EXHIBIT 12

                              [Dechert Letterhead]

[FORM OF OPINION]

[               ], 2010

Board of Directors
SBL Fund
Series H
One Security Benefit Place
Topeka, Kansas 66636-0001

Board of Directors
SBL Fund
Series A
One Security Benefit Place
Topeka, Kansas 66636-0001

Dear Ladies and Gentlemen:

You have requested our opinion regarding certain federal income tax consequences
to Series H (the "Acquired Fund"), a separate series of SBL Fund, a Kansas
corporation (the "Corporation"), to the holders of the shares of common stock
(the "Acquired Fund Shares") of Acquired Fund (the "Acquired Fund
Shareholders"), and to Series A (the "Acquiring Fund"), a separate series of
Corporation, in connection with the proposed transfer of substantially all of
the properties of Acquired Fund to Acquiring Fund in exchange solely for voting
shares of common stock of Acquiring Fund ("Acquiring Fund Shares") and the
assumption of all liabilities of Acquired Fund by Acquiring Fund, followed by
the distribution of such Acquiring Fund Shares received by Acquired Fund in
complete liquidation and termination of Acquired Fund (the "Reorganization"),
all pursuant to the Agreement and Plan of Reorganization (the "Plan") dated as
of [ ], 2010 executed by the Corporation on behalf of the Acquired Fund and the
Acquiring Fund.

For purposes of this opinion, we have examined and relied upon (1) the Plan, (2)
the Form N-14 filed by Acquiring Fund on [ ], 2010 with the Securities and
Exchange Commission, (3) the related Proxy Statement dated [ ], 2010, (4) the
facts and representations contained in the letter dated on or about the date
hereof addressed to us from Corporation on behalf of Acquiring Fund, (5) the
facts and representations contained in the letter dated on or about the date
hereof addressed to us from Corporation on behalf of Acquired Fund, and (6) such
other documents and instruments as we have deemed necessary or appropriate for
purposes of rendering this opinion.

This opinion is based upon the Internal Revenue Code of 1986, as amended (the
"Code"), United States Treasury regulations, judicial decisions, and
administrative rulings and pronouncements of the Internal Revenue Service, all
as in effect on the date hereof. This opinion is conditioned upon the
Reorganization taking place in the manner described in the Plan and the Form
N-14 referred to above.

Based upon the foregoing, it is our opinion that:

1.   The acquisition by Acquiring Fund of substantially all of the properties of
     Acquired Fund in exchange solely for Acquiring Fund Shares and the
     assumption of all liabilities of Acquired Fund by Acquiring Fund followed
     by the distribution of Acquiring Fund Shares to the Acquired Fund
     Shareholders in exchange for their Acquired Fund shares in complete
     liquidation and termination of Acquired Fund will constitute a tax-free
     reorganization under Section 368(a) of the Code.

2.   Acquired Fund will not recognize gain or loss upon the transfer of
     substantially all of its assets to Acquiring Fund in exchange solely for
     Acquiring Fund Shares and the assumption of all liabilities of Acquired
     Fund, except that Acquired may be required to recognize gain or loss with
     respect to contracts described in Section 1256(b) of the Code or stock in a
     passive foreign investment company, as defined in Section 1297(a) of the
     Code.



3.   Acquired Fund will not recognize gain or loss upon the distribution to its
     shareholders of the Acquiring Fund Shares received by Acquired Fund in the
     Reorganization.

4.   Acquiring Fund will recognize no gain or loss upon receiving the properties
     of Acquired Fund in exchange solely for Acquiring Fund Shares and the
     assumption of all liabilities of Acquired Fund.

5.   The adjusted basis to Acquiring Fund of the properties of Acquired Fund
     received by Acquiring Fund in the Reorganization will be the same as the
     adjusted basis of those properties in the hands of Acquired Fund
     immediately before the exchange.

6.   Acquiring Fund's holding periods with respect to the properties of Acquired
     Fund that Acquiring Fund acquires in the Reorganization will include the
     respective periods for which those properties were held by Acquired Fund
     (except where investment activities of Acquiring Fund have the effect of
     reducing or eliminating a holding period with respect to an asset).

7.   The Acquired Fund Shareholders will recognize no gain or loss upon
     receiving Acquiring Fund Shares solely in exchange for Acquired Fund
     Shares.

8.   The aggregate basis of the Acquiring Fund Shares received by an Acquired
     Fund Shareholder in the Reorganization will be the same as the aggregate
     basis of Acquired Fund Shares surrendered by the Acquired Fund Shareholder
     in exchange therefor.

9.   An Acquired Fund Shareholder's holding period for the Acquiring Fund Shares
     received by the Acquired Fund Shareholder in the Reorganization will
     include the holding period during which the Acquired Fund Shareholder held
     Acquired Fund Shares surrendered in exchange therefor, provided that the
     Acquired Fund Shareholder held such shares as a capital asset on the date
     of Reorganization.

We express no opinion as to the federal income tax consequences of the
Reorganization except as expressly set forth above, or as to any transaction
except those consummated in accordance with the Plan.

Very truly yours,