investment  advisers  currently  anticipate  that the
current waiver and/or reimbursement  arrangements will continue through at least
May 1,  2002 to the  extent  necessary  to  maintain  competitive  total  annual
portfolio  expense  levels as  described  under  "Expenses -  Investment  Option
Expenses." However,  certain advisers have the right to terminate waivers and/or
reimbursements  at any time at  their  sole  discretion.  If the  waiver  and/or
reimbursement arrangements were not in effect, the Death Proceeds,  Accumulation
Values and the Cash Surrender Values shown in the  illustrations  below would be
lower. The illustrations assume no loans were taken.

There is also a column labeled "Premiums Accumulated at 5% Interest Per Year."
This shows how the Premium grows if it was invested at 5% per year.

We will furnish You, upon request, a comparable personalized illustration
reflecting each proposed insured's Age, Rate Class, Specified Amount, the
Planned Premiums, and reflecting both the current cost of insurance and the
guaranteed cost of insurance.


 
                                      BMA
                  Clarity Survivorship Variable Universal Life
                        Male Age 55 Preferred Non-Tobacco
                       Female Age 55 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $4,339.92
                           Assuming Guaranteed Charges
                           Death Benefit Option: Level




                            Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                            
  1        4,557    500,000     500,000     500,000        3,006       3,214        3,422            0            0           0
  2        9,342    500,000     500,000     500,000        6,674       7,300        7,952        2,334        2,960       3,612
  3       14,366    500,000     500,000     500,000       10,207      11,486       12,868        5,868        7,146       8,528
  4       19,641    500,000     500,000     500,000       13,595      15,762       18,195        9,689       11,856      14,289
  5       25,180    500,000     500,000     500,000       16,822      20,114       23,957       13,350       16,642      20,485
  6       30,996    500,000     500,000     500,000       19,871      24,525       30,179       16,833       21,487      27,141
  7       37,102    500,000     500,000     500,000       22,716      28,970       36,883       20,112       26,366      34,279
  8       43,514    500,000     500,000     500,000       25,326      33,416       44,082       23,156       31,246      41,912
  9       50,247    500,000     500,000     500,000       27,658      37,816       51,785       25,922       36,080      50,049
 10       57,316    500,000     500,000     500,000       29,663      42,120       59,999       28,361       40,818      58,697
 11       64,739    500,000     500,000     500,000       31,461      46,448       68,920       30,376       45,363      67,835
 12       72,533    500,000     500,000     500,000       32,820      50,564       78,383       31,952       49,696      77,515
 13       80,717    500,000     500,000     500,000       33,683      54,398       88,400       33,032       53,747      87,749
 14       89,309    500,000     500,000     500,000       33,979      57,869       98,981       33,545       57,435      98,547
 15       98,332    500,000     500,000     500,000       33,616      60,872      110,124       33,399       60,655     109,907
 16      107,805    500,000     500,000     500,000       32,639      63,583      122,414       32,639       63,583     122,414
 17      117,752    500,000     500,000     500,000       30,700      65,525      135,340       30,700       65,525     135,340
 18      128,197    500,000     500,000     500,000       27,567      66,446      148,854       27,567       66,446     148,854
 19      139,164    500,000     500,000     500,000       22,955      66,035      162,898       22,955       66,035     162,898
 20      150,679    500,000     500,000     500,000       16,537      63,930      177,417       16,537       63,930     177,417




                                       BMA
                  Clarity Survivorship Variable Universal Life
                        Male Age 55 Preferred Non-Tobacco
                       Female Age 55 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $4,339.92
                            Assuming Current Charges
                           Death Benefit Option: Level


                            Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                              
  1      4,557      500,000     500,000    500,000      3,019        3,228       3,436           0             0            0
  2      9,342      500,000     500,000    500,000      6,763        7,394       8,049       2,424         3,054        3,709
  3     14,366      500,000     500,000    500,000     10,410       11,702      13,097       6,071         7,362        8,757
  4     19,641      500,000     500,000    500,000     13,955       16,152      18,617      10,049        12,247       14,711
  5     25,180      500,000     500,000    500,000     17,392       20,743      24,650      13,920        17,271       21,178
  6     30,996      500,000     500,000    500,000     20,714       25,470      31,239      17,676        22,432       28,201
  7     37,102      500,000     500,000    500,000     23,912       30,330      38,431      21,308        27,726       35,827
  8     43,514      500,000     500,000    500,000     26,976       35,317      46,278      24,806        33,147       44,108
  9     50,247      500,000     500,000    500,000     29,898       40,425      54,835      28,162        38,689       53,099
 10     57,316      500,000     500,000    500,000     32,665       45,647      64,166      31,363        44,345       62,864
 11     64,739      500,000     500,000    500,000     35,435       51,153      74,527      34,350        50,068       73,442
 12     72,533      500,000     500,000    500,000     38,025       56,764      85,828      37,157        55,896       84,960
 13     80,717      500,000     500,000    500,000     40,423       62,473      98,157      39,772        61,822       97,506
 14     89,309      500,000     500,000    500,000     42,616       68,271     111,614      42,182        67,837      111,180
 15     98,332      500,000     500,000    500,000     44,590       74,147     126,310      44,373        73,930      126,093
 16    107,805      500,000     500,000    500,000     46,555       80,480     143,060      46,555        80,480      143,060
 17    117,752      500,000     500,000    500,000     48,269       86,912     161,473      48,269        86,912      161,473
 18    128,197      500,000     500,000    500,000     49,701       93,424     181,730      49,701        93,424      181,730
 19    139,164      500,000     500,000    500,000     50,831      100,006     204,043      50,831       100,006      204,043
 20    150,679      500,000     500,000    500,000     51,631      106,640     228,655      51,631       106,640      228,655




                                       BMA
                  Clarity Survivorship Variable Universal Life
                        Male Age 65 Preferred Non-Tobacco
                       Female Age 65 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $7,737.12
                           Assuming Guaranteed Charges
                           Death Benefit Option: Level


                            Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                             
  1       8,124     500,000     500,000      500,000       5,948       6,338       6,728             0             0           0
  2      16,654     500,000     500,000      500,000      12,211      13,375      14,586         4,474         5,638       6,849
  3      25,611     500,000     500,000      500,000      17,937      20,269      22,793        10,200        12,532      15,056
  4      35,015     500,000     500,000      500,000      23,056      26,936      31,308        16,093        19,973      24,344
  5      44,890     500,000     500,000      500,000      27,484      33,275      40,074        21,295        27,085      33,884
  6      55,259     500,000     500,000      500,000      31,112      39,154      49,009        25,696        33,738      43,593
  7      66,145     500,000     500,000      500,000      33,792      44,402      57,991        29,150        39,759      53,348
  8      77,577     500,000     500,000      500,000      35,328      48,788      66,845        31,459        44,920      62,976
  9      89,580     500,000     500,000      500,000      35,472      52,029      75,345        32,377        48,934      72,250
 10     102,182     500,000     500,000      500,000      33,938      53,788      83,222        31,617        51,467      80,901
 11     115,416     500,000     500,000      500,000      30,715      54,014      90,519        28,781        52,079      88,584
 12     129,310     500,000     500,000      500,000      25,139      51,967      96,588        23,591        50,419      95,040
 13     143,900     500,000     500,000      500,000      16,805      47,150     101,042        15,645        45,989      99,882
 14     159,219     500,000     500,000      500,000       5,220      38,949     103,405         4,447        38,176     102,631
 15     175,304        *        500,000      500,000          *       26,551     103,033            *         26,164     102,646
 16     192,193        *        500,000      500,000          *        8,950      99,588            *          8,950      99,588
 17     209,927        *           *         500,000          *           *       91,345            *             *       91,345
 18     228,547        *           *         500,000          *           *       76,556            *             *       76,556
 19     248,098        *           *         500,000          *           *       52,810            *             *       52,810
 20     268,627        *           *         500,000          *           *       16,754            *             *       16,754

* Additional premium is necessary to keep the policy from lapsing.




                                       BMA
                  Clarity Survivorship Variable Universal Life
                        Male Age 65 Preferred Non-Tobacco
                       Female Age 65 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $7,737.12
                            Assuming Current Charges
                           Death Benefit Option: Level


                            Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                              
  1      8,124      500,000     500,000     500,000       6,048        6,441        6,834          0            0           0
  2     16,654      500,000     500,000     500,000      12,675        13,859      15,091        4,937        6,122       7,354
  3     25,611      500,000     500,000     500,000      19,050        21,451      24,045       11,313       13,714       16,308
  4     35,015      500,000     500,000     500,000      25,163        29,207      33,751       18,200       22,244       26,787
  5     44,890      500,000     500,000     500,000      31,000        37,119      44,271       24,810       30,929       38,082
  6     55,259      500,000     500,000     500,000      36,547        45,176      55,676       31,131       39,760       50,260
  7     66,145      500,000     500,000     500,000      41,786        53,364      68,038       37,144       48,722       63,395
  8     77,577      500,000     500,000     500,000      46,695        61,665      81,438       42,826       57,797       77,570
  9     89,580      500,000     500,000     500,000      51,255        70,065      95,974       48,160       66,970       92,880
 10     102,182     500,000     500,000     500,000      55,444        78,548      111,755      53,123       76,227      109,434
 11     115,416     500,000     500,000     500,000      59,548        87,424      129,249      57,614       85,490      127,315
 12     129,310     500,000     500,000     500,000      63,206        96,341      148,272      61,659       94,794      146,725
 13     143,900     500,000     500,000     500,000      66,376       105,267      168,981      65,216       104,106     167,820
 14     159,219     500,000     500,000     500,000      69,019       114,174      191,566      68,246       113,400     190,793
 15     175,304     500,000     500,000     500,000      71,098       123,038      216,255      70,712       122,651     215,868
 16     192,193     500,000     500,000     500,000      72,947       132,495      244,510      72,947       132,495     244,510
 17     209,927     500,000     500,000     500,000      74,188       141,976      275,765      74,188       141,976     275,765
 18     228,547     500,000     500,000     500,000      74,790       151,478      310,459      74,790       151,478     310,459
 19     248,098     500,000     500,000     500,000      74,717       161,004      349,109      74,717       161,004     349,109
 20     268,627     500,000     500,000     500,000      73,939       170,563      392,327      73,939       170,563     392,327




                                       BMA
                Clarity Survivorship Variable Universal Life
                        Male Age 75 Preferred Non-Tobacco
                       Female Age 75 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $14,239.08
                           Assuming Guaranteed Charges
                           Death Benefit Option: Level

                            Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                             
  1       14,951    500,000     500,000     500,000       10,798       11,511      12,225             0           0            0
  2       30,650    500,000     500,000     500,000       19,602       21,653      23,792         5,363       7,414        9,553
  3       47,133    500,000     500,000     500,000       25,333       29,239      33,495        11,094      15,000       19,256
  4       64,441    500,000     500,000     500,000       27,662       33,802      40,819        14,846      20,987       28,004
  5       82,614    500,000     500,000     500,000       26,159       34,760      45,117        14,768      23,369       33,725
  6      101,696    500,000     500,000     500,000       20,222       31,325      45,516        10,255      21,358       35,548
  7      121,731    500,000     500,000     500,000        8,990       22,408      40,805           447      13,865       32,261
  8      142,769       *           *        500,000          *             *       29,278           *           *         22,158
  9      164,859       *           *        500,000          *             *        8,579           *           *          2,884
 10      188,052       *           *           *             *             *          *             *           *             *
 11      212,406       *           *           *             *             *          *             *           *             *
 12      237,977       *           *           *             *             *          *             *           *             *
 13      264,827       *           *           *             *             *          *             *           *             *
 14      293,020       *           *           *             *             *          *             *           *             *
 15      322,622       *           *           *             *             *          *             *           *             *
 16      353,704       *           *           *             *             *          *             *           *             *
 17      386,340       *           *           *             *             *          *             *           *             *
 18      420,608       *           *           *             *             *          *             *           *             *
 19      456,590       *           *           *             *             *          *             *           *             *
 20      494,370       *           *           *             *             *          *             *           *             *

* Additional premium is necessary to keep the policy from lapsing.






                                       BMA
                  Clarity Survivorship Variable Universal Life
                        Male Age 75 Preferred Non-Tobacco
                       Female Age 75 Preferred Non-Tobacco
                       Initial Specified Amount: $500,000
                           Planned Premium: $14,239.08
                            Assuming Current Charges
                           Death Benefit Option: Level

                           Death Proceeds                      Accumulation Value                  Cash Surrender Value
        Premiums      Assuming Hypothetical Gross          Assuming Hypothetical Gross           Assuming Hypothetical Gross
      Accumulated     Annual Investment Return of          Annual Investment Return of           Annual Investment Return of
End of   at 5%
Policy  Interest   0% Gross     6% Gross    12% Gross    0% Gross     6% Gross    12% Gross     0% Gross    6% Gross    12% Gross
 Year  Per Year  (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net) (11.02% Net) (-0.98% Net) (5.02% Net)  (11.02% Net)
                                                                                              
 1       14,951     500,000     500,000     500,000       11,793       12,537      13,282          0            0           0
 2       30,650     500,000     500,000     500,000       23,784       26,021      28,347        9,545       11,782       14,108
 3       47,133     500,000     500,000     500,000       35,126       39,623      44,487       20,887       25,384       30,248
 4       64,441     500,000     500,000     500,000       45,789       53,313      61,781       32,973       40,498       48,966
 5       82,614     500,000     500,000     500,000       55,744       67,065      80,331       44,353       55,674       68,940
 6       101,696    500,000     500,000     500,000       64,972       80,864      100,268      55,005       70,896       90,300
 7       121,731    500,000     500,000     500,000       73,464       94,707      121,758      64,920       86,164      113,214
 8       142,769    500,000     500,000     500,000       81,208      108,599      145,000      74,088       101,479     137,881
 9       164,859    500,000     500,000     500,000       88,193      122,547      170,235      82,498       116,852     164,539
10       188,052    500,000     500,000     500,000       94,416      136,573      197,751      90,144       132,301     193,479
11       212,406    500,000     500,000     500,000       100,460     151,326      228,547      96,901       147,766     224,987
12       237,977    500,000     500,000     500,000       105,440     165,999      262,260      102,592      163,151     259,412
13       264,827    500,000     500,000     500,000       109,251     180,557      299,360      107,115      178,421     297,224
14       293,020    500,000     500,000     500,000       111,769     194,965      340,435      110,345      193,541     339,011
15       322,622    500,000     500,000     500,000       112,853     209,195      386,240      112,141      208,483     385,528
16       353,704    500,000     500,000     500,000       112,918     224,344      439,887      112,918      224,344     439,887
17       386,340    500,000     500,000     520,979       111,196     239,454      500,941      111,196      239,454     500,941
18       420,608    500,000     500,000     586,021       107,464     254,559      568,952      107,464      254,559     568,952
19       456,590    500,000     500,000     657,253       101,461     269,720      644,365      101,461      269,720     644,365
20       494,370    500,000     500,000     735,376       92,888      285,033      728,095      92,888       285,033     728,095



                          APPENDIX B - RATES OF RETURN

From time to time, We may report different types of historical performance for
the Investment Options available under the Policy. We may report the average
annual total returns of the funds over various time periods. Such returns will
reflect the operating expenses (including management fees) of the funds, but not
deductions at the Separate Account or Policy level for Risk Charges and Policy
expenses, which, if included, would reduce performance. See Section 4- Expenses
for a discussion of the charges and deductions from a Policy.


At the request of a purchaser, BMA will accompany the returns of the funds with
at least one of the following: (i) returns, for the same periods as shown for
the funds, which include deductions under the Separate Account for the Risk
Charge in addition to the deductions of fund expenses, but does not include
other charges under the Policy; or (ii) an illustration of Accumulation Values
and Cash Surrender Values as of the performance reporting date for a
hypothetical Insureds of given Age, gender, risk classification, Premium level
and Initial Specified Amount. The illustration will based either on actual
historic fund performance or on a hypothetical investment return between 0% and
12% as requested by the purchaser. The Cash Surrender Value figures will assume
all fund charges, the Risk Charge, and all other Policy charges are deducted.
The Accumulation Value figures will assume all charges except the surrender
Charges are deducted.

We may also distribute sales literature comparing the percentage change in the
net asset values of the funds or in the Accumulation Unit Values for any of the
Investment Options to established market indices, such as the Standard & Poor's
500 Composite Stock Price Index and the Dow Jones Industrial Average. We also
may make comparisons to the percentage change in values of other mutual funds
with investment objectives similar to those of the Investment Options being
compared.

The chart below shows the Effective Annual Rates of Return of the funds based on
the actual investment performance (after deduction of investment management fees
and direct operating expenses of the funds). These rates do not reflect the Risk
Charge assessed. The rates do not reflect deductions from Premiums or Monthly
Deductions assessed against the Accumulation Value of the Policy, nor do they
reflect the Policy's Surrender Charges. (For a discussion of these charges,
please see Section 4. Expenses.) Therefore, these rates are not illustrative of
how actual investment performance will affect the benefits under the Policy
(see, however, Appendix A - Illustration of Policy Values).

THE RATES OF RETURN SHOWN ARE NOT INDICATIVE OF FUTURE PERFORMANCE. These rates
of return may be considered, however, in assessing the competence and
performance of the investment advisers.




============================================================================================================================
                                                                          Portfolio
                                                                          Inception                           10 Years/
Investment Option                                                         Date      1 Year        5 Years Since Inception
============================================================================================================================
                                                                                                       
============================================================================================================================
INVESTORS MARK SERIES FUND, INC.
============================================================================================================================
============================================================================================================================
     Intermediate Fixed Income.........................................     11/13/97      10.77%      N/A         5.35%
============================================================================================================================
============================================================================================================================
     Mid Cap Equity....................................................     11/13/97      26.92%      N/A        12.82%
============================================================================================================================
============================================================================================================================
     Money Market......................................................     11/13/97       5.83%      N/A         5.17%
============================================================================================================================
============================================================================================================================
     Global Fixed Income...............................................     11/13/97       9.46%      N/A         5.72%
============================================================================================================================
============================================================================================================================
     Small Cap Equity..................................................     11/13/97      -2.69%      N/A         8.33%
============================================================================================================================
============================================================================================================================
     Large Cap Growth..................................................     11/13/97     -12.03%      N/A        15.88%
============================================================================================================================
============================================================================================================================
     Large Cap Value...................................................      12/2/97       8.79%      N/A         3.65%
============================================================================================================================
============================================================================================================================
     Growth & Income...................................................     11/12/97      15.79%      N/A        15.64%
============================================================================================================================
============================================================================================================================
     Balanced..........................................................     11/17/97       8.42%      N/A         3.23%
============================================================================================================================
============================================================================================================================
BERGER INSTITUTIONAL PRODUCTS TRUST
============================================================================================================================
============================================================================================================================
     Berger IPT-International..........................................       8/1/97     -10.18%      N/A         8.31%
============================================================================================================================
=================================================================================================================================
THE ALGER AMERICAN FUND
=================================================================================================================================
=================================================================================================================================
     Alger American Growth......................................................      1/9/89     14.77%    19.19%      20.45%
=================================================================================================================================
=================================================================================================================================
     Alger American Leveraged AllCap............................................     1/25/95    -24.83%    23.15%      30.86%
=================================================================================================================================
=================================================================================================================================
     Alger American MidCap Growth...............................................      5/3/93      9.18%    19.27%      22.57%
=================================================================================================================================
=================================================================================================================================
AMERICAN CENTURY VARIABLE PORTFOLIOS, INC.
=================================================================================================================================






=================================================================================================================================
     VP Income & Growth.........................................................    10/30/97    -10.62%       N/A      12.28%
=================================================================================================================================
=================================================================================================================================
     VP Value...................................................................      5/1/96     18.14%       N/A      12.59%
=================================================================================================================================
=================================================================================================================================
DREYFUS STOCK INDEX FUND........................................................     9/29/89     -9.28%    17.98%      16.97%
=================================================================================================================================
=================================================================================================================================
DREYFUS VARIABLE INVESTMENT FUND
=================================================================================================================================
=================================================================================================================================
     Dreyfus VIF Disciplined Stock..............................................      5/1/96     -9.14%       N/A      17.60%
=================================================================================================================================
=======================================================================================================================
VARIABLE INSURANCE PRODUCTS FUND and VARIABLE INSURANCE PRODUCTS FUND II
=======================================================================================================================
=======================================================================================================================
     Fidelity VIP Overseas Portfolio*......................................  1/28/87    -19.34% 10.32%      9.22%
=======================================================================================================================
=======================================================================================================================
     Fidelity VIP Growth Portfolio * ......................................  10/09/86  -11.21%   19.19%     19.98%
=======================================================================================================================
=======================================================================================================================
     Fidelity VIP II Contrafund Portfolio * ...............................  1/03/95    -6.83%   17.72%     21.14%
=======================================================================================================================
=======================================================================================================================
INVESCO VARIABLE INVESTMENT FUNDS, INC.
=======================================================================================================================
=======================================================================================================================
     INVESCO VIF-High Yield...............................................   5/27/94     -11.68%   6.00%     7.50%
=======================================================================================================================
=======================================================================================================================
     INVESCO VIF-Equity Income............................................   8/10/94      4.87%   16.83%    17.78%
=======================================================================================================================
=======================================================================================================================
LAZARD RETIREMENT SERIES, INC.
=======================================================================================================================
=======================================================================================================================
     Lazard Retirement Small Cap..........................................   11/4/97     21.05%      N/A      6.33%
=======================================================================================================================

THE FIGURES SHOWN IN THIS CHART DO NOT REFLECT ANY CHARGES AT THE SEPARATE
ACCOUNT OR THE POLICY LEVEL.


                                     PART II

                           UNDERTAKING TO FILE REPORTS






a. Subject to the terms and conditions of Section 15(d) of the Securities and
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority confined in that section.

b. Pursuant to Investment Company Act Section 26(e), Business Men's Assurance
Company of America ("Company") hereby represents that the fees and charges
deducted under the Policy described in the Prospectus, in the aggregate, are
reasonable in relation to the services rendered, the expenses expected to be
incurred, and the risks assumed by the Company.

                                 INDEMNIFICATION
The Bylaws of the Company (Article IV) provide that:

Section 1: Indemnification. Each person who is or was a Director, officer or
employee of the Corporation or is or was serving at the request of the
Corporation as a Director, officer or employee of another corporation,
partnership, joint venture, trust or other enterprise (including the heirs,
executors, administrators or estate of such person) shall be indemnified by the
Corporation as a right to the full extent permitted or authorized by the laws of
the State of Missouri, as now in effect and as hereafter amended, against any
liability, judgment, fine, amount paid in settlement, cost and expense
(including attorneys' fees) asserted or threatened against and incurred by such
person in his capacity as or arising out of his status as a Director, officer or
employee of the Corporation, or if serving at the request of the Corporation, as
a Director, officer or employee of another corporation, partnership, joint
venture, trust or other enterprise. The indemnification provided by this Bylaw
provision shall not be exclusive of any other rights to which those indemnified
may be entitled under any other bylaw or under any agreement, vote of
shareholders or disinterested directors or otherwise, and shall not limit in any
way any right which the Corporation may have to make different or further
indemnifications with respect to the same or different persons or classes of
persons.

Without limiting the foregoing, the Corporation is authorized to enter into an
agreement with any Director, officer or employee of the Corporation providing
indemnification for such person against expenses, including attorneys' fees,
judgments, fines and amounts paid in settlement that result from any threatened,
pending or completed action, suit or proceeding, whether civil, criminal,
administrative or investigative, including any action by or in the right of the
Corporation, that arises by reason of the fact that such person is or was a
Director, officer or employee of the Corporation, or is or was serving at the
request of the Corporation as a Director, officer or employee of another
corporation, partnership, joint venture, trust or other enterprise, to the full
extent allowed by law, whether or not such indemnification would otherwise be
provided for in this Bylaw, except that no such agreement shall indemnify any
person from or on account of such person's conduct which was finally adjudged to
have been knowingly fraudulent, deliberately dishonest or willful misconduct.



Insofar as indemnification for liability arising under the Securities Act of
1933 may be permitted for directors and officers or controlling persons of the
Company pursuant to the foregoing, or otherwise, the Company has been advised
that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act and, therefore,
unenforceable. In the event that a claim for indemnification against such
liabilities (other than the payment by the Company of expenses incurred or paid
by a director, officer or controlling person of the Company in the successful
defense of any action, suit or proceeding) is asserted by such director, officer
or controlling person in connection with the securities being registered, the
Company will, unless in the opinion of its counsel the matter has been settled
by controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.

                       CONTENTS OF REGISTRATION STATEMENT

The Registration Statement comprises the papers and documents:

   The facing sheet

   The Prospectus consisting of 58 pages.

   Undertakings to file reports.

   The signatures.

   The following exhibits.

A.         Copies of all exhibits required by paragraph A of instructions for
           Exhibits in Form N-8B-2.

1.         Resolution of the Board of Directors of the Company*
2.         Not Applicable
3.a.       Form of Principal Underwriter Agreement#
3.b.       Form of Selling Agreements**
3.c.       Schedule of Commissions**
4.         Not Applicable
5.a.       Last Survivor Flexible Premium Adjustable Variable Life
               Insurance Policy#
5.b.       Extension of Maturity Date Rider#
5.c.       Guaranteed Minimum Death Benefit Rider#
5.d.       Exchange Option Rider I#
5.e.       Exchange Option Rider II#
5.f.       Survivorship Term Rider#
6.a.       Articles of Incorporation of the Company*






6.b.       Bylaws of the Company*
7.         Not Applicable
8.a.       Form of Fund Participation Agreements**
8.b.       Form of Fund Participation Agreement among Variable Insurance
           Products Fund, Fidelity Distributors Corporation and the Company***
8.c.       Form of Fund Participation Agreement among Variable Insurance
           Products Fund II, Fidelity Distributors Corporation and
               the Company***
9.         Form of Reinsurance Agreement**
10.        Application Form#
11.        Powers of Attorney*

B.         Opinion and  of Counsel

C.         Consent of Actuary

D.         Consents of Independent Accountants

*Incorporated by reference to Form S-6 (File No. 333-52689) electronically
filed on May 14, 1998.

**Incorporated by reference to Pre-Effective Amendment No. 1 (File No. 333-
52689) electronically filed on August 28, 1998.

***Incorporated by reference to Post-Effective Amendment No. 3 (File No. 333-
52689) electronically filed on May 1, 2000.

#Incorporated by reference to Form S-6 (File No. 333-46538) electronically filed
on September 25, 2000.

                                   SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has
duly caused this registration statement to be signed on its behalf by the
undersigned thereunto duly authorized in the City of Kansas City and State of
Missouri on this 6th day of April, 2001.

                                            BMA VARIABLE LIFE ACCOUNT A
                                            Registrant

                                            By: BUSINESS MEN'S ASSURANCE
                                            COMPANY OF AMERICA

                                            By: /s/ DAVID A. GATES
                                            ------------------------------


                                            BUSINESS MEN'S ASSURANCE
                                            COMPANY OF AMERICA


                                            By: /S/ EDWARD S. RITTER
                                            ----------------------------


Attest:

/S/ PEGGY M. HEIDKAMP
- - ----------------------------
(Name)

VICE PRESIDENT, SALES OPERATIONS
- - ----------------------------
Title



Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed below by the following persons in the capacities and
on the dates indicated.



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

Giorgio Balzer*                             Director, Chairman of the Board                     4/6/01
- -------------------------                                                                        -------
Giorgio Balzer                              and Chief Executive Officer                            Date

Thomas Morton Bloch*                        Director                                            4/6/01
- -------------------------                                                                        -------
Thomas Morton Bloch                                                                                Date

Mel G. Carvill*                             Director                                            4/6/01
- -------------------------                                                                        -------
Mel G. Carvill                                                                                     Date

William Thomas Grant II *                   Director                                            4/6/01
- -------------------------                                                                        -------
William Thomas Grant II                                                                            Date

Donald Joyce Hall, Jr.*                     Director                                            4/6/01
- -------------------------                                                                        -------
Donald Joyce Hall, Jr.                                                                             Date

Renzo Isler*                                Director                                            4/6/01
- -------------------------                                                                        -------
Renzo Isler                                                                                        Date






Allan Drue Jennings*                        Director                                            4/6/01
- -------------------------                                                                        -------
Allan Drue Jennings                                                                                Date

David Woods Kemper*                         Director                                            4/6/01
- -------------------------                                                                        -------
David Woods Kemper                                                                                 Date

John Kessander Lundberg*                    Director                                            4/6/01
- -------------------------                                                                        -------
John Kessander Lundberg                                                                            Date

John Pierre Mascotte*                       Director                                            4/6/01
- -------------------------                                                                        -------
John Pierre Mascotte                                                                               Date

Andrea Rabusin*                             Director                                            4/6/01
- -------------------------                                                                        -------
Andrea Rabusin                                                                                     Date


/S/ ROBERT T. RAKICH                        Director, President and Chief                       4/6/01
- -------------------------                                                                        -------
Robert Thomas Rakich                        Operating Officer                                      Date

/S/DAVID A. GATES                                                                                  4/6/01
- -------------------------                   Vice President, General Counsel                      -------
David A. Gates                              and Secretary                                          Date

/S/ DAVID L. HIGLEY                         Senior Vice President & Chief                       4/6/01
- -------------------------                                                                        -------
David L. Higley                             Financial Officer                                      Date

/S/ SUSAN A. SWEENEY                        Vice President - Treasurer &                        4/6/01
- -------------------------                                                                        -------
Susan Annette Sweeney                       Controller                                             Date


*By: /S/ DAVID A. GATES
    --------------------
     Attorney-in-Fact

*By: /S/ ROBERT T. RAKICH
     --------------------
     Attorney-in-Fact

                            INDEX TO EXHIBITS

EX-99.B               Opinion and Consent of Counsel






EX-99.C               Consent of Actuary
EX-99.D               Independent Accountants' Consents