485BPOS 1 wrlfep485b.htm wrlfep485b.htm
 
 

 

As filed with the Securities and Exchange Commission on April 21, 2011
Registration No. 33-31140/811-4420
                                         SECURITIES AND EXCHANGE COMMISSION
                                                                                                                                          WASHINGTON, D.C.  20549

                 FORM N-6
                       REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                  PRE-EFFECTIVE AMENDMENT NO.      (  )
                    POST-EFFECTIVE AMENDMENT NO.    31    (X)
                 and/or
                       REGISTRATION STATEMENT UNDER THE INVESTMENT
                    COMPANY ACT OF 1940
                 Amendment No.   111  (X)
                    (Check appropriate box or boxes)

                    WRL SERIES LIFE ACCOUNT
                   (Exact Name of Registrant)

                       WESTERN RESERVE LIFE ASSURANCE CO. OF OHIO
                  (Name of Depositor)
                  570 Carillon Parkway
                  St. Petersburg, FL  33716
                       (Address of Depositor's Principal Executive Offices) (Zip Code)
                     Depositor's Telephone Number, including Area Code:
                 (727) 299-1800
 
 
                 Arthur D. Woods, Esq.
                  Vice President and Senior Counsel
                    Western Reserve Life Assurance Co. of Ohio
                 570 Carillon Parkway
                 St. Petersburg, FL  33716
                   (Name and Address of Agent for Service)

               Copy to:

                   Mary Jane Wilson-Bilik, Esq.
                    Sutherland Asbill & Brennan LLP
                    1275 Pennsylvania Avenue, N.W.
                   Washington, D.C. 20004-2415
 
 
It is proposed that this filing will become effective (check appropriate box):

     immediately upon filing pursuant to paragraph (b)
 X on    May 1, 2011   , pursuant to paragraph (b)
      60 days after filing pursuant to paragraph (a)(1)
      on     (date)     , pursuant to paragraph (a)(1)

If appropriate, check the following box:

     This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

 
 

 

PART A

INFORMATION REQUIRED IN A PROSPECTUS
 

 
 

 

P R O S P E C T U S
May 1, 201 1                                                       
 

WRL FREEDOM EQUITY PROTECTORâ
issued through
WRL Series Life Account
by
Western Reserve Life Assurance Co. of Ohio
Administrative Office:
570 Carillon Parkway
St. Petersburg, Florida 33716

Please direct transactions, claim forms, payments and other correspondence and notices as follows:
 
Transaction Type
Direct or Send to
Telephonic Transaction
1-727- 299-1800 or 1-800-851-9777 (toll free)
Facsimile Transaction
1-727-299-1648 (subaccount transfers only)
1-727-299-1620 (all other facsimile transactions)
Electronic Transaction
www.westernreserve.com
Claim Forms
Administrative Office :
P.O. Box 9008, Clearwater, FL  33758-9008
(street address—570 Carillon Parkway, St. Petersburg, FL 33716)
All payments made by check, all other correspondence and notices (except claim forms)
Mailing Address :   4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499



AN INDIVIDUAL FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY

This prospectus describes the WRL Freedom Equity Protector , â a flexible premium variable life insurance policy (the “Policy”). You can allocate your Policy’s cash value to the fixed account (which credits a specified guaranteed interest rate) and/or to the WRL Series Life Account, which invests through its subaccounts in portfolios of the Transamerica Series Trust – Initial Class (“Series Trust”),  the Fidelity Variable Insurance Products Funds – Service Class 2 (the “Fidelity VIP Fund s ”), the ProFunds, the Access One Trust ("Access Trust"), the AllianceBernstein Variable Products Series Fund, Inc. (“AllianceBernstein”), and the Franklin Templeton Variable Insurance Product Trust (“Franklin Templeton”), (collectively, the “funds”).  Please refer to the next page of this prospectus for the list of portfolios available to you under this Policy.   Note: If your Policy was issued in the State of New Jersey, then you may not allocate your Policy’s cash value to the fixed account. We do not currently offer th is Policy for sale to new purchasers.

Investing in the Policy involves risk, including possible loss of premiums.

If you already own a life insurance policy, it may not be to your advantage to buy additional insurance or to replace your policy with the Policy described in the prospectus. A dditionally,   it may not be to your advantage to borrow money to purchase th is Policy or to take withdrawals from another policy you own to make premium payments under th is Policy.

Prospectuses for the portfolios of the funds must accompany the prospectus.  Certain portfolios may not be available in all states. Please read these documents before investing and save them for future reference.

An investment in the Policy is not a bank deposit. The Policy is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this prospectus.  Any representation to the contrary is a criminal offense.

 
 

 
 



Portfolios Available Under Your Policy
Transamerica Series Trust:
 
 
Transamerica Series Trust (cont.):**
ProFunds (cont.):
 
Ø   Transamerica AEGON Active Asset Allocation – Conservative VP* VPVPVPVPVPVP*
 
Ø   Transamerica JPMorgan Core Bond VP
 
Ø   ProFund VP Japan*
 
Ø   Transamerica AEGON Active Asset Allocation – Moderate Growth VP*
 
Ø   Transamerica JPMorgan Enhanced Index VP
 
Ø   ProFund VP Mid-Cap*
 
Ø   Transamerica AEGON Active Asset Allocation – Moderate VP* Growth VP*
 
Ø   Transamerica JPMorgan Tactical Allocation VP
 
Ø   ProFund VP Money Market*
 
Ø   Transamerica AEGON High Yield Bond VP*
 
Ø  
 
Ø   Transamerica Jennison Growth  VP
 
Ø   ProFund VP NASDAQ-100*
 
Ø   Transamerica AEGON Money Market VP*
 
Ø   Transamerica MFS International Equity VP
 
Ø   ProFund VP Oil & Gas*
 
 
Ø   Transamerica AEGON U.S. Government Securities VP*
 
Ø   Transamerica Morgan Stanley Capital Growth VP*
 
Ø   ProFund VP Pharmaceuticals*
 
Ø   Transamerica AllianceBernstein Dynamic Allocation VP*
 
Ø   Transamerica Morgan Stanley Growth Opportunities VP*
 
Ø   ProFund VP Precious Metals*
 
Ø   Transamerica Asset Allocation – Conservative VP*
 
Ø   Transamerica Morgan Stanley Mid- Cap Growth VP
 
Ø   ProFund VP Short Emerging Markets*
 
Ø   Transamerica Asset Allocation – Growth VP*
 
Ø   Transamerica Multi-Managed Balanced VP*
 
Ø   ProFund VP Short International*
 
Ø   Transamerica Asset Allocation – Moderate Growth VP*
 
Ø   Transamerica Multi Managed Large Cap Core VP
 
Ø   ProFund VP Short NASDAQ-100*
 
Ø   Transamerica Asset Allocation – Moderate VP*
 
Ø   Transamerica PIMCO Total Return VP
 
Ø   ProFund VP Short Small-Cap*
 
Ø   Transamerica BlackRock Global Allocation VP*
 
Ø   Transamerica Systematic Small/Mid Cap Value VP*
 
Ø   ProFund VP Small-Cap*
 
Ø   Transamerica BlackRock Large Cap Value VP
 
Ø   Transamerica T. Rowe Price Small Cap VP
 
Ø   ProFund VP Small-Cap Value*
 
Ø   Trans america BlackRock Tactical Allocation VP*
 
Ø   Transamerica Third Avenue Value VP
 
Ø   ProFund VP Telecommunications*
 
Ø   Transamerica Clarion Global Real Estate Securities VP
 
Ø   Transamerica WMC Diversified Equity VP*
 
Ø   ProFund VP UltraSmall-Cap*
 
Ø   Transamerica Efficient Markets VP
 
Ø   Transamerica WMC Diversified Growth VP
 
Ø   ProFund VP U.S. Government Plus*
 
Ø   Transamerica Foxhall Emerging Markets/Pacific Rim VP*
 
 
Ø   ProFund VP Utilities*
 
Ø   Transamerica Foxhall Global Conservative VP*
  ProFunds:
Access One Trust:
 
Ø   Transamerica Foxhall Global Growth VP*
 
Ø   ProFund VP Asia 30*
 
Ø   Access VP High Yield Fund*
 
Ø   Transamerica Foxhall Global Commodities & Hard Assets VP*
 
Ø   ProFund VP Basic Materials*
AllianceBernstein Variable Products Series Fund, Inc.:
 
Ø   Transamerica Hanlon Balanced VP*
 
Ø   ProFund VP Bull*
 
Ø   Alliance Bernstein Balanced Wealth Strategy Portfolio
 
Ø   Transamerica Hanlon Growth and Income VP*
 
Ø   ProFund VP Consumer Services*
 
 
Ø   Transamerica Hanlon Growth VP*
 
Ø   ProFund VP Emerging Markets*
Franklin Templeton Variable
Insurance Products Trust:
 
Ø   Transamerica Hanlon Managed Income VP*
 
Ø   ProFund VP Europe 30*
 
Ø   Franklin Templeton VIP Founding Funds Allocation Fund
 
Ø   Transamerica Index 50 VP
 
Ø   ProFund VP Falling U.S. Dollar*
 
 
Ø   Transamerica Index 75 VP
 
Ø   ProFund VP Financials*
Fidelity Variable Insurance
Products :***
 
Ø   Transamerica International Moderate Growth VP*
 
Ø   ProFund VP International*
 
Ø   Fidelity VIP Index 500 Portfolio
 
 
*Please see the footnote for this portfolio in the section entitled “Western Reserve, the Separate Account and the Portfolios” in this prospectus.
**Transamerica JPMorgan Mid Cap Value VP does not accept new investments from current or prospective investors; the prospectus for this portfolio was mailed to policyowners invested in the portfolio under separate cover.
***Effective May 1, 2003 the Fidelity VIP Contrafund ® Portfolio, the Fidelity VIP Equity Income Portfolio and the Fidelity VIP Growth Opportunities Portfolio were no longer available for sale to new investors; prospectuses for these portfolios were mailed to policyowners invested in these investment options under separate cover.
 


 
 

 

Table of Contents
Policy Benefits/Risks Summary                                                        WRL Freedom Equity Protector®
1
Policy Benefits
1
Risks of Your Policy
3
FEE TABLES
5
Range of Expenses for the Portfolios
11
Western Reserve, the Separate Account, the Fixed Account and the Portfolios
11
Western Reserve
11
The Separate Account
12
The Fixed Account
13
The Portfolios
14
Charges and Deductions
25
Premium Charges
25
Monthly Deductions
26
Mortality and Expense Risk Charge
27
Surrender Charge
27
Transfer Charge
29
Loan Interest Spread
29
Cash Withdrawal Charge
30
Taxes
30
Rider Charges
30
Portfolio Expenses
30
Revenue We Receive
30
The Policy
30
Ownership Rights
32
Modifying the Policy
32
Purchasing a Policy
32
Tax-Free “Section 1035” Exchanges
32
When Insurance Coverage Takes Effect
33
Canceling a Policy
33
Group or Sponsored Policies
35
Policy Features
35
Premiums
37
Transfers
37
General
39
Disruptive Trading and Market Timing
39
Telephone, Fax, and Online Privileges
40
Fixed Account Transfers
43
Conversion Rights
43
Dollar Cost Averaging
44
Asset Rebalancing Program
44
Third Party Asset Allocation Services
45
Policy Values
46
Cash Value
46
Net Surrender Value
46
Subaccount Value
47
Subaccount Unit Value
47
Death Benefit
47
Death Benefit Proceeds
48
Increasing/Decreasing the Specified Amount
48
Surrenders and Cash Withdrawals
51
Surrenders
52
Cash Withdrawals
52
Loans
52
General
53
Policy Lapse and Reinstatement
53
Lapse
55
Federal Income Tax Considerations
55
Other Policy Information
60
Settlement Options
60
Benefits at Maturity
61
Retained Asset Accounts
61
Payments We Make
62
Split Dollar Arrangements
62
Assignment of the Policy
63
Policy Termination
63
Supplemental Benefits (Riders)
63
Additional Information
67
Glossary
71
Appendix A – Illustrations
75
Prospectus Back Cover
 

 
 

 

Policy Benefits/Risks Summary                                                                                                WRL Freedom Equity Protector® 

This summary describes the WRL Freedom Equity Protector®’s (the “Policy”) important benefits and risks.  More detailed information about the Policy appears later in this prospectus and in the Statement of Additional Information (“SAI”).  For your convenience, we have provided a Glossary at the end of this prospectus that defines certain words and phrases used in this prospectus.
 
Policy Benefits
 
The Policy in General
 
·  
The WRL Freedom Equity Protector® is an individual flexible premium variable life insurance policy, which gives you the potential for long-term life insurance coverage with the opportunity for tax-deferred accumulation of cash value.
 
·  
The Policy is designed to be long-term in nature in order to provide significant life insurance benefits for you.  You should only purchase the Policy if you have the financial ability to keep it in force for a substantial period of time.  You should consider this Policy in conjunction with other insurance that you own.
 
·  
There may be adverse consequences should you decide to surrender your Policy early, such as payment of a surrender charge during the first 15 Policy years and for 15 years from the date of any increase in the specified amount of life insurance coverage that you select .
 
·  
You can invest your net premium in, and transfer your cash value to, subaccounts.  While allocated to subaccounts, your cash value will fluctuate with the daily performance of the portfolios in which the subaccounts invest.
 
·  
You may place your money in the fixed account where it earns an interest rate declared in advance for a specific period (at least 4% annual interest) or in any of the subaccounts of the Separate Account which are described in this prospectus.  The fixed account is not available to you if your Policy was issued in the State of New Jersey.
 
·  
The Policy’s cash value will increase or decrease depending on the investment performance of the subaccounts, the premiums you pay, the fees and charges that we deduct, the interest we credit to the fixed account, and the effects of any Policy transactions (such as transfers, loans and cash withdrawals).  Because returns are not guaranteed, the Policy is not suitable as a short-term investment or savings vehicle.
 
·  
Your Policy offers supplemental riders, and depending on which riders are selected, certain charges may be deducted from the Policy’s cash value as part of the monthly deductions.
 
·  
Your Policy has a n o l apse period g uarantee which means that as long as requirements are met, your Policy will remain in force and no grace period will begin until the no lapse date shown on your Policy schedule page, or as explained in the section entitled “Extension of No Lapse Period Guarantee”   in this prospectus.  This is true even if your net surrender value is too low to pay the monthly deductions as long as, on any Monthiversary, you have paid total premiums (minus any cash withdrawals, minus any outstanding loan amount, minus any accrued loan interest, and minus any decrease charge) that equal or exceed the sum of the minimum monthly guarantee premiums in effect for each month from the Policy date up to and including the current month.  The n o l apse period g uarantee is discussed in more detail in the section of this prospectus entitled “Policy Lapse and Reinstatement . ”
 
·  
You may increase the specified amount once a year on any Monthiversary after one Policy year  if the insured is age 75 or younger, and you may decrease the specified amount after your Policy has been in force for three years but y ou may not increase and decrease the specified amount in the same Policy year.  The amount of your decrease may be limited.  For further details and a description of any charges that you may incur, please see “Death Benefits – Increasing/Decreasing the Specified Amount.”
 
 
1

 
Flexibility
 
The Policy is designed to be flexible to meet your specific circumstances and life insurance needs.  Within certain limits, you can:

·
Choose the timing, amount and frequency of premium payments.
·
Change the Death Benefit Option.
·
Increase or decrease the amount of life insurance coverage.
·
Change the beneficiary.
·
Transfer cash value among investment options available under the Policy.
·
Take a loan against the Policy .
·
Take cash withdrawals or surrender the Policy.

Death Benefit
 
If the insured dies while the Policy is in force, we will pay a death benefit to the named beneficiary(ies) subject to applicable laws and in accordance with the terms of the Policy. The amount of the death benefit generally depends on the specified amount of insurance that you select, the death benefit option that you choose, your Policy’s cash value, and any additional life insurance provided by riders that you purchase. The death benefit proceeds are reduced by any outstanding loan amount, including accrued loan interest, and any charges that are due and unpaid if the insured dies during the grace period.

You may choose one of two Death Benefit Options:
 
·
Option A is the greatest of:
 
>
The   specified amount; or
 
>
A specific percentage multiplied by the Policy’s cash value on the date of the insured’s death; or
 
>
T he amount required for the Policy to qualify as a life insurance policy under Section 7702 of the Internal Revenue Code.
   
·
Option B is the greatest of:
 
>
T he  specified amount plus the Po l icy's cash value on the date of the ins u red's death; or
 
>
A specific percentage multiplied by the Policy’s cash value on the date of the insured’s death; or
 
>
T he amount required for the Policy to qualify as a life insurance policy under Section 7702 of the Internal Revenue Code.

Cash Value
 
Cash value is the value of your Policy on any business day.  It is not guaranteed – it depends on the performance of the investment options that you have chosen, the timing and  amount of premium payments you have made, Policy charges deducted , and how much you have   borrowed or withdrawn from the Policy.

You can access your cash value in several ways:
 
·  
Withdrawals – Y ou can withdraw part of your Policy’s cash value once each year after the first Policy year if your Policy qualifies under certain guidelines .  Withdrawals are described in more detail in the section of this prospectus entitled “Surrenders and Cash Withdrawals – Cash Withdrawals.”
 
·  
Loans – After the first Policy year, you can take out a loan from the Policy using your Policy’s cash surrender value as security as long as you qualify .  Loans and loan interest rates are described in the section of this prospectus entitled “Loans.”
 
·  
Surrender – Y ou can surrender or cash in your Policy for its net surrender value while the insured is alive.  Surrenders are described in more detail in the section of this prospectus entitled “Surrenders and Cash Withdrawals – Surrenders.” You may pay a substantial surrender charge.
 
 
2

 
Investment Options
 
You can choose to allocate your net premiums and cash value among the subaccounts, each of which invests in a corresponding portfolio of the various underlying funds.  Your Policy also offers a fixed account option, which provides a guaranteed minimum rate of interest.  You can accumulate cash value in the fixed account and the subaccounts without paying any current income tax.

You can transfer your cash value among the fixed account and the subaccounts during the life of your Policy. We may limit the number of transfers out of the fixed account and, in some cases, may limit your transfer activity to deter disruptive trading and market timing.  We may charge a $10 transfer processing fee for each transfer after the first 12 transfers in a Policy year.  For more details, please refer to the section entit led "Trans fers” in this prospectus.

Tax Benefits
 
We intend the Policy to qualify as a life insurance contract under the Internal Revenue Code so that the death benefit generally should not be taxable income to the beneficiary.  If your policy is not a Modified Endowment Contract (“MEC”) you will generally not be taxed on the taxable gain in the Policy unless you take a cash withdrawal in excess of your basis in the Policy or a loan that is not repaid prior to surrender of your Policy.  If your policy is a MEC, cash withdrawals, loans, assignments, and pledges are treated first as taxable income to you to the extent of gain then in the policy and then a non-taxable recovery of basis.  In addition, such gains may be subject to a 10% penalty tax if received before age 59 ½.  Please refer to the section of this prospectus entitled “Federal Income Tax Considerations” for more details.
 
Risks of Your Policy
 
Long-term Financial Planning
 
The Policy is designed to help meet long-term financial objectives by paying a death benefit to family members and/or other named beneficiaries. It is not suitable as a short-term savings vehicle.  It may not be the right kind of policy if you plan to withdraw money or surrender your Policy for short-term needs.   Taking a withdrawal may also incur charges. You may pay a substantial charge if you   surrender your Policy.  See the Fee Tables and your Policy for charges assessed when withdrawing from or surrendering your Policy.

Please discuss your insurance needs and financial objectives with your registered representative.

Risk of an Increase in Current Fees and Expenses
 
Certain fees and expenses are currently assessed at less than their guaranteed maximum levels.  In the future, these charges may be increased up to the guaranteed (maximum) levels.  If fees and expenses are increased, you may need to increase the amount and/or frequency of premiums to keep your Policy in force.

Investment Risks
 
If you invest your Policy’s cash value in one or more subaccounts, then you will be subject to the risk that investment performance of the subaccounts will be unfavorable and that the cash value in your Policy will decrease.  Also, we deduct Policy fees and charges from your cash value, which can significantly reduce your cash value.  During times of poor investment performance, this deduction will have an even greater impact on your cash value.  You could lose everything you invest and your Policy could lapse without value, unless you pay additional premiums.  If you allocate premiums to the fixed account, then we credit your fixed account value with a declared rate of interest.  You assume the risk that the interest rate on the fixed account may decrease, although it will never be lower than a guaranteed minimum annual effective rate of 4%.

Risks of Managing General Account Assets
 
In addition to your fixed account allocations, general account assets are used to support the payment of the death benefit under the Policies.  To the extent that Western Reserve is required to pay you amounts in addition to your Policy’s cash value under the death benefit, such amounts will come from general account assets.  You should be aware that the general account is exposed to the risks normally associated with a portfolio of fixed-income securities, including interest rate, option, liquidity and credit risk, and is also subject to the claims of the Company’s general creditors.  The Company’s financial statements contained in the Statement of Additional Information include a further discussion of risks inherent with the general account investments.
 
 
3

 
Premium Payments
 
Federal tax laws  limit the premium payments you can make in relation to your Policy’s Death Benefit.  We may refuse all or part of a premium payment that you make, or remove all of part of a premium from your Policy and return it to you with earnings under certain circumstances to maintain qualification of the Policy as a life insurance contract for federal income tax purposes.  Please refer to the section in this prospectus entitled “Premiums” for more details.
 
Lapse
 
Your Policy will stay In Force as long as you have sufficient cash value to cover your monthly deductions and Policy charges, or as long as the no lapse guarantee is in effect. Insufficient premium payments, poor investment performance, withdrawals, and unpaid loans or loan interest may cause your Policy to lapse – which means you will no longer have insurance coverage.  A Policy lapse may have adverse tax consequences.  There are costs associated with reinstating a lapsed Policy.  For a detailed discussion of your Policy’s Lapse and Reinstatement policies, please refer to the section of this prospectus entitled “Policy Lapse and Reinstatement.”
 
Withdrawals and Loans
 
Making a withdrawal or taking a loan may:

·
Reduce your Policy’s specified amount .
·
Reduce your Policy’s death benefit .
·
Reduce the death benefit proceeds paid to your beneficiary .
·
Make your Policy more susceptible to lapsing.
·
Trigger federal income taxes and, if a MEC,  a penalty tax.

Cash withdrawals will reduce your cash value.  Withdrawals, especially those taken during periods of poor investment performance, could considerably reduce or eliminate some benefits or guarantees under the Policy.  Federal income taxes and a penalty tax may apply to loans and cash withdrawals. Please see the section of this prospectus entitled “Federal Income Tax Considerations.”

Be sure to plan carefully before using these Policy benefits.  For a detailed description of withdrawals and loans, and any associated risks, please refer to the sections of this prospectus entitled “Surrenders and Cash Withdrawals – Cash Withdrawals” and /or “Loans.”
Surrenders

If you surrender your Policy during the first 15 Policy years (or during the 15 year period following an increase in specified amount) you will pay a surrender charge. The surrender charge may be significant. Federal income tax and/or a penalty may apply. Please see the section of this prospectus entitled “Federal Income Tax Considerations.”

Tax Consequences of Withdrawals, Surrenders and Loans
 
You may be subject to income tax if you take any withdrawals or surrender the Policy, or if your Policy lapses and you have not paid any outstanding policy indebtedness .

If your Policy is a MEC, all cash withdrawals, surrenders, assignments, pledges, and loans that you make during the life of the Policy may be subject to tax and a 10% federal tax penalty. Other tax issues to consider when you own a life insurance policy are described in more detail in the section entitled “Federal Income Tax Considerations.”

   Note:  You should consult with your own qualified tax advisor to apply the law to your particular circumstances.

 
4

 
Portfolio Risks
 
A comprehensive discussion of the risks of each portfolio may be found in each portfolio’s prospectus.  Please refer to the prospectuses for the portfolios for more information.

There is no assurance that any portfolio will meet its investment objective.

                                                                                                                                      FEE TABLES                                                                                                                                          

The following tables describe the fees and expenses that you will pay when buying, owning and surrendering your Policy.  If the amount of a charge depends on the personal characteristics of the insured or the owner, then the fee table lists the minimum and maximum charges we assess under the Policy, and the fees and charges of a representative insured with the characteristics set forth below.  These charges may not be representative of the charges you will pay.

 
5

 



The first table describes the fees and expenses that you will pay when buying or owning the Policy, paying premiums, making cash withdrawals from the Policy, surrendering the Policy, or transferring Policy cash value among the subaccounts and the fixed account.

Transaction Fees
Charge
When Charge is Deducted
Amount Deducted
Guaranteed Charge
Current Charge1
Premium Charges
Upon payment of each
premium
   
Premium Expense Charge
 
First 10 Policy years = 6.0% of each
premium payment; and 2.5% of premiums in Policy years 11+
First 10 Policy years = 6.0% of each premium payment; and 2.5% of premiums in Policy years 11+
Premium Collection Charge
 
$2.00 per premium payment
$2.00 per premium payment
Cash Withdrawal Charge2
Upon withdrawal
2.0% of the amount withdrawn, not to
 exceed $25
2.0% of the amount withdrawn, not to exceed $25





1The Company reserves the right at any time to change the current charge but never to a level that exceeds the guaranteed charge.
2When we incur the expense of expedited delivery of your partial withdrawal or complete surrender payment, we currently assess the following  additional charges:  $20 for overnight delivery ($30 for Saturday delivery); and $25 for wire service.  You can obtain further information about these charges by contacting our administrative office.


 
6

 



Transaction Fees
   
Amount Deducted
Charge
When Charge is Deducted
Guaranteed Charge
Current Charge1
Surrender Charge3
 
 
Upon full surrender of the Policy during the first 15 Policy years and first 15 years after any increase
   
1.  Deferred Issue Charge Component:
 
$5.00 per $1,000 of initial specified amount
$5.00 per $1,000 of initial specified amount
2.  Deferred Sales Charge Component:
 
A percentage of total premiums paid
A percentage of total premiums paid
Maximum Charge
 
26.5% up to the guideline premium plus
4.2% of premium paid in excess of the guideline premium4, 5
26.5% up to the guideline premium plus
 4.2% of premium paid in excess of the guideline premium4, 5
Minimum Charge
 
26.5% up to the guideline premium plus
2.0% of premium paid in excess of the guideline premium5, 6
26.5% up to the guideline premium plus
 2.0% of premium paid in excess of the guideline premium5, 6
Charge during first 10 Policy years for a male, issue age 35, in ultimate select non-tobacco use class
 
26.5% up to the guideline premium plus
 4.2% of premium paid in excess of the guideline premium5
26.5% up to the guideline premium plus
 4.2% of premium paid in excess of the guideline premium5
Transfer Charge7
Upon transfer
$10 for each transfer in excess of 12
 per Policy year
$10 for each transfer in excess of 12
 per Policy year
Terminal Illness Accelerated Death Benefit Rider8
When rider is exercised
Discount Factor
Discount Factor
 

3The surrender charge is equal to the sum of the Deferred Issue Charge and the Deferred Sales Charge multiplied by the Surrender Charge Percentage. The Deferred Issue Charge component of the surrender charge is assessed on the initial specified amount stated in your Policy and any later increase in specified amount in effect at the time of surrender.  The Deferred Sales Charge component of the surrender charge is based upon the issue age and gender of each individual insured, and the total premiums paid up to and in excess of the guideline premium shown in your Policy.  The Surrender Charge Percentage varies with the insured’s issue age, gender, and number of years the Policy has been in force. The Surrender Charge Percentage on a Policy where a male insured’s issue age is less than 66 (and a female insured’s issue age is under 71), is 100% for the first 10 Policy years then decreases at the rate of 20% each Policy year until it reaches zero at the end of the 15th Policy year. For a Policy where a male insured’s issue age is greater than 65 (and a female insured’s issue age is greater than 70), the Surrender Charge Percentage is 100% for the first several Policy years (3 to 9 depending on issue age and gender) and then declines to zero at the end of the 15th Policy year.  The surrender charges shown in the table may not be typical of the charges you will pay.  You can obtain more detailed information about the surrender charges that apply to you by contacting your registered representative and requesting a personalized illustration.
4This maximum charge is based on an insured with the following characteristics: male, age 55 at issue.  This maximum charge may also apply to insureds with other characteristics.
5The guideline premium is a designated premium that varies by issue age, gender, underwriting class, death benefit option, and specified amount.   It is shown on your Policy schedule page.
6This minimum charge is based on an insured with the following characteristics: male, age 75 at issue.  This minimum charge may also apply to insureds with other characteristics
7The first 12 transfers per Policy year are free.
8 We reduce the single sum benefit by a discount factor to compensate us for expected lost income resulting from early payment of the death benefit. The discount factor is equal to the Applicable Federal Interest Rate (3.46% for 2011) or the Policy loan interest rate expressed in arrears, whichever is greater, (“discount factor”). For a complete description of the Terminal Illness Accelerated Death Benefit Rider, please refer to the section entitled “Terminal Illness Accelerated Death Benefit Rider” in this prospectus.

The table below describes the fees and expenses that you will pay periodically during the time that you own the Policy, not including portfolio fees and expenses.

Periodic Charges Other Than Portfolio Operating Expenses
Charge
When Charge is Deducted
Amount Deducted
Guaranteed Charge
Current Charge1
Monthly Policy Charge
Monthly, on the Policy date and
on each Monthiversary
$5.00 per month
$5.00 per month
Cost of Insurance9
(without Extra Ratings)10
Monthly, on the Policy date
 and on each Monthiversary
until the insured reaches age 95
   
Maximum Charge11
 
$24.85 per $1,000 of net amount at risk
per month12
$21.12 per $1,000 of net amount at risk
per month12
Minimum Charge13
 
$0.06 per $1,000 of net amount at risk
per month12
$0.06 per $1,000 of net amount at risk
 per month12
Charge for a male insured, issue age 35, in the ultimate select non-tobacco use class, in Policy year 10
 
$0.26 per $1,000 of net amount at risk
 per month12
$0.23 per $1,000 of net amount at risk
per month12
Mortality and Expense Risk Charge
Daily
Annual rate of 0.90% of average
daily net assets of each subaccount
in which you are invested
Annual rate of 0.90% of average
daily net assets of each subaccount
in which you are invested
Loan Interest Spread
On Policy Anniversary14
1.49% (effective annual rate,
after rounding)15
0.74% (effective annual rate,
after rounding)15

 
9 Cost of insurance charges are based on a number of factors, including, but not limited to: the insured’s issue age, gender, underwriting class, specified amount, Policy year, and the net amount at risk.  Cost of insurance rates generally will increase each year with the age of the insured.  The cost of insurance rates shown in the table may not be representative of the charges you will pay.  Your Policy’s schedule page will indicate the guaranteed cost of insurance charges applicable to your Policy.  You can obtain more detailed information concerning your cost of insurance charges by contacting your registered representative .
10 We may place insureds in substandard underwriting classes with extra ratings that reflect higher mortality risks and that result in higher cost of insurance rates.  If the insured possesses additional mortality risks, we may add a surcharge to the cost of insurance rates  up to a total charge of $83.33 monthly per $1,000 of net amount at risk.
11 This maximum charge is based on an insured with the following characteristics: male, age 75 at issue, standard tobacco underwriting class and in the 20th Policy year.  This maximum charge may also apply to insureds with other characteristics.
12The net amount at risk equals the death benefit on a Monthiversary minus the cash value on such Monthiversary.
13 This minimum charge is based on an insured with the following characteristics: female, age 10 at issue and in the first Policy year.  This minimum charge may also apply to insureds with other characteristics.
14 While a Policy loan is outstanding, loan interest is payable in advance on each Policy anniversary.  If before the next Policy anniversary, there is a loan repayment, Policy lapse or surrender, Policy termination, or the insured’s death, we will refund the amount of any loan interest we charged in advance for the period between the date of any such occurrence above and the next Policy anniversary.
15 The Loan Interest Spread is the difference between the amount of interest we charge you for a loan and the amount of interest we credit to your loan reserve account. We charge you an annual interest rate on a Policy loan of 5.2% in advance (5.49% effective annual interest rate) on each Policy anniversary.  We will also currently credit the amount in the loan reserve account with an effective annual interest rate of 4.75% (4.0% minimum guaranteed).


 
 

 
7

 


Periodic Charges Other Than Portfolio Operating Expenses
Charge
When Charge is Deducted
Amount Deducted
Guaranteed Charge
Current Charge1
Optional Rider Charges: 16
Accidental Death Benefit Rider
Monthly, on the Policy date and
on each Monthiversary until the
insured reaches age 70
   
Maximum Charge17
 
$0.18 per $1,000 of rider face
 amount per month
$0.18 per $1,000 of rider face
 amount per month
 Minimum Charge18
 
$0.10 per $1,000 of rider face
 amount per month
$0.10 per $1,000 of rider face
amount per month
Charge for a male insured, issue age 35, Policy year 10
 
$0.10 per $1,000 of rider face
amount per month
$0.10 per $1,000 of rider face
amount per month
Disability Waiver Rider19
Monthly, on the Policy date and on each Monthiversary until the insured reaches age 60
   
Maximum Charge20
 
$0.39 per $1,000 of the Policy’s net
 amount at risk per month12
$0.39 per $1,000 of the Policy’s net
amount at risk per month12
Minimum Charge21
 
$0.03 per $1,000 of the Policy’s net
amount at risk per month12
$0.03 per $1,000 of the Policy’s net
amount at risk per month12
Charge for a male insured, issue age 35, Policy year 10
 
$0.05 per $1,000 of the Policy’s net
amount at risk per month12
$0.05 per $1,000 of the Policy’s net
amount at risk per month12


16 Rider cost of insurance charges are based on a number of factors including but not limited to: each insured’s attained age and rider face amount. The cost of insurance rates shown in the table may not be representative of the charges you will pay.  The rider will indicate the maximum guaranteed rider charges applicable to your Policy.  You can obtain more information about this rider by contacting your registered representative .
17 This maximum charge is based on an insured with the following characteristics: male, age 50 at issue and in the 20th Policy year. This maximum charge may also apply to insureds with other characteristics.
18 This minimum charge is based on an insured with the following characteristics: male, age 45 at issue and in the first Policy year.
19 Disability Waiver charges are based on the primary insured’s issue age, gender and net amount at risk.  The charges shown are for base Policy only (no riders and benefits).  The addition of other riders and benefits would increase these charges. This charge does not vary once it is added to the Policy.  The cost of insurance rates shown in the table may not be representative of the charges you will pay.  Your Policy’s schedule page will indicate the guaranteed cost of insurance charges applicable to your Policy.  You can obtain more information about these riders by contacting your registered representative .
20 This maximum charge is based on an insured with the following characteristics: female, age 55 at issue. This maximum charge may also apply to insureds with other characteristics.
21 This minimum charge is based on an insured with the following characteristics: male, age 25 at issue.  This minimum charge may also apply to insureds with other characteristics.


 
8

 


Periodic Charges Other Than Portfolio Operating Expenses
Charge
When Charge is Deducted
Amount Deducted
Guaranteed Charge
Current Charge1
Disability Waiver and Income Rider22
Monthly, on the Policy date and
on each Monthiversary until the
 insured reaches age 60
   
Maximum Charge23
 
$0.86 per $10 monthly rider units
$0.86 per $10 monthly rider units
Minimum Charge24
 
$0.20 per $10 monthly rider units
$0.20 per $10 monthly rider units
Charge for a male insured, issue age 35, in Policy year 10
 
$0.28 per $10 monthly rider units
$0.28 per $10 monthly rider units
Children’s Insurance Rider25
Monthly, on the Policy date and
on each Monthiversary until the
youngest child reaches age 25
$0.60 per $1,000 of rider face
 amount per month
$0.60 per $1,000 of rider face
amount per month
Other Insured Rider26
(without Extra Ratings)10
Monthly, on the Policy date and
 on each Monthiversary until the
other insured reaches age 95
   
Maximum Charge11
 
$24.85 per $1,000 of rider face
amount per month
$21.12 per $1,000 of rider face
 amount per month
Minimum Charge13
 
$0.06 per $1,000 of rider face
amount per month
$0.06 per $1,000 of rider face
amount per month
 
Charge for female insured, issue age 30, in the ultimate select non-tobacco use class in Policy year 10
 
$0.16 per $1,000 of rider face
amount per month
$0.14 per $1,000 of rider face
amount per month






22The charge for this rider is based on the base insured’s issue age, gender and number of units of monthly disability income selected.
23 This maximum charge is based on an insured with the following characteristics: female, age 55 at issue.  This maximum charge may also apply to insureds with other characteristics.
24 This minimum charge is based on an insured with the following characteristics: male, age 27 at issue.  This minimum charge may also apply to insureds with other characteristics.
25 The charge for this rider is based on the rider face amount and the cost per $1,000 does not vary.
26 Rider charges are cost of insurance charges that are based on each other insured’s issue age, gender, underwriting class, Policy year, and the rider face amount. Cost of insurance rates for this rider generally will increase each year with the age of the other insured.  The cost of insurance rates shown in the table may not be representative of the charges you will pay.  The rider will indicate the maximum guaranteed rider charges applicable to your Policy.  You can obtain more information about this rider by contacting your registered representative .



 
9

 


Periodic Charges Other Than Portfolio Operating Expenses
Charge
When Charge is Deducted
Amount Deducted
Guaranteed Charge
Current Charge1
Primary Insured Rider26
(without Extra Ratings)10
Monthly, on the Policy date and
on each Monthiversary until the
insured reaches age 90
   
Maximum Charge27
 
$18.46 per $1,000 of rider face
amount per month
$14.91 per $1,000 of rider face
 amount per month
Minimum Charge13
 
$0.06 per $1,000 of rider face
amount per month
$0.05 per $1,000 of rider face
amount per month
Charge for a male insured, issue age 35, in the ultimate select non-tobacco use class in Policy year10
 
$0.26 per $1,000 of rider face
amount per month
$0.20 per $1,000 of rider face
 amount per month
Primary Insured Plus Rider26
(without Extra Ratings)10
Monthly, on the Policy date and
on each Monthiversary until the
 insured reaches age 85
   
Maximum Charge
 
$13.54 per $1,000 of rider face
 amount per month28
$10.93 per $1,000 of rider face
amount per month29
Minimum Charge
 
$0.08 per $1,000 of rider face
amount per month30
$0.04 per $1,000 of rider face
amount per month31
Charge for a male insured, issue age 35, in the ultimate select non-tobacco use class in Policy year 10
 
$0.26 per $1,000 of rider face
 amount per month
$0.11 per $1,000 of rider face
amount per month








 
27 This maximum charge is based on an insured with the following characteristics: male, age 70 at issue, standard tobacco use class and in the 15th Policy year. This maximum charge may also apply to insureds with other characteristics.
28 This maximum charge is based on an insured with the following characteristics: male, age 75 at issue, standard tobacco use class and in the 10th Policy year.  This maximum charge may also apply to insureds with other characteristics.
29 This maximum charge is based on an insured with the following characteristics: male, age 70 at issue standard tobacco underwriting class and in the 15th Policy year. This maximum charge may also apply to insureds with other characteristics.
30 This minimum charge is based on an insured with the following characteristics: female, age 18 at issue, non-tobacco use class and in the first Policy year.  This minimum charge may also apply to insureds with other characteristics.
31 This minimum charge is based on an insured with the following characteristics: female, age 29 at issue, ultimate select non-tobacco use class and first Policy year.  This minimum charge may also apply to insureds with other characteristics.



 
10

 
For information concerning compensation paid for the sale of the Policy, please see “Sale of the Policies.”
 
 
Range of Expenses for the Portfolios 1, 2
 
The next table shows the lowest and highest total operating expenses charged by the portfolios during the fiscal year ended December 31, 20 1 0.  Expenses of the portfolios may be higher or lower in the future.  More detail concerning each portfolio’s fees and expenses is contained in the prospectus for each portfolio.

 
Lowest
Highest
Total Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses)
0.35 %
2.05 %
Net Annual Portfolio Operating Expenses (total of all expenses that are deducted from portfolio assets, including management fees, 12b-1 fees, and other expenses, after contractual waiver of fees and expenses)3
 
0.35 %
 
1.68 %

1 The portfolio expenses used to prepare this table were provided to Western Reserve by the funds.  Western Reserve has not independently verified such information.  The expenses shown are those incurred for the year ended December 31, 20 1 0.  Current or future expenses may be greater or less than those shown.
2  The table showing the range of expenses for the portfolios takes into account the expenses of several Transamerica Series Trust asset allocation portfolios and the Franklin Templeton VIP Founding Funds Allocation Fund   that are each a “fund of funds.”  A “fund of funds” portfolio typically allocates its assets, within predetermined percentage ranges, among certain other Fund portfolios and affiliated Fund portfolios (each such portfolio an "Acquired Fund").  Each “fund of funds” has its own set of operating expenses, as does each of the portfolios in which it invests.  In determining the range of portfolio expenses, Western Reserve took into account the information received from the Fund groups on the combined actual expenses for each of the “fund of funds” and for the portfolios in which it invests. The combined expense information includes the Acquired Fund (i.e., the underlying fund’s) fees and expenses for the Transamerica Series Trust asset allocation portfolios and the Franklin Templeton VIP Founding Funds Allocation Fund. See the prospectuses for the Transamerica Series Trust and the Franklin Templeton VIP Founding Funds Allocation Fund for a presentation of the applicable Acquired Fund fees and expenses.

3The range of Net Annual Portfolio Operating Expenses takes into account contractual arrangements for 39 portfolios that require a portfolio’s investment adviser to reimburse or waive portfolio expenses until April 30, 201 2 .

Western Reserve, the Separate Account, the Fixed Account and the Portfolios 

 
Western Reserve
 
Western Reserve Life Assurance Co. of Ohio, located at 570 Carillon Parkway, St. Petersburg, Florida 33716, is the insurance company issuing the Policy.   We are obligated to pay all benefits under the Policy as long as the Policy is active and in force. .

Financial Condition of the Company
 
The benefits under the Policy are paid by Western Reserve from its general account assets and/or your cash value held in the Company’s separate account.  It is important that you understand that payment of benefits is not guaranteed and depends upon certain factors discussed below.

Assets in the Separate Account.  You assume all of the investment risk for your cash value that is allocated to the subaccounts of the separate account.  Your cash value in those subaccounts constitutes a portion of the assets of the separate account.  These assets are segregated and insulated from our general account, and may not be charged with liabilities arising from any other business that we may conduct.    S ee "The Separate Acco unt ."

Assets in the General Account.  You also may be permitted to make allocations to the fixed account, which is supported by the assets in our general account.   S ee "The Fixed Acco unt ."  Any guarantees under the Policy that exceed your cash value, such as those associated with the Policy’s death benefit , are paid from our general account (and not the separate account).  Therefore, any amounts that we may be obligated to pay under the Policy in excess of cash value are subject to our financial strength and claims paying ability and our long term ability to make such payments. The assets of the separate account, however, are also available to cover the liabilities of our general account, but only to the extent that the separate account assets exceed the separate account liabilities arising under the Policies supported by it.
 
We issue other types of insurance policies and financial products as well, and we also pay our obligations under these products from our assets in the general account.

 
11

 
Our Financial Condition.  As an insurance company, we are required by state insurance regulation to hold a specified amount of reserves in order to meet all the contractual obligations of our general account to our policyowners.  We monitor our reserves so that we hold sufficient amounts to cover actual or expected policy and claims payments. In addition, we may hedge our investments in our general account, and may require purchasers of certain of the variable insurance products that we offer to allocate premium payments and cash value in accordance with specified investment requirements. However, it is important to note that there is no guarantee that we will always be able to meet our claims-paying obligations, and that there are risks to purchasing any insurance product.

State insurance regulators also require insurance companies to maintain a minimum amount of capital, which acts as a cushion in the event that the insurer suffers a financial impairment, based on the inherent risks in the insurer’s operations.  These risks include those associated with losses that we may incur as the result of defaults on the payment of interest or principal on our general account assets, which include bonds, mortgages, general real estate investments, and stocks, as well as the loss in market value of these investments.  We may also experience liquidity risk if our general account assets cannot be readily converted into cash to meet obligations to our policyowners or to provide the collateral necessary to finance our business operations. 

We are continuing to evaluate our investment portfolio to mitigate market risk and actively manage the investments in the portfolio.

How to Obtain More Information.  We encourage both existing and prospective policyowners to read and understand our financial statements.  We prepare our financial statements on a statutory basis.  Our financial statements, which are presented in conformity with accounting practices prescribed or permitted by the Ohio Department of Insurance - as well as the financial statements of the separate account—are located in the Statement of Additional Information (SAI).  The SAI is available at no charge by writing to our administrative office - Western Reserve Life Assurance Co. of Ohio, 570 Carillon Parkway, St. Petersburg, Florida 33 — 16 - or by calling us at (800) 851-9777, or by visiting our website www.westernreserve.com.  In addition, the SAI is available on the SEC’s website at http://www.sec.gov.  Our financial strength ratings, which reflect the opinions of leading independent rating agencies of ’ WRL's ability to meet its obligations to its policy owners, are available on our website and the websites of these Nationally Recognized Statistical Ratings Organizations--A.M. Best Company (www.ambest.com), Moody's Investor Service (www.moodys.com) Standard & Poor's (www.standardandpoors.com) and Fitch Ratings (www.fitchratings.com).
 
The Separate Account
 
The separate account is a separate account of Western Reserve, established under Ohio law.  We own the assets in the separate account and we may use assets in the separate account to support other variable life insurance policies we issue.  The separate account is registered with the Securities and Exchange Commission (“SEC”) as a unit investment trust under the Investment Company Act of 1940, as amended (the “1940 Act”).

The separate account is divided into subaccounts, each of which invests in shares of a specific portfolio of a fund. These subaccounts buy and sell portfolio shares at net asset value without any sales charge. Any dividends and distributions from a portfolio are reinvested at net asset value in shares of that portfolio.

Income, gains, and losses credited to, or charged against, a subaccount of the separate account reflect the subaccount's own investment experience and not the investment experience of our other assets. The separate account's assets may not be used to pay any of our liabilities other than those arising from the Policies and other variable life insurance policies we issue. If the separate account's assets exceed the required reserves and other liabilities, we may transfer the excess to our general account.

Changes to the Separate Account.  As permitted by applicable law, we reserve the right to make certain changes to the structure and operation of the separate account, including, among others, the right to:

 
12

 
·
Remove, combine, or add subaccounts and make the new or combined subaccounts available to you at our discretion;
·
Combine the separate account or any subaccount(s) with one or more different separate account( ) or subaccount(s).
   
·
Close certain subaccounts to allocations of new premiums by current or new policyowners at any time at our discretion;
·
Transfer assets of the separate account or any subaccount, which we determine to be associated with the class of policies to which the Policy belongs, to another separate account or subaccount ;
·
Operate the separate account as a management company under the 1940 Act, or as any other form of investment company permitted by law.
·
Establish additional separate accounts or subaccounts to invest in new portfolios of the funds.
·
Manage the separate account at the direction of a committee.
·
Endorse the Policy, as permitted by law, to reflect changes to the separate account and subaccounts as may be required by applicable law.
·
Change the investment objective of a subaccount.
·
Substitute, add, or delete fund portfolios in which subaccounts currently invest net premiums, to include portfolios of newly designated funds. (Fund portfolios will not be added, deleted or substituted without prior approval of the SEC to the extent required by the 1940 Act or other applicable laws.)
·
Fund additional classes of variable life insurance policies through the separate account.
·
Restrict or eliminate any voting privileges of owners or other persons who have voting privileges in connection with the operation of the separate account.

Some, but not all, of these future changes may be the result of changes in applicable laws or interpretation of the law. We will not make any such changes without receiving any necessary approval of the SEC and applicable state insurance departments.  We will notify you of any changes.  We reserve the right to make other structural and operational changes affecting the separate account.

in addition, t he portfolios, that sell their shares to the subaccounts, may discontinue offering their shares to the subaccounts.
 
The Fixed Account
 
The fixed account is part of Western Res erve’s general account. We use general account assets to support our insurance and annuity obligations other than those funded by separate accounts. Subject to applicable law, Western Reserve has sole discretion over the investment of the fixed acc ount’s assets. Western Reserve bears the full investment risk for all amounts contributed to the fixed account. Please see the section above entitled “Risks of Managing General Account Assets” .   Western Reserve guarantees that the amounts allocated to the fixed account will be credited interest daily at an annual net effective interest rate of at least 4.0%. We will determine any interest rate credited in excess of the guaranteed rate at our sole discretion.  We have no formula for determining fixed account interest rates in excess of the guaranteed rate or any duration for such rates.

Money you place in the fixed account will begin earning interest compounded daily at the current interest rate in effect at the time of your allocation.  We may declare current interest rates from time to time. We may declare more than one interest rate for different money based upon the date of allocation or transfer to the fixed account. When we declare a current interest rate higher than the guaranteed rate on amounts allocated to the fixed account, we guarantee the higher rate on those amounts for at least one year ( “t he "guarantee pe riod”   ) unless those amounts are transferred to the loan reserve. At the end of the guarantee period we may declare a new current interest rate on those amounts and any accrued interest thereon. We will guarantee this new current interest rate for another guarantee period. We credit interest greater than 4.0% during any guarantee period at our sole discretion. You bear the risk that interest we credit will not exceed 4.0%.

We allocate amounts from the fixed account for cash withdrawals, transfers to the subaccounts, or monthly deduction charges on a first in, first out bas is ( ”F IFO") for the purpose of crediting interest.

New Jersey: The fixed account is not available to you as an investment option if your Policy was issued in the State of New Jersey.  You may not direct or transfer any premium payments or cash value to the fixed account.  The fixed account is available to you only in connection with for Policy loans.

 
13

 
The fixed account has not been registered with the Securities and Exchange Commission and the staff of the Securities and Exchange Commission has not reviewed the disclosure in this prospectus relating to the fixed account. Disclosures regarding the fixed account, however, may be subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of statements made in this prospectus.
 
The Portfolios
 
The separate account invests in shares of the portfolios of a fund. Each portfolio is an investment division of a fund, which is an open-end management investment company registered with the SEC. Such registration does not involve supervision of the management or investment practices or policies of the portfolios by the SEC.

Each portfolio's assets are held separate from the assets of the other portfolios, and each portfolio has investment objectives and policies that are different from those of the other portfolios.  Thus, each portfolio operates as a separate investment fund, and the income or loss of one portfolio has no effect on the investment performance of any other portfolio. Pending any required approval by a state insurance regulatory authority, certain subaccounts and corresponding portfolios may not be available to residents of some states.
 
Each portfolio’s investment objective(s) and policies are summarized below. There is no assurance that a portfolio will achieve its stated objective(s). Certain portfolios may have investment objectives and policies similar to other portfolios that are managed by the same investment adviser or sub-adviser. The investment results of the portfolios, however, may be higher or lower than those of such other portfolios. We do not guarantee or make any representation that the investment results of the portfolios will be comparable to any other portfolio, even those with the same investment adviser or manager.
 
Note: You can find more detailed information about the portfolios, including a description of risks, in the fund prospectuses. You may obtain a free copy of the fund prospectuses, by contacting us at our administrative office at 1-800-851-9777 or visiting our website at www.westernreserve.com. You should read the fund prospectuses carefully. .   (Please Note: The Transamerica BlackRock Global Allocation VP and the Transamerica BlackRock Tactical  Allocation VP portfolios will be available on or about May 19, 2011.)
 
Note: If you received a summary prospectus for the Transamerica Series Trust portfolios, please follow the directions on the first page of the summary to obtain a copy of the fund prospectus.
 

 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
TRANSAMERICA SERIES TRUST:
Transamerica AEGON Active Asset Allocation – Conservative VP 1
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks current income and preservation of capital.
Transamerica AEGON Active Asset Allocation – Moderate Growth VP 1
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks capital appreciation with current income as a secondary objective.
Transamerica AEGON Active Asset Allocation – Moderate VP 1
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks capital appreciation and current income.
Transamerica AEGON High Yield Bond VP 2
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks a high level of current income by investing in high yield debt securities.
Transamerica AEGON Money Market VP 3
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks maximum current income from money market securities consistent with liquidity and preservation of principal.
Transamerica AEGON U.S. Government Securities VP 4
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks to provide as high a level of total return as is consistent with prudent investment strategies.
Transamerica AllianceBernstein Dynamic Allocation VP 5
Transamerica Asset Management, Inc.
AllianceBernstein, LLP
Seeks capital appreciation and current income.
Transamerica Asset Allocation – Conservative VP 6
Transamerica Asset Management, Inc.
Portfolio Construction Consultant: 7
Morningstar Associates, LLC
Seeks current income and preservation of capital.
 
Transamerica Asset Allocation – Growth VP 6
Transamerica Asset Management, Inc.
Portfolio Construction Consultant:   7
Morningstar Associates, LLC
Seeks long-term capital appreciation.
 
 
1 Each of these asset allocation portfolios is a fund-of-funds and invests in a combination of underling Exchange Traded Funds (“ETFs”).  Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.
2 Under normal market conditions, this portfolio invests at least 80% of its net assets in credit default swaps and other financial instruments that in combination have economic characteristics similar to the high yield debt (“junk bonds”) market and/or in high yield debt securities.
3 Formerly, Transamerica  Money Market VP. There can be no assurance that the Transamerica AEGON Money Market VP portfolio will be able to maintain a stable net asset value per share.  During extended periods of low interest rates, and partly as a result of insurance charges, the yield on the Transamerica AEGON Money Market VP subaccount may become extremely low and possibly negative.
4 Formerly, Transamerica U.S. Government Securities VP.
5 Formerly, Transamerica Convertible Securities VP.
6 Each of these asset allocation portfolios is a fund of funds and invests in a combination of underlying Transamerica Series Trust and Transamerica Funds portfolios. Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.
7 In Morningstar’s role as portfolio construction manager, Morningstar makes asset allocation and fund selection decisions for the portfolio.
 
 
14

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
Transamerica Asset Allocation – Moderate Growth VP 6
Transamerica Asset Management, Inc.
Portfolio Construction Consultant:   7
Morningstar Associates, LLC
Seeks capital appreciation with current income as a secondary objective.
 
Transamerica Asset Allocation – Moderate VP 6
Transamerica Asset Management, Inc.
Portfolio Construction Consultant:   7
Morningstar Associates, LLC
Seeks capital appreciation and current income.
 
Transamerica BlackRock Global Allocation VP 8
Transamerica Asset Management, Inc.
BlackRock Investment Management, LLC
Seeks high total investment return.
Transamerica BlackRock Large Cap Value VP
Transamerica Asset Management, Inc.
BlackRock Investment Management, LLC
Seeks long-term capital growth.
Transamerica BlackRock Tactical Allocation VP 9
Transamerica Asset Management, Inc.
BlackRock Investment Management, LLC
Seeks capital appreciation with current income as a secondary objective.
Transamerica Clarion Global Real Estate Securities VP
Transamerica Asset Management, Inc.
ING Clarion Real Estate Securities, L.P.
 
Seeks long-term total return from investments primarily in equity securities of real estate companies.  Total return consists of realized and unrealized capital gains and losses plus income.
Transamerica Efficient Markets VP
Transamerica Asset Management, Inc.
AEGON USA Investment Management, Inc.
Seeks capital appreciation while seeking income as a secondary objective.
Transamerica Foxhall Emerging Markets/Pacific Rim VP 10
Transamerica Asset Management, Inc.
Foxhall Capital Management, Inc.
Seeks long-term growth of capital.
Transamerica Foxhall Global Conservative VP 10
Transamerica Asset Management, Inc.
Foxhall Capital Management, Inc.
Seeks modest growth and preservation of capital.
Transamerica Foxhall Global Growth VP 10
Transamerica Asset Management, Inc.
Foxhall Capital Management, Inc.
Seeks long-term growth of capital.
 
6 Each of these asset allocation portfolios is a fund of funds and invests in a combination of underlying Transamerica Series Trust and Transamerica Funds portfolios. Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.
7 In Morningstar’s role as portfolio construction manager, Morningstar makes asset allocation and fund selection decisions for the portfolio.
8 This portfolio is a fund of funds and invests its assets in an underlying mutual fund, BlackRock Global Allocation V.I. Fund of the BlackRock Variable Series Fund, Inc.  Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.  This portfolio will be available on or about May 19, 2011.
9 This portfolio is a fund of funds and invests in a combination of underlying Transamerica Series Trust portfolios and certain funds of Transamerica Funds.   Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio. This portfolio will be available on or about May 19, 2011.
10 This portfolio utilizes a tactical asset allocation strategy to seek to achieve its objective by investing in underlying funds consisting of Exchange Traded Funds (“ETF’s) and money market mutual funds.  Please see the portfolio’s prospectus for a complete description of the portfolio’s investment strategies and the risks of investing in the portfolio.
 
 
15

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
Transamerica Foxhall Global Commodities & Hard Assets VP 10, 11
Transamerica Asset Management, Inc.
Foxhall Capital Management, Inc.
Seeks long-term growth of capital.
Transamerica Hanlon Balanced VP 12
Transamerica Asset Management, Inc.
Hanlon Investment Management, Inc.
Seeks current income and capital appreciation.
Transamerica Hanlon Growth and Income VP 12
Transamerica Asset Management, Inc.
Hanlon Investment Management, Inc.
Seeks long-term capital appreciation and some current income.
Transamerica Hanlon Growth VP 12
Transamerica Asset Management, Inc.
Hanlon Investment Management, Inc.
Seeks long-term capital appreciation.
Transamerica Hanlon Managed Income VP 12
Transamerica Asset Management, Inc.
Hanlon Investment Management, Inc.
Seeks conservative stability.
Transamerica Index 50 VP
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks to balance capital appreciation and income.
Transamerica Index 75 VP
Transamerica Asset Management, Inc.
AEGON USA Investment Management, LLC
Seeks capital appreciation as a primary objective and income as a secondary objective.
Transamerica International Moderate Growth VP 6
Transamerica Asset Management, Inc.
Portfolio Construction Consultant: 7
Morningstar Associates, LLC
Seeks capital appreciation with current income as a secondary objective.
 
Transamerica JPMorgan Core Bond VP
Transamerica Asset Management, Inc.
JPMorgan Investment Advisors Inc.
Seeks total return, consisting of income and capital appreciation.
Transamerica JPMorgan Enhanced Index VP
Transamerica Asset Management, Inc.
J. P. Morgan Investment Management Inc.
 
Seeks to earn a total return modestly in excess of the total return performance of the Standard & Poor’s 500 Composite Stock Index (“S&P 500”) (including the reinvestment of dividends) while maintaining a volatility of return similar to the S&P 500.
 
6 Each of these asset allocation portfolios is a fund of funds and invests in a combination of underlying Transamerica Series Trust and Transamerica Funds portfolios. Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.
7 In Morningstar’s role as portfolio construction manager, Morningstar makes asset allocation and fund selection decisions for the portfolio.
11 Formerly, Transamerica Foxhall Hard Asset VP.
12 This portfolio utilizes both a tactical asset allocation strategy and a strategic asset allocation strategy to seek to achieve its objective by investing in underlying funds that consist of ETF’s and money market mutual funds.   Please see the portfolio’s prospectus for a complete description of the portfolio’s investment strategies and the risks of investing in the portfolio.
 
 
16

 

 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
Transamerica JPMorgan Tactical Allocation VP 13
Transamerica Asset Management, Inc.
J. P. Morgan Investment Management Inc.
Seeks current income and preservation of capital.
Transamerica Jennison Growth VP
Transamerica Asset Management, Inc.
Jennison Associates, LLC.
Seeks long-term growth of capital.
Transamerica MFS International  Equity VP
Transamerica Asset Management, Inc.
MFS® Investment Management
 
Seeks capital growth.
Transamerica Morgan Stanley  Capital Growth VP 14
Transamerica Asset Management, Inc.
Morgan Stanley Investment Management
Seeks to maximize long-term growth.
Transamerica Morgan Stanley Growth Opportunities VP 15
Transamerica Asset Management, Inc.
Morgan Stanley Investment Management
Seeks capital appreciation.
Transamerica Morgan Stanley Mid-Cap Growth VP
Transamerica Asset Management, Inc.
Morgan Stanley Investment Management, Inc.
Seeks capital appreciation.
Transamerica Multi-Managed Balanced VP 16
Transamerica Asset Management, Inc.
J. P. Morgan Investment Management Inc.
BlackRock Financial Management, Inc.
Seeks to provide a high total investment return through investments in a broadly diversified portfolio of stocks, bonds and money market instruments.
Transamerica Multi Managed Large Cap Core VP
Transamerica Asset Management, Inc.
Morgan Stanley Investment Management, Inc.
Seeks to provide high total return.
Transamerica PIMCO Total Return VP
Transamerica Asset Management, Inc.
Pacific Investment Management Company LLC
 
Seeks maximum total return consistent with preservation of capital and prudent investment management.
Transamerica Systematic Small/Mid Cap Value VP 17
Transamerica Asset Management, Inc.
Systematic Financial Management L.P.
 
Seeks to maximize total return.
13 Formerly, Transamerica Federated Market Opportunity VP.
14 Formerly, Transamerica Focus VP.
15 Formerly, Transamerica Growth Opportunities VP.
16 Formerly, Transamerica Balanced VP.
17 Formerly, Transamerica Small/Mid Cap Value VP.
 

 
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Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
Transamerica T. Rowe Price Small Cap VP
Transamerica Asset Management, Inc.
T. Rowe Price Associates, Inc.
 
Seeks long-term growth of capital by investing primarily in common stocks of small growth companies.
Transamerica Third Avenue Value VP
Transamerica Asset Management, Inc.
Third Avenue Management LLC
Seeks long-term capital appreciation.
Transamerica WMC Diversified Equity VP 18
Transamerica Asset Management, Inc.
Wellington Management Company, LLP
Seeks to maximize long-term growth.
Transamerica WMC Diversified Growth VP
Transamerica Asset Management, Inc.
Wellington Management Company, LLP
Seeks to maximize long-term growth.
    FIDELITY FUNDS:
 
Fidelity VIP Index 500 Portfolio
 
Fidelity Management & Research Company
 
Seeks investment results that correspond to the total return of common stocks publicly traded in the United States, as represented by the Standard & Poor’s 500 SM Index.
     ALLIANCEBERNSTEIN VARIABLE PRODUCTS SERIES FUND, INC.:
 
AllianceBernstein Balanced Wealth Strategy Portfolio
AllianceBernstein L.P.
Seeks to maximize total return.
FRANKLIN TEMPLETON VARIABLE INSURANCE PRODUCTS TRUST:
Franklin Templeton VIP Founding Funds Allocation Fund 19
See Footnote 20
Seeks capital appreciation with a secondary goal of income.
PROFUNDS:  
ProFund VP Asia 30 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the ProFunds Asia 30 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
 
18 Formerly, Transamerica Diversified Equity VP.
19 This portfolio is a fund of funds and invests in a combination of  Class 1 shares of the Franklin Income Securities Fund , Mutual Shares Securities Fund and Templeton Growth Securities Fund . Please see the portfolio’s prospectus for a description of the investment strategy and the risks associated with investing in the portfolio.
20 Franklin Templeton Services, LLC is the portfolio’s administrator; the portfolio does not have an investment manager nor does it pay any investment management fees.
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment objectives and risks associated with investing in the ProFunds or Access Trust VP portfolios.
 
 
18

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
ProFund VP Basic Materials 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Dow Jones U.S. Basic Materials Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Bull 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the S&P 500 Index SM . The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Consumer
Services 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Dow Jones U.S. Consumer Services Index ® . The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Emerging Markets 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Bank of New York Emerging Markets 50 ADR Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Europe 30 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   ProFunds Europe 30 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Falling U.S. Dollar 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the inverse (opposite) of the daily performance of the U.S. Dollar Index (USDX). The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Financials 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Dow Jones U.S. Financials Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
 
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment strategies and risks associated with investing in the ProFunds or Access Trust VP portfolios.
 
 
19

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
ProFund VP International 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE) Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Japan 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Nikkei 225 Stock Average. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Mid-Cap 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the S&P MidCap 400 Index ® . The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Money Market 21, 22
ProFund Advisors LLC
Seeks a high level of current income consistent with liquidity and preservation of capital. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP NASDAQ-100 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the NASDAQ-100 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Oil & Gas 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Dow Jones U.S. Oil & Gas Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
 
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment strategies and risks associated with investing in the ProFunds or Access Trust VP portfolios.
22 There can be no assurance that the ProFund VP Money Market portfolio will be able to maintain a stable net asset value per share.  During extended periods of low interest rates, and partly as a result of insurance charges, the yield on the ProFund VP Money Market subaccount may become extremely low and possibly negative.
 
 
20

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
ProFund VP Pharmaceuticals 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   Dow Jones U.S. Pharmaceuticals Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Precious Metals 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   Dow Jones Precious Metals Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Short Emerging Markets 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the inverse (opposite) of the daily performance of the   Bank of New York Emerging Markets 50 ADR Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Short International 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the inverse (opposite) of the daily performance of the   Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE) Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Short NASDAQ-100 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the inverse (opposite) of the daily performance of the   NASDAQ-100 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Short Small-Cap 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the inverse (opposite) of the daily performance of the Russell 2000 Index.
 
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment strategies and risks associated with investing in the ProFunds or Access Trust VP portfolios.
 
 
21

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
ProFund VP Small-Cap 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the Russell 2000 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Small-Cap Value 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   S&P SmallCap 600/Citigroup Value Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP Telecommunications 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   Dow Jones U.S. Telecommunications Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP UltraSmall-Cap 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to twice (200%) the daily performance of the   Russell 2000 Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
ProFund VP U.S. Government Plus 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to one and one-quarter times (125%) the daily price movement of the most recently issued 30-year U.S. Treasury Bond. The fund does not seek to achieve its stated objective over a period of time greater than one day.
 
ProFund VP Utilities 21
ProFund Advisors LLC
Seeks daily investment results, before fees and expenses, that correspond to the daily performance of the   Dow Jones U.S. Utilities Index. The fund does not seek to achieve its stated objective over a period of time greater than one day.
 
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment strategies and risks associated with investing in the ProFunds or Access Trust VP portfolios.
 
 
22

 
 
Portfolio
Investment Adviser/Sub-Adviser
Investment Objective
ACCESS TRUST:
Access VP High Yield Fund 21 , 23
ProFund Advisors LLC
Seeks to provide investment results that correspond generally to the total return of the high yield market consistent with maintaining reasonable liquidity.
 
21 The ProFunds VP and Access Trust portfolios permit frequent transfers.  Frequent transfers may increase portfolio turnover.  A high level of portfolio turnover may negatively impact performance by increasing transaction costs.  In addition, large movements of assets into and out of a ProFunds or Access Trust VP portfolio may negatively impact a fund’s ability to achieve its investment objective or maintain a consistent level of operating expenses.  See “Disruptive Trading and Market Timing.”  Some ProFunds or Access Trust VP portfolios may use investment techniques not associated with most mutual fund portfolios.  Investors in the ProFunds and Access Trust VP portfolios will bear additional investment risks.  See the ProFunds VP or Access Trust prospectus for a description of the investment strategies and risks associated with investing in the ProFunds or Access Trust VP portfolios.
23 Under normal market conditions, this portfolio invests at least 80% of its net assets in credit default swaps and other financial instruments that in combination have economic characteristics similar to the high yield debt (“junk bonds”) market and/or in high yield debt securities.

    Transamerica Asset Management, Inc. ("Transamerica Asset"), located at 570 Carillon Parkway, St. Petersburg, Florida 33716, is directly owned by Western Reserve (77%) and AUSA Holding Company (23%), and serves as investment adviser to the Transamerica Series Trust (“Series Trust”) and manages the Series Trust in accordance with policies and guidelines established by the  Series Trust’s Board of Trustees. For certain portfolios, Transamerica Asset has engaged investment sub-advisers to provide portfolio managementservices. Transamerica Asset and each investment sub-adviser are registered investment advisers under the Investment Asset Act of 1940, as amended. See the  Series Trust prospectuses for more information regarding Transamerica Asset and the investment sub-advisers.

Morningstar Associates, LLC ("Morningstar"), located at 225 West Wacker Drive, Chicago, Illinois 60606, serves as a "consultant" to Transamerica A sset for investment model creation and maintenance to the Transamerica Asset Allocation – Conservative VP, Transamerica Asset Allocation – Moderate VP, Transamerica Asset Allocation – Moderate Growth VP and Transamerica Asset Allocation – Growth VP and Transamerica International Moderate Growth VP of the Series Trust.  Morningstar is paid an annual fee for its services. See the  Series Trust prospectuses for more information regarding Morningstar.

Fidelity Management & Research Company (“FMR”), located at 82 Devonshire Street, Boston, Massachusetts 02109, serves as investment adviser to the Fidelity VIP Fund s and manages the Fidelity VIP Fund s in accordance with policies and guidelines established by the Fidelity VIP Funds ’ Board of Trustees.  For certain portfolios, FMR has engaged investment sub-advisers to provide portfolio management services with regard to foreign investments.  FMR and each sub-adviser are registered investment advisers under the Investment Advisers Act of 1940, as amended.  See the Fidelity VIP Fund s prospectuses for more information regarding FMR and the investment sub-advisers.

 
23

 
ProFund Advisors LLC (“ProFund Advisors”), located at 7501 Wisconsin Avenue, Suite 1000, Bethesda, Maryland 20814, serves as the investment advis e r and provides management services to all of the ProFunds and Access Trust portfolios. ProFund Advisors oversees the investment and reinvestment of the assets in each ProFund and Access Trust VP portfolio in accordance with policies and guidelines established by the ProFunds’ or Access Trust’s Board of Trustees.  ProFund Advisors is a registered investment adviser under the Investment Advisers Act of 1940, as amended.  See the respective ProFunds and/or Access Trust prospectuses for more information regarding ProFund Advisors.

AllianceBernstein L.P., (“AllianceBernstein”), located at 1345 Avenue of the Americas, New York, New York 10105 serves as investment adviser to the Alliance Bernstein Variable Products Series Fund, Inc. and manages the AllianceBernstein Balanced Wealth Strategy Portfolio in accordance with the policies and guidelines established by the AllianceBernstein Board of Directors.  Please see the prospectus for the portfolio for more information regarding AllianceBernstein L.P.

Franklin Advisers, L.P. (“Franklin”), located at One Franklin Parkway, San Mateo, California 94403 serves as investment advis e r to the Franklin Templeton Variable Insurance Products Trust and manages the Franklin Templeton VIP Founding Funds Allocation Fund.  Franklin Templeton Services, LLC (“FT Services”) serves as administrator for the portfolio and provides certain administrative services and facilities for the advis e r, and oversees rebalancing of the portfolio’s assets.  FT Services is paid a fee for its services from the portfolio.  Franklin oversees the investment and reinvestment of the portfolio’s assets in accordance with policies and guidelines established by the Trust’s Board of Trustees.  Please see the portfolio’s prospectus for more information regarding Franklin and FT Services.
 
Selection of Underlying Portfolios
 
    The underlying portfolios offered through this product are selected by Western Reserve .   Western Reserve may consider various factors, including, but not limited to, asset class coverage, the strength of the adviser’s or sub-adviser’s reputation and tenure, brand recognition, performance, and the capability and qualification of each investment firm.  Another factor that we may consider is whether the underlying portfolio or its service providers (e.g., the investment adviser or sub-advisers) or its affiliates will make payments to us or our affiliates in connection with certain administrative, marketing, and support services that would otherwise be provided by the portfolio or its service providers, or whether affiliates of the portfolio can provide marketing and distribution support for sales of the Policies.  (For additional information on these arrangements, please refer to the section of this prospectus entitled “Revenue We Receive.”)  We review the portfolios periodically and may remove a portfolio or limit its availability to new premiums and/or transfers of cash value if we determine that a portfolio no longer satisfies one or more of the selection criteria, and/or if the portfolio has not attracted significant allocations from policyowners. We have included the Transamerica Series Trust portfolios at least in part because they are managed by Transamerica Asset, our directly owned subsidiary.

You are responsible for choosing the portfolios, and the amounts allocated to each, that are appropriate for your own individual circumstances and your investment goals, financial situation, and risk tolerance.   Because investment risk is borne by you, decisions regarding investment allocations should be carefully considered. 

In making your investment selections, we encourage you to thoroughly investigate all of the information that is available to you regarding the portfolios, including each fund's prospectus, statement of additional information and annual and semi/annual reports.  Other sources such as newspapers and financial and other magazines provide more current information, including information about any regulatory actions or investigations relating to a fund or portfolio.  After you select portfolios for your initial premium, you should monitor and periodically re-evaluate your allocations to determine if they are still appropriate.

You bear the risk of any decline in the cash surrender value of your Policy resulting from the performance of the portfolios you have chosen.

 
24

 
We do not recommend or endorse any particular portfolio and we do not provide investment advice.

Addition, Deletion, or Substitution of Portfolios
 
We do not guarantee that each portfolio will always be available for investment through the Policy. We reserve the right, subject to compliance with applicable law, to add new portfolios or portfolio classes, close existing portfolios or portfolio classes, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio. New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers. We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law. We may also decide to purchase securities from other portfolios for the separate account. We reserve the right to transfer separate account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

Your Right to Vote Portfolio Shares
 
Even though we are the legal owner of the portfolio shares held in the subaccounts, and have the right to vote on all matters submitted to shareholders of the portfolios, we will vote our shares only as policyowners instruct, so long as such action is required by law.

Before a vote of a portfolio's shareholders occurs, you will receive voting materials from us. We will ask you to instruct us on how to vote and to return your voting instructions to us in a timely manner. You will have the right to instruct us on the number of portfolio shares that corresponds to the amount of cash value you have in that portfolio (as of a date set by the portfolio).

If we do not receive voting instructions on time from some policyowners, we will vote those shares in the same proportion as the timely voting instructions we receive. Therefore, because of proportional voting, a small number of policyowners may control the outcome of a vote. Should federal securities laws, regulations and interpretations change, we may elect to vote portfolio shares in our own right. If required by state insurance officials, or if permitted under federal regulation, we may disregard certain owner voting instructions. If we ever disregard voting instructions, we will send you a summary in the next annual report to policyowners advising you of the action and the reasons we took such action.

Charges and Deductions 

This section describes the charges and deductions that we make under the Policy in consideration for: (1) the services and benefits we provide; (2) the costs and expenses we incur; and (3) the risks we assume.  The fees and charges deducted under the Policy may result in a profit to us.

Services and benefits we provide under the Policy:
·
T he death benefit, cash and loan benefits .
·
I nvestment options, including premium allocations .
 
·
A dministration of elective options .
 
·
T he distribution of reports to owners.
     
Costs and expenses we incur:
·
C osts associated with processing and underwriting applications .
 
·
E xpenses of issuing and administering the Policy (including any Policy riders) .
 
·
O verhead and other expenses for providing services and benefits and sales and marketing expenses, including compensation paid in connection with the sale of the Policies .
 
·
O ther costs of doing business, such as collecting premiums, maintaining records, processing claims, effecting transactions, and paying federal, state and local premium and other taxes and fees.
 
 
25

 
     
Risks we assume:
·
T hat the charges we may deduct may be insufficient to meet our actual claims because insureds die sooner than we estimate .
 
·
T hat the costs of providing the services and benefits under the Policies may exceed the charges we are allowed to deduct.

Some or all the charges we deduct are used to pay aggregate Policy costs and expenses we incur in providing the services and benefits under the Policy and assuming the risks associated with the Policy.
 
Premium Charges
 
Before we allocate the net premium payments you make, we will deduct the following premium expense charge.

The premium expense charge equals:
·
6.0% of premiums during the first ten Policy years; and
 
·
2.5% of premiums thereafter.

 
NOTE:   Certain events (such as increases or decreases in the specified amount, a change in death benefit option, or a cash withdrawal if you choose Option A death benefit) may affect the specified amount in force. Premium expense charges will be based on the specified amount in force on the Base Policy at the time we receive the premium.

Some or all of the premium expense charges we deduct are used to pay the aggregate Policy costs and expenses we incur, including distribution costs and/or state premium taxes.  Although state premium tax rates imposed on us vary from state to state, the premium expense charge deducted will not vary with the state of residence of the policyowner.

The premium collection charge equals:
·
$2.00 per premium payment.
 
·
We will not increase this charge.


 
Monthly Deductions
 
We take a monthly deduction from the cash value on the Policy date and on each Monthiversary. We deduct this charge from each subaccount and /or any available fixed account in accordance with the current premium allocation instructions.  If the value of any account is insufficient to pay that account’s portion of the monthly deductions, we will take the monthly deductions on a pro rata basis from all accounts (i.e., in the same proportion that the value in each subaccount and the fixed account bears to the total cash value on the Monthiversary). Because portions of the monthly deductions (such as cost of insurance) can vary monthly, the monthly deductions will also vary.

The monthly deductions are equal to:
T he monthly Policy charge; plus
T he monthly cost of insurance charge for the Policy; plus
 
T he monthly charge for any benefits provided by riders attached to the Policy.
     
 
Monthly Policy Charge:
     
 
This charge currently equals $5.00 each Policy month.
 
We will not increase this charge.
     
 
Cost of Insurance Charge:
     
 
We deduct this charge each month. It varies each month and is determined as follows:
     
   
1.
D ivide the death benefit on the Monthiversary by 1.0032737 (this factor reduces the net amount at risk, for purposes of computing the cost of insurance, by taking into account assumed monthly earnings at an annual rate of 4.0%) .
   
2.
S ubtract the cash value on the Monthiversary .
   
3.
M ultiply the appropriate monthly cost of insurance rate for the Policy.
     
 
Optional Insurance Riders:
     
 
The monthly deductions will include charges for any optional insurance benefits you add to your Policy by rider. Please refer to the section below entitled “Rider Charges” for a description of the rider charges.

 
26

 
To determine the monthly cost of insurance rates we refer to a schedule of current cost of insurance rates and consider a number of factors, including, but not limited to: the insured's issue age, attained age at the time of any increase in specified amount, gender, underwriting class, and the length of time from the Policy date or from the date of any increase in specified amount.   The factors that affect the net amount at risk for each segment of specified amount include the investment performance of the portfolios in which you invest, payment of premiums, the fees and charges deducted under the Policy, the death benefit option you ch o ose, as well as any Policy transactions (such as loans, partial withdrawals, transfers, and changes in specified amount).  The actual monthly cost of insurance rates are primarily based on our expectations as to future mortality experience and expenses. Monthly cost of insurance rates may be changed by us from time to time.  The actual rates we charge will never be greater than the Table of Guaranteed Maximum Life Insurance Rates stated in your Policy. These guaranteed rates are based on the Commissioners 1980 Standard Ordinary Tobacco and Non-Tobacco Mortality Tables (“1980 C.S.O. Tables”) and the insured's attained age, gender, and underwriting class. For standard rate classes, these guaranteed rates will never be greater than the rates in the 1980 C.S.O. Tables.

 The underwriting class of the insured will affect the cost of insurance rates. We use a standard method of underwriting in determining underwriting classes, which is based on the health of the insured. We currently place insureds into preferred and standard classes. We also place insureds into substandard classes with extra ratings, which reflect higher mortality risks and will result in higher cost of insurance rates. Examples of reasons an insured may be placed into an extra risk factor underwriting class include, but are not limited to, medical history, avocation, occupation, driving record, or planned future travel (where permitted by law).

We may issue certain Policies on a simplified or expedited basis.  Cost of insurance rates charged for any Policies issued on a simplified or expedited basis may cause healthy individuals to pay higher cost of insurance rates than they would pay under a substantially similar Policy that we offer using different underwriting criteria.

The cost of insurance charge for any optional insurance rider and for any increase in rider face amount are determined in the same manner used to determine the Base Policy’s cost of insurance charges. Generally, the current cost of insurance rates for optional riders are lower than the current cost of insurance on the Base Policy’s net amount at risk.
 
Mortality and Expense Risk Charge
 
We deduct a daily charge from your Policy’s cash value in each subaccount that, together with other fees and charges, compensates us for services rendered, the expenses expected to be incurred and the risks assumed. This charge is a maximum of:

Y our Policy's cash value in each subaccount . multiplied by
T he daily pro rata portion of the annual mortality and expense risk charge rate of 0.90% (this annual rate is equal to 0.90% of the average daily net assets of each subaccount).

 
27

 
If this charge, combined with other Policy fees and charges, does not cover our total actual costs for services rendered and expenses incurred, we absorb the loss. Conversely, if these fees and charges more than cover actual costs, the excess is added to our surplus. We expect to profit from these charges.
 
Surrender Charge
 
If you surrender your Policy completely during the first 15 years (or during the 15 year period following an increase in specified amount) , we deduct a surrender charge from your cash value and pay the remaining cash value (less any outstanding loan amount) to you.    There is no surrender charge if you wait until the end of the 15th Policy anniversary to surrender your Policy (assuming the specified amount has not been increased). The payment you receive is called the net surrender value. The formula we use reduces the surrender charge at older ages in compliance with state laws.

The surrender charge may be significant. You should evaluate this charge carefully before you consider a surrender. Under some circumstances , the level of surrender charges might result in no net surrender value available if you surrender your Policy in the early Policy years.

This will depend on a number of factors, but is more likely if:

Y ou pay premiums equal to or not much higher than the minimum monthly guarantee premium shown in your Policy . and/or
I nvestment performance is low.

The surrender charge is equal to:
T he deferred issue charge; plus
·
the deferred sales charge; multiplied by
T he surrender charge percentage.

The deferred issue charge is $5.00 multiplied by each $1,000 of the initial specified amount stated in your Policy and any later increase in specified amount in effect at the time of surrender. This charge helps us recover the underwriting, processing and start-up expenses that we incur in connection with the Policy and the separate account, as well as other aggregate Policy expenses.

The deferred sales charge is equal to :

26.5% multiplied by the total premiums paid up to the guideline premium shown in your Policy; plus
A percentage, which varies depending on the insured’s issue age and gender (see table below) ; multiplied by the total premiums paid in excess of the guideline premiums (“excess premium charge”).  
 

 
Issue Age Range
 
   
Excess Premium
Male and   Unisex*
Female
Charge
0-55
0-62
4.2%
56-63
63-69
3.7%
64-68
70-74
3.1%
69-73
75
2.5%
74-75
 
2.0%

 
*  The reference to “unisex” is included for purposes of states which prohibit the use of actuarial tables that distinguish between males and females to determine premiums and policy benefits for policies issued on the lives of their residents.

The deferred sales charge helps us recover distribution expenses that we incur in connection with the Policy, including registered representative sales commissions and printing and advertising costs. The proceeds of this charge may not be sufficient to cover these expenses. To the extent they are not, Western Reserve will cover the shortfall from its general account assets, which may include profits from the mortality and expense risk charge under the Policy.

 
28

 
To determine the surrender charge, we apply the surrender charge percentage to the sum of the deferred issue charge and the deferred sales charge. In Policy years 1-10 this percentage is 100% for male insureds at issue ages 0-65 and female insureds at issue ages 0-70 and then declines at the rate of 20% per year until reaching zero at the end of the 15th Policy year. Percentages for the WRL Protector Plus ProgramSM are different than those shown below.

Surrender Charge Percentages
Males Issue Ages 0-65
Females Issue Ages 0-70

   
End of Policy Year*
Percentage
 
At Issue - year 10
100%
 
11
80%
12
60%
13
40%
14
20%
15 +
0%
   
* The percentage on any date other than a Policy anniversary will be determined proportionately using the percentage at the end of the Policy year prior to surrender and the percentage at the end of the Policy year of surrender.

For insureds with older issue ages, the surrender charge percentage is less than 100% at the end of the 10th Policy year and then declines to 0% at the end of the 15th Policy year. Therefore, the surrender charge will be less if you surrender the Policy during the 11th through the 15th Policy year. There is no surrender charge if the Policy is surrendered after the 15th Policy year unless you increase the specified amount. See "Additional Surrender Charge on Increases" below.  A different surrender charge percentage schedule applies to Policies through the WRL Protector Plus ProgramSM.  See "WRL Protector Plus ProgramSM."

Ÿ  
Surrender Charge Example 1: Assume a male insured purchases the Policy at issue age 35 for $100,000 of specified amount, paying the guideline premium of $1,007, and an additional premium amount of $493 in excess of the guideline premium, for a total premium of $1,500 per year for four years ($6,000 total for four years), and then surrenders the Policy. The surrender charge would be calculated as follows:

(a)
Deferred issue charge: [100 x $5.00] ($5.00/$1,000 of initial specified amount)
=
$    500.00
       
(b)
Deferred sales charge:
   
 
(1)26.5% of guideline premium paid [26.5% x $1,007], and
=
$266.86
       
 
(2)4.2% of premiums paid in excess of guideline premium  [4.2% x $4,993]
=
$209.71
       
(c)
Applicable surrender charge [(a)$500.00 + (b)($266.86 + $209.71)] x 100%
=
  100%
       
 
Surrender charge = [$500.00 + $476.57] x 100%
=
$   976.57

Ÿ  
Surrender Charge Example 2: Assume the same facts as in Example 1, including continued premium payments of $1,500 per year except the owner surrenders the Policy on the 14th Policy anniversary:

(a)
Deferred issue charge: [100 x  $5.00]
=
$500.00
       
(b)
Deferred sales charge:
   
 
(1)[26.5% x  $1,007], and
=
$266.86
       
 
(2)[4.2% x  $19,993]
=
$839.71
       
(c)
Applicable surrender charge [(a)$500.00 + (b)($266.86 + $839.71)] x 20%
=
    20%
       
 
Surrender charge = [$500.00 + $1,106.57] x 20%
=
$321.31

 
29

 
Additional Surrender Charge on Increases in Specified Amount. If you increase the specified amount and you surrender your Policy, we will deduct an additional surrender charge for the 15 Policy years following each increase. This charge is equal to:

$5.00 multiplied by each $1,000 of the specified amount increase; multiplied by
T he applicable surrender charge shown in your Policy, with Policy years commencing on the date of each increase.
 
The surrender charge helps us recover distribution expenses that we incur in connection with the Policy, including registered representative sales commissions and printing and advertising costs.
 
Transfer Charge
 
 
We currently allow you to make 12 transfers each year free from charge.   Except as listed below, we may charge $10 for each additional transfer.
 
For purposes of assessing the transfer charge, all transfers made in one day, regardless of the number of subaccounts affected by the transfer, is considered a single transfer.
We deduct the transfer charge from the amount being transferred.
Transfers resulting from loans or the exercise of conversion rights currently are not treated   as transfers for the purpose of assessing this charge.
Transfers via the Internet are not treated   as transfers for the purpose of assessing this charge.
Transfers among the ProFunds or Access Trust subaccounts are not treated   as transfers for the purpose of assessing this charge.
Transfers under dollar cost averaging and asset rebalancing currently are not treated   as transfers for the purpose of assessing this charge.
We will not increase this charge.
 
Loan Interest Spread
 
We charge you an annual interest rate on a Policy loan of 5.2% in advance (5.49% effective annual interest rate after rounding) on each Policy anniversary.  We also currently credit the amount in the loan reserve account with an effective annual interest rate of 4.75% (4.0% minimum guaranteed).  After offsetting the 4.75% interest we credit, the net cost of loans currently is 0.74% annually after rounding (1.49% maximum guaranteed).  After the 10th Policy year, you will receive preferred loan credited rates on an amount equal to the cash value ; minus total premiums paid (less any cash withdrawals) ; and minus any outstanding loan amount. The current preferred loan interest rate credited is 5.49% effective annually, after rounding, and is not guaranteed.

For Policies issued before May 1, 1994, we charge you an annual interest rate of 7.4%.  For the following states, the annual interest rate on a Policy loan is 7.4% for all Policies issued before, and 5.2% for all Policies issued on or after the dates indicated:  Idaho – May 24, 1994; Montana – May 20, 1994; Rhode Island – May 19, 1994; Oregon – June 27, 1994; Minnesota – December 28, 1994; and Vermont – February 21, 1996 ; Puerto Rico – April 18, 1997; New Jersey – April 13, 1995; Washington, DC – November 23, 1998; and Guam – February 11, 1998. .
 
Cash Withdrawal Charge
 
After the first Policy year, you may take one cash withdrawal per Policy year if your cash value is sufficient to cover the amount of the withdrawal and the associated cash withdrawal charge.
When you take a cash withdrawal, we charge a processing fee of $25 or 2% of the amount you withdraw, whichever is less.
We deduct this amount from the withdrawal, and we pay you the balance.
We will not increase this charge.
 
Taxes
 
We currently do not make any deductions for taxes from the separate account. We may do so in the future to the extent that such taxes are imposed by federal or state agencies.
 
 
30

 
Rider Charges
 
Terminal Illness Accelerated Death Benefit Rider.  We do not assess an administrative charge for this rider; however, we do reduce the single sum benefit by a discount factor to compensate us for expected lost income as a result of early payment of the death benefit. The discount rate is equal to the applicable Federal Interest R ate (3. 46 % in 201 1 ) or the policy loan rate, whichever is greater.
·
Primary Insured Rider (“PIR”) and Primary Insured Rider Plus (“PIR Plus”). We assess a cost of insurance charge based on the insured’s issue age, gender, underwriting class, Policy year and the rider specified amount. Cost of insurance charges generally will increase each year with the age of the insured.
·
Other Insured Rider.   We assess a cost of insurance charge based on each other insured’s issue age, gender, underwriting class, Policy year and the rider specified amount. Cost of insurance charges generally will increase each year with the age of the insured.
Children’s Insurance Rider.  We assess a cost of insurance charge based on the rider face amount regardless of the number of children insured.
Accidental Death Benefit Rider.  We assess a cost of insurance charge based on the insured’s attained age and rider specified amount.  Cost of insurance charges generally will increase each year with the age of the insured.
   
Disability Waiver Rider. We assess a rider charge based on the primary insured’s issue age, gender and net amount at risk for the Policy, as well as a charge based on those riders that would be eligible to have monthly deductions waived.
Disability Waiver and Income Rider. The charge for this rider is based on the primary insured’s issue age, gender and the amount of monthly waiver of premium benefit that would be paid in the event of total disability, as defined in the rider.
   
 
Portfolio Expenses
 

The portfolios deduct management fees and expenses from the amounts you have invested in the portfolios. These fees and expenses reduce the value of your portfolio shares. Some portfolios also deduct 12b-1 fees from portfolio assets. Please s ee the fund prospectuses for more detailed information about the portfolios.
 
Revenue We Receive
 
 
We (and our affiliates) may directly or indirectly receive payments from the portfolios, their advisers, sub-advisers, distributors or affiliates thereof, in connection with certain administrative, marketing and other services we (and our affiliates) provide and expenses we incur.  We (and/or our affiliates) generally receive three types of payments:

·
Rule 12b-1 Fees.   Transamerica Capital, Inc. (“TCI”), our affiliate, serves as the principal underwriter for the Policies.  TCI receives some or all of the 12b-1 fees from the funds.  Any 12b-1 fees received by TCI that are attributable to our variable insurance products are then credited to us.  These fees range from 0.00% to 0.35% of the average daily assets of the certain portfolios attributable to the Policies and to certain other variable insurance products that we and our affiliates issue.
·
Administrative, Marketing and Support Service Fees (“Service Fees”).  The investment adviser, sub-adviser, administrators, and/or distributors (or affiliates thereof) of the portfolios may make payments to us and/or our affiliates, including TCI.  These payments may be derived, in whole or in part, from the profits the investment adviser or sub-adviser realizes on the advisory fee deducted from portfolio assets.  The amount of this compensation we or our affiliates receive is generally based on a percentage of the assets of the particular portfolios attributable to the Policy and to certain other variable insurance products that our affiliates and we issue. These percentages differ and may be significant.  Some advisers or sub-advisers (or other affiliates) pay us more than others.

 
31

 
The chart below provides the maximum combined percentages of 12b-1 fees and Service Fees that we anticipate will be paid to us on an annual basis:

Incoming Payments to Western Reserve and TCI
Fund
Maximum Fee
% of assets*
Fund
Maximum Fee
% of assets*
Transamerica Series Trust **
--
Fidelity Variable Insurance Products Funds
 
0.45%***
ProFunds
0.50%
Access One Trust
0.50%
Alliance Bernstein
0.25%
Franklin Templeton
0.35%
*Payments are based on a percentage of the average assets of each fund portfolio owned by the subaccounts that are available under this Policy and under certain other variable insurance products offered by our affiliates and us.  We and TCI may continue to receive 12b-1 fees and administrative fees on subaccounts that are closed to new investments, depending on the terms of the agreements supporting those payments and on the services we or TCI provide.
**Because the Transamerica Series Trust is managed by an affiliate, there are additional benefits to us and our affiliates for amounts you allocate to the Transamerica Series Trust portfolios, in terms of our and our affiliates’ overall profitability.  During 20 1 0 we received $ 9.8 million in benefits from Transamerica Asset.
***We receive this percentage once $100 million in fund shares are held by the subaccounts of Western Reserve and its affiliates.

Other payments.  We and our affiliates, including TCI, Transamerica Financial Advisors, Inc. (“TFA”), and World Group Securities (“WGS”), also directly or indirectly receive additional amounts or different percentages of assets under management from certain advisers and sub-advisers to the portfolios (or their affiliates) with regard to variable insurance products or mutual funds that are issued or managed by us and our affiliates.  These payments may be derived in whole or in part, from the profits the investment adviser or sub-adviser receives from the advisory fee deducted from portfolio assets.  Policyowners, through their indirect investment in the portfolios, bear the costs of those advisory fees (see the prospectuses for the funds for more information ) .  Certain advisers and sub-advisers of the underlying portfolios (or their affiliates) (1) may pay TCI amounts up to $75,000 per year to participate in a “preferred sponsor” program that provides such advisers and sub-advisers with access to TCI’s wholesalers at TCI’s national and regional sales conferences that are attended by TCI’s wholesalers; (2) may pay TFA varying amounts to obtain access to TFA’s wholesaling and selling representatives; (3) may provide us and/or certain affiliates and/or selling firms with occasional gifts, meals, tickets or other compensation as an incentive to market the portfolios and to assist with their promotional efforts; and (4) may reimburse our affiliated selling firms for exhibit booths and other items at national conferences of selling representatives. The amounts may be significant and these arrangements provide the adviser or sub-adviser (or other affiliates) with increased access to us and to our affiliates involved in the distribution of the Policy.

 For the calendar year ended December 31, 2010, TCI received total revenue sharing payments in the amount of $1,769,559 from the following fund managers and/or sub-advisers, in part to participate in TCI’s events: AllianceBernstein Investments, American Funds, Black Rock Investment Management, BNY Mellon, Federated Equity Management Co. of PA, Fidelity Investments, Foxhall Capital Management, Franklin Templeton Investments, GE Asset Management, Hanlon Investment Management Inc., ING Clarion Real Estate Securities, Invesco AIM, Janus Capital, Jennison Associates, JP Morgan Investment Management, Loomis, Sayles & Company, MFS Investment Management, Neuberger Berman Management, OppenheimerFunds, Pacific Investment Management Company, PUTNAM, Schroder Investment Management North America, Transamerica Investment Management, Van Kampen Investments, Vanguard, and Wellington Management Company.

Please N ote : S ome of the aforementioned managers and/or sub-advisers may not be associated with underlying fund portfolios currently available in this product.
 
Proceeds from certain of these payments by the funds, the advisers, the sub-advisers and/or their affiliates may be profit to us, and may be used for any corporate purpose, including payment of expenses (i) that we and our affiliates incur in promoting, issuing, marketing and administering the Policies; and (ii) that we incur, in our role as intermediary, in promoting, marketing and administering the fund portfolios.

For further details about the compensation payments we make in connection with the sale of the Policies, see "Sale of the Policies" in this prospectus.

 
32

 
The Policy                                                                                                                                          

The Policy is subject to the insurance laws and regulations of each state or jurisdiction in which it is available for distribution.  There may be differences between the Policy issued and the general Policy description contained in this prospectus because of requirements of the state where your Policy is issued.  Some of the state specific differences are included in the prospectus, but this prospectus does not include references to all state specific differences.  All state specific Policy features will be described in your Policy.
 
Ownership Rights
 
The Policy belongs to the owner named in the application. The owner may exercise all of the rights and options described in the Policy. The owner is the insured unless the application specifies a different person as the insured. If the owner dies before the insured and no contingent owner is named, then ownership of the Policy will pass to the owner's estate.

The principal rights an owner may exercise are:

T o designate or change beneficiaries before the death of the insured .
T o receive amounts payable before the death of the insured .
T o assign the Policy (if you assign the Policy, your rights and the rights of anyone who is to receive payment under the Policy are subject to the terms of that assignment) .
T o change the owner of this Policy .
T o change the specified amount or death benefit option of this Policy.

No designation or change in designation of an owner will take effect unless we receive written request thereof.    T he request will take effect as of the date we receive it, in good order, at our mailing address, or by fax at our administrative office (1-727-299-1620), subject to payment or other action taken by us before it was received.
 
Modifying the Policy
 
Any modifications or waiver of any rights or requirements under the Policy must be in writing, in good order, and signed by our president or secretary.  No registered representative may bind us by making any promise not contained in this Policy.

Upon notice to you, we may modify the Policy:

T o make the Policy or the separate account comply with any law or regulation issued by a governmental agency to which we are subject; or
T o assure continued qualification of the Policy as a life insurance contract under the Internal Revenue Code or to meet applicable requirements of federal or state laws relating to variable life policies; or
T o reflect a change in the operation of the separate account; or
T o provide additional subaccounts and/or fixed account options.
 
Purchasing a Policy
 
To purchase a Policy, you must submit a completed application , in good order, and an initial premium to us through any licensed life insurance agent who is also a registered representative of a broker-dealer having a selling agreement with TCI, the principal underwriter for the Policy, and us.

There may be delays in our receipt and processing of applications and premium payments that are outside of our control – for example, because of the failure of a selling broker-dealer or registered representative to promptly forward the application to us at our mailing address, or because of delays in determining whether the Policy is suitable for you.  Any such delays will affect when your Policy can be issued.

You select the specified amount of insurance coverage for your Policy within the following limits. Our current minimum specified amount for a Policy for issue ages 0-45 is generally $50,000.  It declines to $25,000 for issue ages 46-75.

We will generally only issue a Policy to you if you provide sufficient evidence that the insured meets our insurability standards. Your application is subject to our underwriting rules, and we may reject any application for any reason permitted by law. We will not issue a Policy to you if the insured is over age 75. The insured must be insurable and acceptable to us under our underwriting rules on the later of:

T he date of your application; or
T he date the insured completes all of the medical tests and examinations that we require.
 
 
33

 
Tax-Free "Section 1035" Exchanges
 
You can generally exchange one life insurance policy for another like policy covering the same insured in a "tax-free exchange" under Section 1035 of the Internal Revenue Code. Before making an exchange, you should compare both life insurance policies carefully. Remember that if you exchange another life insurance policy for the one described in this prospectus, you might have to pay a surrender charge on your old policy, other charges may be higher (or lower) and the benefits may be different. If the exchange does not qualify for Section 1035 treatment, or if your current policy is subject to a policy loan, you may also have to pay federal income tax on the exchange. You should not exchange another life insurance policy for this one unless you determine, after knowing all the facts, that the exchange is in your best interest and not just better for the person selling you the Policy (that person will generally earn a commission if you buy this Policy through an exchange or otherwise).
 
Group or Sponsored Policies
 
We issue a different Policy for group or sponsored arrangements (“Group/Sponsored Policies”). Under Group/Sponsored Policies, a trustee or employer purchases individual policies covering a group of individuals on a group basis (e.g., section 401 employer-sponsored benefit plans and deferred compensation plans). A sponsored arrangement is where an employer permits a group solicitation of Policies to its employees or an association permits a group solicitation of Policies to its members.

We have certain criteria to issue Group/Sponsored Policies. Generally, a group or sponsored arrangement must be a specific size and must have been in operation for a number of years. We may reduce certain charges, such as premium expense charges, surrender charge, limits on minimum premium and minimum specified amount, or monthly Policy charge, for these Policies. In some cases, we currently waive the monthly Policy charge and reduce the surrender charge. The amount of the reduction and the criteria for Group/Sponsored Policies will reflect the reduced sales effort resulting from these sales. Groups or sponsored arrangements which have been set up solely to purchase Group/Sponsored Policies or which have been in existence for less than six months will not qualify.  Group/Sponsored Policies may not be available in all states. Group/Sponsored Policies may be subject to special tax rules and consequences and other legal restrictions.

Insurance policies where the benefits vary based on gender may not be used to fund certain employer-sponsored benefit plans and fringe benefit programs. Employers should consult tax attorneys before proposing to offer Group/Sponsored Policies.

Associate Policies

We offer an Associate Policy to certain employees, field associates, directors and their relatives. An Associate Policy may have reduced or waived premium expense charges, surrender charges, cost of insurance rates, limits on minimum premium and minimum specified amount, or monthly Policy charge. The Associate Policy is available to:

our current and retired directors, officers, full-time employees and registered representatives, and those of our affiliates; current and retired directors, officers, full-time employees and registered representatives of TCI and any broker-dealer with which they have a sales agreement;
any trust, pension, profit-sharing or other employee benefit plan of the foregoing persons or entities;
current and retired directors, officers, and full-time employees of the Transamerica Series Trust , the Transamerica Funds, and any investment adviser or sub-adviser thereto; and
any immediate family member of the above.

 
 
We may modify or terminate this arrangement. Associate Policies may not be available in all states.
 
 
 
34

 
WRL Protector Plus Program SM

A WRL Protector Plus Program SM Policy differs from a standard Policy in the following ways:

The initial premium must be at least $10,000, and at least 90% of the maximum allowable premium.
Our administrative and distribution expenses are lower, so we do not assess any premium expense charges.
The underwriting process is shorter and simpler.
The cost of insurance charges may be different.
Most WRL Protector Plus Program SM Policies will be treated as modified endowment contracts. and
For Policies issued on and after May 1, 1996, the surrender charge percentage applies for a shorter time (see below).
 
Surrender Charge Percentage

End of Policy Year*
Percentage
At Issue
100%
1-5
100%
6
80%
7
60%
8
40%
9
0
* The percentage on any date other than a Policy anniversary will be determined proportionately
   using the percentage at the end of the Policy year prior to surrender and the percentage at the end
   of the Policy year of surrender.

The minimum possible specified amount at issue is the amount that a $10,000 premium will purchase based on the insured’s age, gender and underwriting class, and certain federal tax law guidelines. For a larger premium there will be a larger minimum specified amount. The maximum specified amount depends on the size of the initial premium payment, and is approximately 111% of the lowest possible specified amount for that premium. Due to federal tax laws, the amount of additional premium payments you make may be limited. There are no planned periodic premiums.
 
When Insurance Coverage Takes Effect
 
Insurance coverage under the Policy will take effect only if all of the following conditions have been met: (1) the first full premium must be received by the Company at our mailing address; (2) during the lifetime of every proposed insured, the proposed owner must have personally received and accepted the Policy which was applied for and all answers on the application must be true and correct on the date such Policy is received and accepted; and (3) on the date of the later of either (1) or (2) above, all of the statements and answers given in the application must be true and complete, and there must have been no change in the insurability of any proposed insured.

Conditional Insurance Coverage. If you pay the full initial premium and have met all of the requirements listed in the conditional receipt attached to the application, and we deliver the conditional receipt to you, the insured may have conditional insurance coverage under the terms of the conditional receipt. The conditional insurance coverage may vary by state and/or underwriting standards .  Because we do not accept initial premiums in advance for Policies with a specified amount in excess of $1,000,000, we do not offer conditional insurance coverage for Policies issued with a specified amount in excess of $1,000,000. Conditional insurance coverage is void if the check or draft you gave us to pay the initial premium is not honored when we first present it for payment.

The aggregate amount of conditional insurance coverage, if any, is the lesser of:
T he amounts applied for under all conditional receipts issued by us; or
 
$500,000 of life insurance.
     
Subject to the conditions and limitations of the conditional receipt, conditional insurance under the terms of the Policy applied for may become effective as of the later of:
T he date of application; or
T he date of the last medical examination, test, and other screenings required by us, if any (the “Effective Date”).  Such conditional insurance will take effect as of the Effective Date, so long as all of the following requirements are met:
 
 
35

 
   
1. The person proposed to be insured is found to have been insurable as of the Effective Date, exactly as applied for in accordance with our underwriting rules and standards, without any modifications as to plan, amount, or premium rate .
 
   
2. As of the Effective Date, all statements and answers given in the application must be true .
 
   
3. The payment made with the application must not be less than the full initial premium for the mode of payment chosen in the application and must be received at our mailing address within the lifetime of the proposed insured .
 
   
4. All medical examinations, tests, and other screenings required of the proposed insured by us are completed and the results received at our mailing address within 60 days of the date the application was signed .
 
   
5. All parts of the application, any supplemental application, questionnaires, addendum and/or amendment to the application are signed and received at our mailing address.
 
     
Any conditional life insurance coverage terminates on the earliest of:
a.
60 days from the date the application was signed .
b.
T he date we either mail notice to the applicant of the rejection of the application and/or mail a refund of any amounts paid with the application .
 
c.
W hen the insurance applied for goes into effect under the terms of the Policy that you applied for . or
 
d.
T he date we offer to provide insurance on terms that differ from the insurance for which you have applied.
     
Special limitations of the conditional receipt:
T he conditional receipt is not valid unless:
   
>
A ll blanks in the conditional receipt are completed . and
   
>
T he receipt is signed by your registered representative or authorized Company representative.
     
Other limitations:
There is no conditional receipt coverage for riders or any additional benefits, if any, for which you may have applied.
 
If one or more of the receipt’s conditions have not been met exactly, or if a proposed insured dies by suicide, we will not be liable except to return any payment made with the application.
 
If we do not approve and accept the application within 60 days of the date you signed the application, the application will be deemed to be rejected by us and there will be no conditional insurance coverage.  In that case, Western Reserve’s liability will be limited to returning any payment(s) you have made upon return of this receipt to us.

 
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Full Insurance Coverage and Allocation of Initial Premium. Once we determine that the insured meets our underwriting requirements and you have paid the initial premium, full insurance coverage will begin and we will begin to take the monthly deductions from your net premium. This date is the Policy date ( or the record date if Policy is backdated.)  Any premium payments we receive before the Policy date ( or record date, if applicable) will be held in a non-interest bearing suspense account.  On the Policy date (or on the record date if your Policy is backdated), the entire amount in the non-interest bearing suspense account will be allocated to the subaccounts and/or the fixed account as you specified in your application.   Please N ote: Your premiums are credited on the record date, not the backdated Policy date.

On any day we credit net premiums or transfer cash value to a subaccount, we will convert the dollar amount of the net premium (or transfer) into subaccount units at the unit value for that subaccount, determined at the end of the day on which we receive the premium or transaction request:

Transaction Type:
Priced when received at our:
payment by check
mailing address, unless other address appears on your billing coupon
transfer request
administrative office
payment by wire transfer
administrative office
electronic transactions (e.g., payments through direct deposit, debit transfers, and forms of e-commerce payments
administrative office

We will credit amounts to the subaccounts only on a valuation date, that is, on a date that the New York Stock Exchange ("NYSE") is open for trading.

 
Backdating a Policy
 
If you request, we may backdate a Policy by assigning a Policy date earlier than the date full insurance coverage begins. However, in no event will we backdate a Policy earlier than the earliest date allowed by state law or by our underwriting rules. Your request must be in writing and, if we approve the request, will amend your application. Your premiums, however, will be credited on the date the Policy is issued, not the backdated Policy date.
 
Cost of insurance charges are based in part on the age of the insured on the Policy date or on the date of a requested increase in specified amount. Generally, cost of insurance charges are lower at a younger age. We will deduct the monthly deductions, including cost of insurance charges, for the period that the Policy is backdated. This means that while the monthly deductions may be lower than what would have been charged had we not backdated the Policy, you will be paying for insurance during a period when the Policy was not in force.
 
PREMIUMS                                                                                                                      
 
Allocating Premiums
 
You must instruct us on how to allocate your net premium among the subaccounts and the fixed account. The fixed account may not be available in all states to direct or transfer money into. You must follow these guidelines:

A llocation percentages must be in whole numbers .
I f you select dollar cost averaging, we may require you to have a minimum of $10,000 in each subaccount from which we will make transfers and you may be required to transfer at least a total of $1,000 ($500 for New Jersey residents) monthly .
I f you select asset rebalancing, the cash value of your Policy, if an existing Policy, or your minimum initial premium, if a new Policy, must be at least $10,000.

 
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Currently, you may change the allocation instructions for additional premium payments without charge at any time by writing us at our mailing address or calling us at our administrative office at 1-800-851-9777, Monday – Friday, between the hours of 8:30 a.m. - 7:00 p.m. Eastern time. You may also change allocations through our website at www.westernreserve.com.

Please N ote: Certain subaccounts have similar names. When providing your allocation instructions, please state or write the full name of the subaccount that you select for your allocation to ensure that those allocation instructions are in good order. The change will be effective as of the valuation date on which we receive the change request, in good order, at our mailing address or our administrative office .  Upon instructions from you, the registered representative or agent of record for your Policy may also change your allocation instructions for you. The minimum amount you can allocate to a particular subaccount is 10% of a net premium payment. We reserve the right to limit the number of premium allocation changes to one per Policy year .

Whenever you direct money into a subaccount, we will credit your Policy with the number of units for that subaccount that can be bought for the dollar payment. Premium payments received at our mailing address or at the address on your billing coupon (for payments made by check) or at our administrative office (for payments made by wire transfer and through electronic credit and debit transactions) , before the NYSE closes , are priced using the unit value determined at the closing of the regular business session of the NYSE (usually at 4:00 p.m. Eastern time). If we receive a premium payment at our mailing address after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular session of the NYSE. We will credit amounts to the subaccounts only on a valuation date, that is, on a date the NYSE is open for trading.  Your cash value will vary with the investment experience of the subaccounts in which you invest. You bear the investment risk for amounts you allocate to the subaccounts.

You should periodically review how your cash value is allocated among the subaccounts and the fixed account because market conditions and your overall financial objectives may change.
 
Premium Flexibility
 

You generally have flexibility to determine the frequency and the amount of the premiums you pay. Unlike conventional insurance policies, you do not have to pay your premiums according to a rigid and inflexible premium schedule. Before we issue the Policy to you, we may require you to pay a premium at least equal to a minimum monthly guarantee premium set forth in your Policy. Thereafter (subject to the limitations described below), you may make unscheduled premium payments at any time and in any amount over $50. Under some circumstances, you may be required to pay extra premiums to prevent a lapse. Your minimum monthly guarantee premium may change if you request a change in your Policy. If this happens, we will notify you of the new minimum monthly guarantee premium.  See "Minimum Monthly Guarantee Premium" below.

Planned Periodic Payments

You will determine a planned periodic payment schedule, which allows you to pay level premiums at fixed intervals over a specified period of time. You are not required to pay premiums according to this schedule. You may change the amount, frequency, and the time period over which you make your planned periodic payments. Please be sure to notify us or your registered representative of any address changes so that we may be able to keep your current address on record.

Even if you make your planned periodic payments on schedule, your Policy still may lapse. The duration of your Policy depends on the Policy's net surrender value. If the net surrender value is not high enough to pay the monthly deductions when due (and your no lapse period has expired) then your Policy will lapse (unless you make the payment we specify during the 61-day grace period).

 
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Minimum Monthly Guarantee Premium

The full initial premium is the only premium you are required to pay under the Policy. However, you greatly increase your risk of lapse if you fail to regularly pay premiums at least as large as the current minimum monthly guarantee premium.

Until the no lapse date shown on your Policy schedule page, or in the endorsement described in the “Policy Lapse and Reinstatement” section, we guarantee that your Policy will not lapse, so long as on any Monthiversary you have paid total premiums (minus any cash withdrawals and minus any outstanding loan amount) that equal or exceed the minimum monthly guarantee premium in effect times the number of months since the Policy date up to and including the current month. If you take a cash withdrawal, a loan, or if you increase or decrease your specified amount or if you add, increase or decrease a rider, you may need to pay additional premiums in order to keep the no lapse period guarantee in effect.

The initial minimum monthly guarantee premium is shown on your Policy's schedule page, and depends on a number of factors, including the age, gender, underwriting class of the insured, and the specified amount requested. We will adjust the minimum monthly guarantee premium if you change death benefit options, decrease the specified amount, or if any of the riders are added, or if in force riders are increased or decreased. We will notify you of the new minimum monthly guarantee premium. We also reserve the right to require, before we issue a Policy, that the initial premium plus the planned premium payable during the no lapse period is at least equal to the cumulative minimum monthly guarantee premiums during the no lapse period.

No Lapse Period Guarantee

Until the no lapse date shown on your Policy schedule page, or in the endorsement described in the “Policy Lapse and Reinstatement” section, your Policy will remain in force and no grace period will begin, even if your net surrender value is too low to pay the monthly deductions, as long as:

Y ou have not increased your specified amount .
Y ou have not added any riders .
T he total amount of the premiums you paid (minus any cash withdrawals, minus any outstanding loan amount) equals or exceeds:
 
>
T he minimum monthly guarantee premium in effect times the number of months since the Policy date up to and including the current month.

After the no lapse period ends, paying the current minimum monthly guarantee premium each month will not necessarily keep your Policy in force. You may need to pay additional premiums to keep the Policy in force.

Premium Limitations

We may require premium payments to be at least $50 ($1,000 if by wire). We may return premiums less than the minimum.  We will not allow you to make any premium payments that would cause the total amount of the premiums you pay to exceed the current maximum premium limitations, if applicable, by which the Policy qualifies as life insurance under federal tax laws.  (See “Death Benefit” for more information regarding the guideline premium test.)

This maximum is set forth in your Policy. If you make a payment that would cause your total premiums to be greater than the maximum premium limitations, we will return the excess portion of the premium payment , with earnings , within 60 days after the end of that Policy year. In addition, we reserve the right to refund a premium if the premium would increase the death benefit by more than the amount of the premium.  We will not accept a payment that will cause the Policy to become a modified endowment contract without your consent.

Making Premium Payments

We will deduct certain charges from your premium payments.   If you wish to make premium payments by wire transfer , you should contact our administrative office at 1-800-851-9777 for instructions on wiring federal funds to us .
 
 
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Tax-Free Exchanges ("1035 Exchanges"). We will accept a part of or all of your initial premium from one or more contracts insuring the same insured that qualify for tax-free exchanges under Section 1035 of the Internal Revenue Code. If you contemplate such an exchange, you should consult a competent tax advisor to learn the potential tax effects of such a transaction.

Subject to our underwriting requirements, we will permit you to make one additional cash payment within three business days of receipt at our administrative office of the proceeds from the 1035 Exchange before we finalize your Policy's specified amount.

Please Note:   We may hold premium payments in a non-interest bearing account for up to 14 days if applying the premium payment would cause the Policy to violate Internal Revenue Code Section 7702 or other provisions of the Internal Revenue Code. Please refer to the section of this prospectus entitled “Federal Income Tax Considerations” for more information regarding tax considerations regarding your Policy or consult a qualified tax advisor.

Transfers 
 
General
 
You or your registered representative of record may make transfers among the subaccounts or from the subaccounts to the fixed account. You will be bound by any transfers made by your registered representative.  We determine the amount you have available for transfers at the end of the valuation period when we receive your transfer request. We may, at any time, discontinue transfer privileges, modify our procedures, or limit the number of transfers we permit.

The following features apply to transfers under the Policy:

Your Policy may be limited to a cumulative transfer from the fixed account each Policy year of the greater of  25% of the amount in the fixed account, or the amount transferred out the previous Policy year.   However, the transfer may not be greater than the unloaned portion of the fixed account on that date.
·
Currently, we do not, but reserve the right to, limit the number of transfers out of the fixed account to one per Policy year.  If we modify or stop our current practice, we will notify you at the time of your transfer.
You  may request transfers in writing to our mailing address (in a form we accept), by fax or by telephone to our administrative office, or electronically through our website (www.westernreserve.com). Please note: Certain subaccounts have similar names. It is important that you state or write the full name of the subaccount when making a transfer request to ensure that any transfer request that you make is in good order.
There is no minimum amount that must be transferred.
There is no minimum amount that must remain in a subaccount after a transfer.
Except as listed below, we may deduct a $10 charge from the amount transferred for each transfer in excess of 12 transfers in a Policy year.
We consider all transfers made in any one day to be a single transfer.
Transfers resulting from loans or the exercise of conversion rights currently are   not treated as transfers for the purpose of the transfer charge.
Transfers via the Internet are not treated as transfers for purpose of assessing the transfer charge.
Transfers among the ProFunds and/or Access Trust subaccounts are not treated   as transfers for the purpose of assessing the transfer charge.
Transfers under dollar cost averaging and asset rebalancing currently are not treated as transfers for the purpose of assessing the transfer charge.
 
 
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We will process any transfer order that is received in good order, and in writing, at our mailing address, or by fax or by telephone at our administrative office, before the NYSE closes (usually 4:00 p.m. Eastern time) using the subaccount unit value determined at the end of that session of the NYSE. If we receive the transfer order  after the NYSE closes, we will process the order using the subaccount unit value determined at the close of the next regular business session of the NYSE.
 
Disruptive Trading and Market Timing
 
The market timing policy and the related procedures (discussed below) do not apply to the ProFunds or Access Trust subaccounts because the corresponding portfolios are specifically designed to accommodate frequent transfer activity.  If you invest in the ProFunds or Access Trust subaccounts, you should be aware that you may bear the costs and increased risks of frequent transfers discussed below.

           Statement of Policy.  This variable insurance Policy was not designed for the use of market timers or frequent or disruptive traders.  Such transfers may be harmful to the underlying fund portfolios and increase transaction costs.

           Market timing and disruptive trading among the subaccounts or between the subaccounts and the fixed account can cause risks with adverse effects for other policyowners (and beneficiaries and underlying fund portfolios).  These risks and harmful effects include:

(1)
D ilution of the interests of long-term investors in a subaccount if purchases or transfers into or out of an underlying fund portfolio are made at prices that do not reflect an accurate value for the underlying fund portfolio’s investments (some market timers attempt to do this through methods known as “time-zone arbitrage” and “liquidity arbitrage”);
(2)
A n adverse effect on portfolio management, such as:
 
(a)
  I mpeding a portfolio manager’s ability to sustain an investment objective;
 
(b)
C ausing the underlying fund portfolio to maintain a higher level of cash than would otherwise be the case; or
 
(c)
C ausing an underlying fund portfolio to liquidate investments prematurely (or otherwise at an inopportune time) in order to pay withdrawals or transfers out of the underlying fund portfolio; and
(3)
I ncreased brokerage and administrative expenses.

           These costs are borne by all policyowners invested in those subaccounts, not just those making the transfers.

           We have developed policies and procedures with respect to market timing and disruptive trading (which vary for certain subaccounts at the request of the corresponding underlying fund portfolios) and we do not make special arrangements or grant exceptions to accommodate market timing or other potentially disruptive or harmful trading. As discussed herein, we cannot detect or deter all market timing or other potentially disruptive trading.  Do not invest with us if you intend to conduct market timing or potentially disruptive trading.

           Detection.  We employ various means in an attempt to detect and deter market timing and disruptive trading.  However, despite our monitoring we may not be able to detect nor halt all harmful trading.  In addition, because other insurance companies (and retirement plans) with different policies and procedures may invest in the underlying fund portfolios, we cannot guarantee that all harmful trading will be detected or that an underlying fund portfolio will not suffer from marketing timing and disruptive trading among subaccounts of variable products issued by these other insurance companies or retirement plans.

Deterrence.  If we determine you are engaged in market timing or disruptive trading, we may take one or more actions in an attempt to halt such trading.  Your ability to make transfers is subject to modification or restriction if we determine, in our sole opinion, that your exercise of the transfer privilege may disadvantage or potentially harm the rights or interests of other policyowners (or having an interest in the variable insurance products).  As described below, restrictions may take various forms, but under our current policies and procedures will include loss of expedited transfer privileges.  We consider transfers by telephone, fax, overnight mail, or the Internet to be “expedited” transfers.  This means that we would accept only written transfer requests with an original signature transmitted to us only by standard United States Postal Service First Class mail.  We may also restrict the transfer privileges of others acting on your behalf, including your registered representative or an asset allocation or investment advisory service.

 
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           We reserve the right to reject any premium payment or transfer request from any person without prior notice, if, in our judgment, (1) the payment or transfer, or series of transfers, would have a negative impact on an underlying fund portfolio's operations; or (2) if an underlying fund portfolio would reject or has rejected our purchase order or has instructed us not to allow that purchase or transfer; or (3) because of a history of market timing or disruptive trading.  We may impose other restrictions on transfers, or even prohibit transfers for any owner who, in our view, has abused, or appears likely to abuse, the transfer privilege on a case-by-case basis.  We may, at any time and without prior notice, discontinue transfer privileges, modify our procedures, impose holding period requirements or limit the number, size, frequency, manner, or timing of transfers we permit.  We also reserve the right to reverse a potentially harmful transfer if an underlying fund portfolio refuses or reverses our order; in such instances some policyowners may be treated differently than others in that some transfers may be reversed and others allowed.  For all of these purposes, we may aggregate two or more variable insurance products that we believe are connected. Please note: If you engage a third party investment advisor for asset allocation services then you may be subject to the transfer restrictions because of the actions of your investment advisor in providing those services.

           In addition to our internal policies and procedures, we will administer your variable insurance product to comply with any applicable state, federal, and other regulatory requirements concerning transfers.  We reserve the right to implement, administer, and charge you for any fee or restriction, including redemption fees, imposed by any underlying fund portfolio.  To the extent permitted by law, we also reserve the right to defer the transfer privilege at any time that we are unable to purchase or redeem shares of any of the underlying fund portfolios.

           Under our current policies and procedures, we do not:

I mpose redemption fees on transfers .
Expressly limit the number or size of transfers in a given period except for certain subaccounts where an underlying fund portfolio has advised us to prohibit certain transfers that exceed a certain size .
P rovide a certain number of allowable transfers in a given period.

Redemption fees, transfer limits, and other procedures or restrictions may be more or less successful than ours in deterring market timing or other disruptive trading and in preventing or limiting harm from such trading.

           In the absence of a defensive transfer restriction (e.g., expressly limiting the number of trades within a given period or their size), it is likely that some level of market timing and disruptive trading will occur before it is detected and steps taken to deter it (although some level of market timing and disruptive trading can occur with a defensive transfer restriction).  As noted above, we do not impose a defensive transfer restriction and, therefore, it is likely that, some level of market timing and disruptive trading will occur before we are able to detect it and take steps in an attempt to deter it.

Please N ote :    T he limits and restrictions described herein are subject to our ability to monitor transfer activity. Our ability to detect market timing or other disruptive trading may be limited by operational and technological systems, as well as by our ability to predict strategies employed by policyowners (or those acting on their behalf) to avoid detection.  As a result, despite our efforts to prevent harmful trading activity among the variable investment options available under this variable insurance product, there is no assurance that we will be able to detect or deter market timing or disruptive trading frequent or harmful transfers by such policyowners or intermediaries acting on their behalf.  Moreover, our ability to discourage and restrict market timing or disruptive trading may be limited by decisions of state regulatory bodies and court orders which we cannot predict.

           Furthermore, we may revise our policies and procedures in our sole discretion at any time and without prior notice, as we deem necessary or appropriate (1) to better detect and deter market timing or other harmful trading that may adversely affect other policyowners, other persons with material rights under the variable insurance products, or underlying fund shareholders generally, (2) to comply with state or federal regulatory requirements, or (3) to impose additional or alternative restrictions on owners engaging in market timing or disruptive trading among the investment options under the variable insurance product.  In addition, we may not honor transfer requests if any variable investment option that would be affected by the transfer is unable to purchase or redeem shares of its corresponding underlying fund portfolio.

 
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           Underlying Fund Portfolio Frequent Trading Policies.  The underlying fund portfolios may have adopted their own policies and procedures with respect to frequent purchases and redemptions of their respective shares.  Underlying fund portfolios may, for example, assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period of time. The prospectuses for the underlying fund portfolios describe any such policies and procedures.  The frequent trading policies and procedures of an underlying fund portfolio may be different, and more or less restrictive, than the frequent trading policies and procedures of other underlying fund portfolios and the policies and procedures we have adopted for our variable insurance policies to discourage market timing and disruptive trading.  Policyowners should be aware that we may not have the contractual ability or the operational capacity to monitor policyowners’ transfer requests and apply the frequent trading policies and procedures of the respective underlying funds that would be affected by the transfers.  Accordingly, policyowners and other persons who have material rights under our variable insurance products should assume that any protection they may have against potential harm from  market timing and disruptive trading is the protection, if any, provided by the policies and procedures we have adopted for our variable insurance products to discourage market timing and disruptive trading in certain subaccounts.

You should be aware that, as required by SEC regulation, we have entered into a written agreement with each underlying fund or principal underwriter that obligates us to provide the fund, upon written request, with information about you and your trading activities in the fund's portfolios.  In addition, we are obligated to execute instructions from the funds that may require us to restrict or prohibit your investment in a specific portfolio if the fund identifies you as violating the frequent trading policies that the fund has established for that portfolio.

If we receive a premium payment from you that you allocate into a fund that has directed us to restrict or prohibit your trades into the fund, then we will request new allocation instructions from you.  If we receive from you a transfer request into a fund that has directed us to restrict or prohibit your trades, then we will not effect the transfer.

Omnibus Order.  Policyowners and other persons with material rights under the variable insurance products also should be aware that the purchase and redemption orders received by the underlying fund portfolios generally are “omnibus” orders from intermediaries such as retirement plans and separate accounts funding variable insurance products.  The omnibus orders reflect the aggregation and netting of multiple orders from individual retirement plan participants and individual owners of variable insurance products.  The omnibus nature of these orders may limit the underlying fund portfolios’ ability to apply their respective frequent trading policies and procedures.  We cannot guarantee that the underlying fund portfolios will not be harmed by transfer activity relating to the retirement plans or other insurance companies that may invest in the underlying fund portfolios.  These other insurance companies are responsible for their own policies and procedures regarding frequent transfer activity.  If their policies and procedures fail to successfully discourage harmful transfer activity, it will affect other owners of underlying fund portfolio shares, as well as the owners of all of the variable annuity or life insurance policies, including ours, whose variable investment options correspond to the affected underlying fund portfolios.  In addition, if an underlying fund portfolio believes that an omnibus order we submit may reflect one or more transfer requests from owners engaged in market timing and other programmed, large, frequent, or short-term transfers, the underlying fund portfolio may reject the entire omnibus order and thereby delay or prevent us from implementing your request.

 
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ProFunds and Access Trust Subaccounts.  Because the above restrictions do not apply to the ProFunds or Access Trust subaccounts, they may have a greater risk than others of suffering from the harmful effects of market timing and disruptive trading, as discussed above (i.e., dilution, an adverse effect on portfolio management, and increased expenses).
 
Telephone, Fax, and Online Privileges
 
Telephone transfer privileges will automatically apply to your Policy unless you provide other instructions. The telephone transfer privileges allow you to give authority to the registered representative or agent of record for your Policy to make telephone transfers and to change the allocation of future payments among the subaccounts and the fixed account on your behalf according to your instructions. To make a telephone transfer, you may call us at our administrative office at 1-800-851-9777, Monday – Friday, between the hour of 8:30 a.m. - 7:00 p.m. Eastern time, or fax your instructions to our subaccount transfer fax number, 1-727-299-1648, (for all other fax requests, please use 1-727-299-1620).  You may also request transfers electronically through our website, www.westernreserve.com. Please note: Certain subaccounts have similar names. When providing your allocation instructions, please state or write the full name of the subaccount that you have selected for your allocation to ensure that those allocation instructions are in good order.

Please note the following regarding telephone, Internet or fax transfers:

We will employ reasonable procedures to confirm that telephone instructions are genuine.
If we follow these procedures, we are not liable for any loss, damage, cost or expense from complying with telephone instructions we reasonably believe to be authentic. You bear the risk of any such loss.
If we do not employ reasonable confirmation procedures, we may be liable for losses due to unauthorized or fraudulent instructions.
Such procedures may include requiring forms of personal identification prior to acting upon telephone instructions, providing written confirmation of transactions to owners, and/or tape recording telephone instructions received from owners.
We may also require written confirmation of your order.
If you do not want the ability to make telephone transfers, you should notify us in writing at our mailing address or through our fax number (1-727-299-1648) .
We will not be responsible for same-day processing of transfers if the transfer order is faxed to a number other than 1-727-299-1648 or 1-727-299-1620.
We will not be responsible for any transmittal problems when you fax us your order unless you report it to us within five business days and send us proof of your fax transmittal. We may discontinue this option at any time.

We cannot guarantee that telephone, Internet and faxed transactions will always be available. For example, our offices may be closed during severe weather emergencies or there may be interruptions in telephone or fax service beyond our control. If the volume of calls is unusually high, we might not have someone immediately available to receive your order at our administrative office. Although we have taken precautions to help our systems handle heavy use, we cannot promise complete reliability under all circumstances.

Similarly, online transactions processed via the Internet may not always be possible. Telephone and computer systems, whether yours, your Internet service provider's, your registered representative 's or Western Reserve's, can experience outages or slowdowns for a variety of reasons. These outages or slowdowns may prevent or delay our receipt of your request. If you are experiencing problems, you should make your request or inquiry in writing. You should protect your personal identification number (PIN) because self-service options will be available to your agent of record and to anyone who provides your PIN. We will not be able to verify that the person using your PIN and providing instructions online is you or one authorized by you.
 
Fixed Account Transfers
 
Currently, we do not, but reserve the right to limit the number of transfers out of the fixed account to one per Policy year.  If we change this, we will notify you at the time of your transfer .  

Depending on when your Policy was issued,* we reserve the right to limit the maximum amount you may transfer from the fixed account to the greater of:

25% of the amount in the fixed account; or
T he amount you transferred from the fixed account in the immediately preceding Policy year.

 
* If your Policy was issued before September 1, 1994, there is no limit on the amount that you can transfer from the fixed account.  If your Policy was issued on or after September 1, 1994, (in all states that approved this change), you are subject to the transfer limitations set forth above.

This current restriction does not apply if you have selected dollar cost averaging.   However, the transfer may not be greater than the unloaned portion of the fixed account on that date.

We reserve the right to require that you make the transfer request in writing and that we receive the written transfer request, in good order, at our administrative office (for telephonic and facsimile transactions) or at our mailing address (for written correspondence), no later than 30 days after a Policy anniversary. We will make the transfer at the end of the valuation date on which we receive the request.

 
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Except when used to pay premiums, we also may defer payment of any amounts from the fixed account for no longer than six months after we receive written notice.

New Jersey: The fixed account is not available to you as an investment option if your Policy was issued in the State of New Jersey. You may not direct or transfer any money to the fixed account.

In the event of a material change in the investment policy of any portfolio, you may transfer all subaccount values to the fixed account without a transfer charge.  We must receive your request to transfer all subaccount values to the fixed account in good order within 60 days after the effective date of the change of investment policy or the date you receive notification of such change, whichever is later.
 
Conversion Rights
 
If, within 24 months of your Policy date, you transfer all of your subaccount values to the fixed account, then we will not charge you a transfer fee, even if applicable. You must make your request in writing and in good order, to our mailing address.
 
Dollar Cost Averaging
 
Dollar cost averaging is an investment strategy designed to reduce the average purchase price per unit. The strategy spreads the allocation of your premium into the subaccounts over a period of time. This potentially allows you to reduce the risk of investing most of your premium into the subaccounts at a time when prices are high. The success of this strategy is not assured and depends on market trends. You should consider carefully your financial ability to continue the program over a long enough period of time to purchase units when their value is low as well as when it is high. We make no guarantee that dollar cost averaging will result in a profit or protect you against loss.

Under dollar cost averaging, we automatically transfer a set dollar amount from the  Transamerica AEGON Money Market VP subaccount or the  Transamerica JPMorgan Core Bond VP subaccount, or the fixed account, to a subaccount that you choose.  We will make the transfers monthly as of the end of the valuation date after the first Monthiversary after the record date. We will make the first transfer in the month after we receive your request, in good order, at our mailing address or by facsimile , provided that we receive the form by the 25th day of the month. (Note: As stated on the dollar cost averaging form, the date you select cannot be the 29th, 30th or 31st of any month.)

To start dollar cost averaging:
You must submit to us at our mailing address (or by facsimile to our administrative office) a completed form, in good order, signed by the owner requesting dollar cost averaging .
 
You may be required to have at least $10,000 in each sub account or the fixed account from which we will make transfers .
 
Your total transfers each month under dollar cost averaging may be limited to a minimum of $1,000 ($500 for New Jersey residents) .
 
Each month, you may not transfer more than one-tenth of the amount that was in your fixed account at the beginning of dollar cost averaging.

You may request dollar cost averaging at any time. There is no charge for dollar cost averaging.

Dollar cost averaging will terminate if
any of the following occur :
We receive, in good order, at our mailing address, (or by facsimile or telephone to our administrative office), a request to discontinue participation from you ,   your registered representative or agent of record .
 
The value in the accounts from which we make the transfers is depleted .
 
You elect to participate in the asset rebalancing program .
 
You elect to participate in any asset allocation services provided by a third party.

 
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If you terminate your participation in the dollar cost averaging program, we will stop making dollar cost averaging transfers without a new completed dollar cost averaging request form signed by the owner. We may modify, suspend, or discontinue dollar cost averaging at any time.
 
Asset Rebalancing Program
 
 
We also offer an asset rebalancing program under which you may transfer amounts periodically to maintain a particular percentage allocation among the subaccounts you have selected.  Asset rebalancing is not available with the fixed account.  Cash value allocated to each subaccount will grow or decline in value at different rates. The asset rebalancing program automatically reallocates the cash value in the subaccounts at the end of each period to match your Policy's currently effective premium allocation schedule. Cash value in the fixed account and the dollar cost averaging program is not available for this program. This program does not guarantee gains. A subaccount may still have losses.

You may elect asset rebalancing to occur on a monthly, quarterly, semi-annual or annual basis. Once we receive the asset rebalancing request form , in good order, at our mailing address (or by facsimile at our administrative office) we will change your premium allocation instructions to match your asset rebalancing instructions, and we will implement the asset rebalancing program on the date you indicated.  If you do not indicate a specific date, we will use the date that we receive the form. We will credit the amounts transferred at the unit value next determined on the dates the transfers are made. If a day on which rebalancing would ordinarily occur falls on a day on which the NYSE is closed, rebalancing will occur on the next day that the NYSE is open.

To start asset rebalancing:
You must submit to us, in good order, at our mailing address (or by facsimile to our administrative office) before the maturity date a completed asset rebalancing request form signed by the owner .
 
You may be required to have a minimum cash value of $10,000 or make a $10,000 initial premium payment.

There is no charge for the asset rebalancing program. (We reserve the right to count such allocations as part of your free transfers in the future.)

Asset rebalancing will cease if:
Y ou elect to participate in the dollar cost averaging program .
 
W e receive, in good order, at our mailing address (or by facsimile or telephone at our administrative office) a request to discontinue participation from you, your registered representative or your agent of record .
 
Y ou make any transfer to or from any subaccount other than under a scheduled rebalancing .
 
Y ou elect to participate in any asset allocation services provided by a third party.

You may start and stop participation in the asset rebalancing program at any time, but we may restrict your right to re-enter the program to once each Policy year. If you wish to resume the asset rebalancing program, you must complete a new request form. We may modify, suspend, or discontinue the asset rebalancing program at any time.
 
Third Party Asset Allocation Services
 
 
We do not offer any asset allocation programs or any investment models for use with your life insurance policy.  You may authorize and engage your own investment advisor to manage your account.  These investment advisors may be firms or persons who also are appointed by us, or whose affiliated broker-dealers are appointed by us, as authorized sellers of the Policies.  Even if this is the case, however, please note that the investment advisor you engage to provide advice and/or make transfers for you is not acting on our behalf, but rather is acting on your behalf.  We do not offer advice about how to allocate your cash value under any circumstance.  We are not responsible for any recommendations such investment advisors make, any investment models or asset allocation programs they choose to follow, or any specific transfers they make on your behalf.

 
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Any fee that is charged by your investment advisor is in addition to the fees and expenses that apply under your Policy.  We are not a party to the agreement you have with your investment advisor. You will, however, receive confirmations of transactions that affect your Policy.  Note: If you make withdrawals of cash value to pay advisory fees, then taxes may apply to any such withdrawals and tax penalties may be assessed on withdrawals made before you attain age 59 ½ .

If your investment advisor has also acted as your insurance agent with respect to the sale of your Policy, he or she may be receiving compensation for services provided both as an insurance agent and investment advisor.  Alternatively, the investment advisor may compensate the registered representative from whom you purchased your Policy for the referral that led you to enter into your investment advisory relationship with the investment advisor.  If you are interested in the details about the compensation that your investment advisor and/or your registered representative receive in connection with your Policy, you should ask them for more details.

We, or an affiliate of ours, will process the financial transactions placed by your registered representative or investment advisors.  We reserve the right to discontinue doing so at any time and for any reason.  We may require registered representative or investment advisors, who are authorized by multiple policyowners to make financial transactions, to enter into an administrative agreement with Western Reserve as a condition of our accepting transactions on your behalf.  The administrative agreement may impose limitations on the registered representative ’s or investment advisor’s ability to request financial transactions on your behalf.  These limitations, which are discussed in the section entitled “Transfers - Disruptive Trading and Market Timing,” are intended to (i) minimize the detrimental impact of an investment professional who is in a position to transfer large amounts of money for multiple clients in a particular portfolio or type of portfolio or (ii)   are intended to comply with specific restrictions or limitations imposed by a portfolio(s) of Western Reserve.

N ote:  Limitations that we may impose on your registered representative or investment advisor under the terms of the administrative agreement do not apply to financial transactions requested by an owner on their own behalf, except as otherwise described in this prospectus.

Any third party asset allocation service may be terminated at any time by the owner or by the Third Party Service by sending written instruction to our administrative office.


Policy Values 
 
Cash Value
 
The cash value in your Policy:
 
V aries from day to day, depending on the investment experience of the subaccounts you choose, the interest credited to the fixed account, the charges deducted and any other Policy transactions (such as additional premium payments, transfers, withdrawals and Policy loans).
S erves as the starting point for calculating values under a Policy.
·
E quals the sum of all values in each subaccount and the fixed account, including any amounts held in the loan reserve account (part of the fixed account) to secure any outstanding Policy loan.
I s determined on the Policy date and on each valuation date.
H as no guaranteed minimum amount and may be more or less than premiums paid.

 
 
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Net Surrender Value
 
The net surrender value is the amount we pay when you surrender your Policy while it is in force. We determine the net surrender value at the end of the valuation period when we receive your written surrender request, in good order, at our mailing address.

Net surrender value on any valuation date equals:
T he cash value as of such date; minus
 
A ny surrender charge as of such date; minus
 
A ny outstanding Policy loan amount(s); plus
 
A ny interest you paid in advance on the loan(s) for the period between the date of the surrender and the next Policy anniversary.
 
Subaccount Value
 
The cash value in a subaccount is referred to as “subaccount value.” At the end of any valuation period, the subaccount value is equal to the number of units that the Policy has in the subaccount, multiplied by the unit value of that subaccount.

The number of units in any subaccount on any valuation date equals:
T he initial units purchased at unit value on the record date; plus
 
U nits purchased with additional net premium(s); plus
 
U nits purchased via transfers from another subaccount or the fixed account; minus
 
U nits redeemed to pay for monthly deductions; minus
 
U nits redeemed to pay for cash withdrawals; minus
 
U nits redeemed as part of a transfer to another subaccount or the fixed account; minus
 
U nits redeemed to pay any cash withdrawal charges and any transfer charges.

Every time you allocate, transfer or withdraw money to or from a subaccount, we convert that dollar amount into units. We determine the number of units we credit to, or subtract from, your Policy by dividing the dollar amount of the allocation, transfer or cash withdrawal by the unit value for that subaccount next determined at the end of the valuation period on which the premium allocation, transfer request or cash withdrawal request is received: (i) at our mailing address (for written requests or payments by check); (ii) at our administrative office (for requests by fax or by telephone, or for payments made through electronic credit and debit transactions); or (iii) electronically through our website.
 
Subaccount Unit Value
 
The value (or price) of each subaccount unit will reflect the investment performance of the portfolio in which the subaccount invests. Unit values will vary among subaccounts. The unit value of each subaccount was originally established at $10 per unit. The unit value may increase or decrease from one valuation period to the next.

The unit value of any subaccount at the end of a valuation period is calculated as:
T he total value of the portfolio shares held in the subaccount, including the value of any dividends or capital gains distribution declared and reinvested by the portfolio during the valuation period. This value is determined by multiplying the number of portfolio shares owned by the subaccount by the portfolio's net asset value per share determined at the end of the valuation period; minus
 
A charge equal to the daily net assets of the subaccount multiplied by the daily equivalent of the mortality and expense risk charge; minus
 
T he accrued amount of reserve for any taxes or other economic burden resulting from applying tax laws that we determine to be properly attributable to the subaccount; and the result divided by
 
T he number of outstanding units in the subaccount before the purchase or redemption of any units on that date.

 
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The portfolio in which any subaccount invests will determine its net asset value per share once daily, as of the close of the regular business session of the NYSE (usually 4:00 p.m. Eastern time) except on customary national holidays on which the NYSE is closed, which coincides with the end of each valuation period.

Fixed Account Value

On the Policy date,   the fixed account value is equal to the cash value allocated to the fixed account , less the first monthly deduction out of the fixed account.

The fixed account value at the end of any valuation period is equal to:
T he sum of net premium(s) allocated to the fixed account; plus
 
A ny amounts transferred from a subaccount to the fixed account (including amounts transferred to the loan reserve account) ; plus
 
T otal interest credited to the fixed account; minus
 
A mounts charged to pay for monthly deductions; minus
 
A mounts withdrawn or surrendered from the fixed account to pay for cash withdrawals or transfer charges ; minus
 
A mounts transferred from the fixed account (including amounts transferred to the loan reserve account) to a subaccount; minus
 
·
Amounts withdrawn from the fixed account to pay any transfer charges and any cash withdrawal charges.
Death Benefit 
 
Death Benefit Proceeds
 
Provided that your Policy is in force, we will determine the amount of and pay the death benefit proceeds on an individual Policy upon receipt, in good order, at our administrative office   of satisfactory proof of the insured's death, plus written direction (from each eligible recipient of death benefit proceeds) regarding distribution of the death benefit payment, and any other documents, forms and information we need. We may require the Policy be returned. We will pay the death benefit proceeds to the primary beneficiary(ies), if living, or to a contingent beneficiary. If each beneficiary dies before the insured and there is no contingent beneficiary, we will pay the death benefit proceeds to the owner or the owner's estate. We will pay the death benefit proceeds in a lump sum or under a payment option.

Death benefit proceeds equal:
T he death benefit (described below); minus
 
A ny monthly deductions due during the grace period (if applicable); minus
 
A ny outstanding loan amount; plus
 
A ny additional insurance in force provided by rider; plus
 
A ny interest you paid in advance on the loan(s) for the period between the date of death and the next Policy anniversary.

We may further adjust the amount of the death benefit proceeds if we contest the Policy or if you misstate the insured's age or gender.

Death Benefit

The Policy provides a death benefit. The death benefit is determined at the end of the valuation period in which the insured dies. You must select one of the two death benefit options we offer in your application. No matter which death benefit option you choose, we guarantee that, so long as the Policy does not lapse, the death benefit will never be less than the specified amount on the date of the insured's death.

 
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Option A
Death benefit equals the greate st of:
T he  specified amount; or
 
A specified percentage called the "limitation percentage," multiplied by the cash value on the insured’s date of death ; or
 
·
The amount required for the Policy to qualify as a life insurance policy under Section 7702 of the Internal Revenue Code.

Under Option A, your death benefit remains level unless the limitation percentage multiplied by the cash value is greater than the specified amount; then the death benefit will vary as the cash value varies.

The limitation percentage is the minimum percentage of cash value we must pay as the death benefit under federal tax requirements. It is based on the attained age of the insured at the beginning of each Policy year. The following table indicates the limitation percentages for different ages:

Attained Age
Limitation Percentage
   
40 and under
250%
41 to 45
250% minus 7% for each age over age 40
46 to 50
215% minus 6% for each age over age 45
51 to 55
185% minus 7% for each age over age 50
56 to 60
150% minus 4% for each age over age 55
61 to 65
130% minus 2% for each age over age 60
66 to 70
120% minus 1% for each age over age 65
71 to 75
115% minus 2% for each age over age 70
76 to 90
105%
91 to 95
105% minus 1% for each age over age 90
96 and older
100%


If the federal tax code requires us to determine the death benefit by reference to these limitation percentages, the Policy is described as "in the corridor." An increase in the cash value will increase our risk, and we will increase the cost of insurance we deduct from the cash value.

Option A Illustration. Assume that the insured's attained age is under 40 and that there are no outstanding loans .    Under Option A, a Policy with a $50,000 specified amount will generally pay $50,000 in death benefits. However, because the death benefit must be equal to or be greater than 250% of cash value, any time the cash value of the Policy exceeds $20,000, the death benefit will exceed the $50,000 specified amount.  (The figure $20,000 is derived by solving for cash value in the following calculation: $50,000 = 250% multiplied by cash value.) Each additional dollar added to the cash value above $20,000 will increase the death benefit by $2.50.

Similarly, so long as the cash value exceeds $20,000, each dollar taken out of the cash value will reduce the death benefit of the Policy, not including the rider, by $2.50. If at any time the cash value multiplied by the limitation percentage is less than the specified amount, the death benefit will equal the specified amount of the Policy reduced by the dollar value of any cash withdrawals.

Option B
Death benefit equals the greater of:
T he  specified amount; plus
   
>
T he cash value on the insured's date of death; or
 
T he limitation percentage multiplied by the case value on the insured’s date of death.
 
·
The amount required for the Policy to qualify as a life insurance policy under Section 7702 of the Internal Revenue Code.

Under Option B, the death benefit always varies as the cash value varies.

 
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Option B Illustration. Assume that the insured's attained age is under 40 and that there are no outstanding loans. Under Option B, a Policy with a specified amount of $50,000 will generally pay a death benefit of $50,000 plus cash value. Thus, a Policy with a cash value of $10,000 will have a death benefit of $60,000 ($50,000 + $10,000). The death benefit, however, must be at least 250% of cash value. As a result, if the cash value of the Policy exceeds $33,333, the death benefit will be greater than the specified amount plus cash value. (The figure of $33,333 is derived by solving for cash value in the following calculation: 250% multiplied by cash value= $50,000 plus cash value; 250% multiplied by $33,333= $50,000 plus $33,333).  Each additional dollar of cash value above $33,333 will increase the death benefit by $2.50.

Similarly, any time cash value exceeds $33,333, each dollar taken out of cash value will reduce the death benefit by $2.50. If at any time, cash value multiplied by the limitation percentage is less than the specified amount plus the cash value, then the death benefit will be the specified amount plus the cash value of the Policy.

Effect of Cash Withdrawals on the Death Benefit

If you choose Option A, a cash withdrawal will reduce the specified amount by an amount equal to the amount of the cash withdrawal.  Regardless of the death benefit option you choose, a cash withdrawal will reduce the death benefit by at least the amount of the withdrawal. For a description of the effect of cash withdrawals on the death benefit option that you select, please refer to the section entitled “Surrenders and Cash Withdrawals – Cash Withdrawals” in this prospectus.

Choosing Death Benefit Options

You must choose one death benefit option on your application. This is an important decision. The death benefit option you choose will have an impact on the dollar value of the death benefit, on your cash value, and on the amount of cost of insurance charges you pay.

If you do not select a death benefit option on your application, then Option A will become the death benefit option for your Policy by default.

You may find Option A more suitable for you if your goal is to increase your cash value through positive investment experience. You may find Option B more suitable if your goal is to increase your total death benefit.

Changing the Death Benefit Option

After the third Policy year, you may change your death benefit option once each Policy year which may affect the specified amount . We will notify you of the new specified amount.

Changes to the Death Benefit Option are subject to the following conditions:

You may send your written request, in good order, to our mailing address or fax it to us at 1-727-299-1620.
The effective date of the change will be the Monthiversary on or following the date when we receive your request for a change.
You may not make a change that would decrease the specified amount below the minimum specified amount shown on your Policy schedule page.
There may be adverse federal tax consequences. You should consult a tax advisor before changing your Policy's death benefit option.

 
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If you change your death benefit option from Option B to Option A, we will make the specified amount after the change equal to the specified amount prior to the change, plus your Policy’s cash value on the effective date of the change.  If you change your death benefit option from Option A to Option B, we will make the specified amount after the change equal to the specified amount prior to the change, minus the cash value on the effective date of the change.  We will notify you of the new specified amount.
 
Increasing/Decreasing the Specified Amount
 
You may increase  the specified amount once each Policy year if you have not already decreased the specified amount in that year. After the Policy has been in force for three years, you may decrease the specified amount once each Policy year if you have not already increased the specified amount in that year.   An increase or decrease in the specified amount will affect your cost of insurance charge, your guideline premium, your Modified Endowment Contract, your minimum monthly guarantee premium, and may affect your ability to maintain the no lapse period guarantee, and may have adverse federal tax consequences. s.  

You should consult a tax advisor before changing your Policy’s specified amount.

Conditions for increasing the specified amount:
We will accept requests for increases in specified amount on any Monthiversary if your Policy has been in force for one year   and the insured is under age 75.
 
You may send your written request, in good order,   to our mailing address or fax it to us at 1-727-299-1620.
   
A requested  increase in specified amount requires our approval and will take effect on the Monthiversary on or after we approve your request.
 
You will require additional evidence of insurability.
 
The increase in specified amount must be at least $ 5 0,000.
 
We reserve the right to decline your request.
 
You do not need to send an additional premium but you must have sufficient net surrender value to cover the next monthly deductions after the increase becomes effective.
 
If you surrender your Policy, we will charge you an additional surrender charge on any increase in specified amount for 15 years after each increase.
     
If you increase the specified amount but you have not paid sufficient premiums to cover monthly deductions, your Policy will lapse.

Conditions for decreasing the specified amount:
You may send your written request, in good order, to our mailing address or fax it to us at our administrative office at 1-727-299-1620.
 
Your Policy must be in force for three years.
 
You may not decrease your specified amount if it would disqualify your Policy as life insurance under the Internal Revenue Code.
 
We may limit the amount of the decrease to no more than 20% of the specified amount
 
A decrease in specified amount will take effect on the Monthiversary on or after we receive your written request.

Payment Options

There are several ways of receiving proceeds under the death benefit and surrender provisions of the Policy, other than in a lump sum. These are described under “Settlement Options” in your Policy and in this prospectus.

 
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Surrenders and Cash Withdrawals 
 
Surrenders
 
You must make a written request containing an original signature to surrender your Policy for its net surrender value as calculated at the end of the valuation date on which we receive your request, in good order, at our mailing address.  Written requests to surrender a Policy that are received at our mailing address before the NYSE closes are priced using the subaccount unit value determined at the close of that regular business session of the NYSE (usually 4:00 p.m. Eastern time).  If we receive a written request at our office after the NYSE closes , or on a day the NYSE is closed for trading , we will process the surrender request using the subaccount unit value determined at the close of the next regular business session of the NYSE. Please Note:   All surrender requests must be submitted in good order to avoid a delay in processing your request.

The insured must be alive, the Policy must be in force, and it must be before the maturity date when you make your written request. A surrender is effective as of the date when we receive your written request, in good order, at our mailing address.  You will incur a surrender charge if you surrender the Policy during the first 15 Policy years and an additional surrender charge for 15 years following each increase in specified amount.

Once you surrender your Policy, all coverage and other benefits under it cease and cannot be reinstated. We will normally pay you the net surrender value in a lump sum within seven days or under a settlement option. A   surrender may have tax consequences. For more information regarding tax consequences, please refer to the section entitled “ Federal Income Tax Considerations ” .
 
Cash Withdrawals
 
After the first Policy year, you may request a cash withdrawal of a portion of your cash value subject to certain conditions. ( Note:   All cash withdrawal requests must be submitted in good order to avoid a delay in processing your request. )


Cash withdrawal conditions:
You must send your written cash withdrawal request with an original signature , in good order, to our mailing address.  If your withdrawal request is less than $500,000, then you may fax it to us at 1-727-299-1620.
 
We may limit the number of  withdrawals to one cash withdrawal per Policy year.
 
During the first 10 Policy years, the amount of the withdrawal may be limited to no more than 10% of the net surrender value.
After the 10 th Policy year, the amount of the withdrawal may be limited to no more than 25% of the net surrender value.
 
·
The remaining net surrender value following a withdrawal may not be less than $500.00.
 
 
 
You may not take a cash withdrawal if it will reduce the specified amount below the minimum specified amount set forth in the Policy.
 
You may specify the subaccount(s) and the fixed account from which to make the withdrawal. If you do not specify an account, we will take the withdrawal from each account in accordance with your current premium allocation instructions. If this is not possible, the withdrawal amount will be withdrawn pro-rata from all accounts.
 
We generally will pay a cash withdrawal request within seven days following the valuation date we receive the request in good order, at our mailing address.
 
We will deduct a processing fee equal to $25 or 2% of the amount you withdraw, whichever is less. We deduct this amount from the withdrawal, and we pay you the balance.
 
You may not take a cash withdrawal that would disqualify your Policy as life insurance under the Internal Revenue Code.
 
A cash withdrawal may have tax consequences.

 
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A cash withdrawal will reduce the cash value by the amount of the cash withdrawal, and in most cases, will reduce the death benefit by at least the amount of the cash withdrawal. When death benefit Option A is in effect, a cash withdrawal will reduce the specified amount by an amount equal to the amount of the cash withdrawal.  You also may have to pay higher minimum monthly guarantee premiums.  We will not impose a pro rata decrease charge when the specified amount is decreased as a result of taking a cash withdrawal.

When we incur extraordinary expenses, such as overnight mail expenses or wire service fees, for expediting delivery of your cash withdrawal or  surrender payment, we will deduct that charge from the payment. We currently charge $20 for an overnight delivery ($30 for Saturday delivery) and $25 for wire service.  You can obtain further information about these charges by contacting our mailing or administrative office.
 
Canceling a Policy
 
 
You may cancel a Policy for a refund during the "free look period" by returning it, with a written request to cancel the Policy, to our administrative office or mailing address, to one of our branch offices or to the registered representative who sold you the Policy. The “free look period” expires 10 days after you receive the Policy. In some states you may have more than 10 days. If you decide to cancel the Policy during the “free look period,” we will treat the Policy as if it had never been issued. We will pay the refund within seven days after we receive the written request and the returned Policy at our mailing address. The amount of the refund will be:

A ny charges and taxes we deduct from your premiums; plus
A ny monthly deductions or other charges we deducted from amounts you allocated to the subaccounts and the fixed account; plus
Y our cash value in the subaccounts and the fixed account on the date  the written request and Policy are received at our  mailing address.

Some states may require us to refund all of the premiums you paid for the Policy.  In addition, some states may require us to allocate premium according to a policyowner’s instructions during the “free look period.”

Signature Guarantees

Signature guarantees are relied upon as a means of preventing the perpetuation of fraud in financial transactions, including the disbursement of funds or assets from a victim's account with a financial institution or a provider of financial services.  They provide protection to investors by, for example, making it more difficult for a person to take another person's money by forging a signature on a written request for the disbursement of funds.

As a protection against fraud, we may require that the following transaction requests include a Medallion signature guarantee:

·
A ll requests for disbursements (i.e., cash withdrawals and surrenders) of $500,000 or more .
·
A ny disbursement request made on or within 10 days of our receipt of a request to change the address of record for an owner's policy .
·
A ny disbursement request when Western Reserve has been directed to send proceeds to a different address from the address of record for that owner's account.   Please note:  This requirement will not apply to disbursement requests made in connection with exchanges of one life policy for another with the same owner in a "tax-free exchange" under Section 1035 of the Internal Revenue Code.
·
Any transaction where the owner’s signature on a request submitted does not match the signature in our files.

 
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An investor can obtain a signature guarantee from more than 7,000 financial institutions across the United States and Canada that participate in a Medallion signature guarantee program.  This includes many:

·
N ational and state banks .
·
S avings banks and savings and loan associations .
·
S ecurities brokers and dealers .
·
C redit unions.

The best source of a signature guarantee is a bank, savings and loan association, brokerage firm, or credit union with which you do business.  Guarantor firms may, but frequently do not, charge a fee for their services.

A notary public cannot provide a signature guarantee.   Notarization will not substitute for a signature guarantee.

Loans 
 
General
 
After the first Policy year (as long as the Policy is in force) you may borrow money from the Policy using the Policy’s net surrender value as the only security for the loan. We may permit a loan prior to the first Policy anniversary for Policies issued pursuant to 1035 Exchanges. A loan that is taken from and secured by a Policy may have tax consequences. See “ Federal Income Tax Considerations ” .

Policy loans are subject to certain conditions:
W e may require you to borrow at least $500 .
 
T he maximum amount you may borrow is 90% of the cash value, minus any surrender charge and minus any outstanding loan amount.

When you take a loan, we will withdraw an amount equal to the requested loan plus interest in advance until the next Policy anniversary from each of the subaccounts and the fixed account based on your current premium allocation instructions (unless you specify otherwise). If this is not possible, the withdrawal amount will be withdrawn pro-rata from the subaccounts and   the fixed account. We will transfer that amount to the loan reserve account. The loan reserve account is the portion of the fixed account to which amounts are transferred as collateral for a Policy loan.

We normally pay the amount of the loan within seven days after we receive a proper loan request at our mailing address or, in the limited circumstances described below, by fax at our administrative office. We may postpone payment of loans under certain conditions.

You may request a loan by telephone by calling us at our administrative office at 1-800-851-9777, Monday – Friday, between the hours of 8:30 a.m. – 7.00 p.m. Eastern T ime. If the loan amount you request exceeds $500,000, or if the address of record has been changed within the past 10 days, we may reject your request or require a signature guarantee. If you do not want the ability to request a loan by telephone, you should notify us in writing at our mailing address. You will be required to provide certain information for identification purposes when you request a loan by telephone. We may ask you to provide us with written confirmation of your request. We will not be liable for processing a loan request if we believe the request is genuine. ( Note: All loan requests must be submitted in good order to avoid a delay in processing your request.)

If your request is less than $500,000, then you may fax your loan request to us at 1-727-299-1620.  We will not be responsible for any transmittal problems when you fax your request unless you report it to us within five business days and send us proof of your fax transmittal.

You can repay a loan at any time while the Policy is in force. Loan repayments must be sent to our mailing address and will be credited as of the date received.

 
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At each Policy anniversary, we will compare the outstanding loan amount to the amount in the loan reserve account. At each such time, if the outstanding loan amount exceeds the amount in the loan reserve account, we will withdraw the difference from the subaccounts and the fixed account and transfer it to the loan reserve account, in the same manner as when a loan is made. If the amount in the loan reserve account exceeds the amount of the outstanding loan, we will withdraw the difference from the loan reserve account and transfer it to the subaccounts and the fixed account in the same manner as current premiums are allocated. No charge will be imposed for these transfers, and these transfers are not treated as transfers in calculating the transfer charge. We reserve the right to require a transfer to the fixed account if the loans were originally transferred from the fixed account.

Interest Rate Charged

For Policies issued on or after May 1, 1994 , * we will charge you an annual interest rate on a Policy loan of 5.2% in advance (5.49% effective annual interest rate after rounding) on each Policy anniversary.  Loan interest that is unpaid when due will be added to the amount of the loan on each Policy anniversary and will bear interest at the same rate.

 
*  For Policies issued before May 1, 1994, we charge you an annual interest rate of 7.4%.  For the following states, the annual interest rate on a Policy loan is 7.4% for all Policies issued before, and 5.2% for all Policies issued on or after, the date indicated: Idaho – May 24, 1994; Montana – May 20, 1994; Rhode Island – May 19, 1994; Oregon – June 27, 1994; Minnesota – December 28, 1994; Vermont – February 21, 1996; Puerto Rico – April 18, 1997; New Jersey – April 13, 1995; District of Columbia – November 23, 1998; and Guam – February 11, 1998.

Loan Reserve Account Interest Rate Credited

We will credit the amount in the loan reserve account with an effective annual interest rate of at least 4.0%.  We may credit a higher rate, but we are not obligated to do so.

We currently credit interest at an effective annual rate of 4.75% on amounts you borrow during the first ten Policy years.
After the tenth Policy year, on all amounts that you have borrowed, we currently credit interest to part of the cash value in excess of the premiums paid less cash withdrawals and any outstanding loan amount including accrued loan interest at an interest rate equal to the interest rate we charge on the total loan.  The remaining portion, equal to the cost basis, is currently credited an effective annual rate of 4.75%*.

*  For Policies issued on or after May 1, 1994.  For Policies issued before that date, we credit interest at the following annual effective rates: 6.0% for Policies issued before May 1, 1988, and 6.75% for Policies issued on or after May 1, 1988, but before May 1, 1994.

Effect of Policy Loans

A Policy loan reduces the death benefit proceeds and net surrender value by the amount of any outstanding loan amount. Repaying the loan causes the death benefit proceeds and net surrender value to increase by the amount of the repayment. As long as a loan is outstanding, we hold an amount equal to the loan plus interest charged in advance until the next Policy anniversary in the loan reserve account. This amount is not affected by the separate account's investment performance, may not be credited with the interest rates accruing on the unloaned portion of the cash value in the fixed account, and, therefore, can affect the Policy’s cash value and death benefit whether or not the loan is repaid. Amounts transferred from the separate account to the loan reserve account will reduce the value in the separate account and we will credit such amounts with an interest rate declared by us rather than a rate of return reflecting the investment results of the separate account.

We also currently charge interest on Policy loans at an annual interest rate of 5.2% in advance.  Because interest is added to the amount of the Policy loan to be repaid, the size of the loan will constantly increase unless the Policy loan is repaid.

There are risks involved in taking a Policy loan, including the potential for a Policy to lapse if projected earnings, taking into account outstanding loans, are not achieved. A Policy loan may also have possible adverse tax consequences. You should consult a tax advisor before taking out a Policy loan.

 
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We will notify you (and any assignee of record) if a loan causes your net surrender value to reach below your monthly deduction. If you do not submit a sufficient payment within 61 days from the date of the notice, your Policy may lapse.

Policy Lapse and Reinstatement                                                                                                                                          
 
Lapse
 
Your Policy may not necessarily lapse (terminate without value) if you fail to make a planned periodic payment. However, even if you make all your planned periodic payments, there is a possibility that your Policy will lose value and lapse. This Policy provides a no lapse period guarantee as shown below. Once your no lapse period ends, or if the no lapse period guarantee is not in effect, your Policy may lapse (terminate without value) if the net surrender value on any Monthiversary is less than the monthly deductions due on that day. Such lapse might occur if unfavorable investment experience, loans and cash withdrawals cause a decrease in the net surrender value, or you have not paid sufficient premiums ( as discussed below ) to offset the cost of monthly deductions.

If the net surrender value is not enough to pay the monthly deductions, we will mail a notice to your last known address and any assignee of record. The notice will specify the minimum payment you must pay and the final date by which we must receive the payment to prevent a lapse. We generally require that you make the payment within 61 days after the date of the notice. This 61-day period is called the grace period.  We pay the death benefit proceeds if an insured dies during the grace period.  If we do not receive the specified minimum payment by the end of the grace period, all coverage under the Policy will terminate without value.

Your Policy is a flexible premium policy that is subject to certain monthly deductions that are dependent upon among other factors the characteristics of the insured(s), riders associated with your Policy, and your Policy’s specified amount.  If you Policy does lapse and you choose to reinstate it, you will be required to make additional payments.  The payments needed to reinstate the Policy will depend on whether the no-lapse date has passed.  Please refer to the section below entitled “Reinstatement” for a description of the payments that may be required to reinstate your Policy.

No Lapse Period Guarantee

This Policy provides a no lapse guarantee during the no lapse period. Even if your net surrender value is not enough to pay your monthly deductions, the Policy will not lapse and no grace period will begin as long as the no lapse period guarantee is in effect. The no lapse period guarantee will not extend beyond the no lapse date stated in your Policy, except as explained below in “Extension of No Lapse Period Guarantee .”   Each month we determine whether the no lapse period guarantee is still in effect.  If the Policy is still in force but the no lapse period guarantee is not in effect, , it can be restored by paying sufficient minimum monthly guarantee premiums at any time before the no lapse date.

No lapse date :
For a Policy issued to any insured ages 0-60, the no lapse date is the tenth Policy anniversary or anniversary on which the insured’s attained age is 65, whichever is earlier.
 
For a Policy issued to an insured ages 61-75, the no lapse date is the fifth Policy anniversary.
 
The no lapse date is specified in your Policy, or as explained below in “Extension of No Lapse Period Guarantee.”
     
Keeping the no lapse period guarantee in effect :
The no lapse period guarantee  will not be effective if you do not pay sufficient minimum monthly guarantee premiums.
 
You must pay total premiums (minus withdrawals and outstanding loan amounts) that equal at least the sum of the minimum monthly guarantee premiums in effect for each month from the Policy date up to and including the current month..
 
·
The No Lapse Period Coverage will end immediately if the specified amount is increased or riders are added or increased.

 
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You will lessen the risk of Policy lapse if you keep the no lapse period guarantee in effect. Before you take a cash withdrawal or a loan or increase the specified amount , or add , increase or decrease a rider , you should consider carefully the effect it will have on the no lapse period guarantee.

Policies issued in New Jersey: If the grace period begins prior to the no lapse date, the payment necessary to keep the Policy in force is the lesser of the amount necessary to (1) satisfy the minimum monthly guarantee premium; or (2) increase the net surrender value to cover the monthly deductions due.

Extension of No Lapse Guarantee Period

The no lapse period for all Policies that were in force on May 1, 2009 (and the No Lapse Guarantee was still in effect), with a no lapse date indicated on the Policy schedule page in 2006, 2007, 2008, 2009, 2010 or 2011, has been automatically extended to the Policy anniversary in 2012.  The minimum monthly guarantee premium will not be changed, but if a cash withdrawal or a loan has been taken, or if requested in the future, additional minimum premiums may need to be paid to maintain the No Lapse guarantee. If an affected Policy lapses and is reinstated before January 1, 2012, the extended No Lapse date will remain in effect.
 
Reinstatement
 

We will reinstate a lapsed Policy within five years after the lapse (and prior to the maturity date). To reinstate the Policy you must:

S ubmit a written application for reinstatement to our mailing address .
P rovide evidence of insurability that is satisfactory to us .
M ake a minimum premium payment sufficient to provide a net premium that is large enough to cover three monthly deductions.
·
Make a payment of an additional amount sufficient to cover any surrender charge as of the date of reinstatement.

We will not reinstate indebtedness (i.e., outstanding loan  at the time your Policy lapsed). The cash value of the loan reserve on the reinstatement date will be zero. Your net surrender value on the reinstatement date will equal the net premiums you pay at reinstatement, minus one monthly deductions and any surrender charge. The reinstatement date for your Policy will be the Monthiversary on or following the day we approve your application for reinstatement. We may decline a request for reinstatement.

 
Federal Income Tax Considerations 

The following summarizes some of the basic federal income tax considerations associated with a Policy and does not purport to be complete or to cover all situations. This discussion is not intended as tax advice. Please consult counsel or other qualified tax advisors for more complete information. We base this discussion on our understanding of the present federal income tax laws as they are currently interpreted by the Internal Revenue Service (the "IRS"). Federal income tax laws and the current interpretations by the IRS may change.

Tax Status of the Policy

A Policy must satisfy certain requirements set forth in the Internal Revenue Code (the "Code") in order to qualify as a life insurance policy for federal income tax purposes and to receive the tax treatment normally accorded life insurance policies under federal tax law. Guidance as to how these requirements are to be applied is limited. Nevertheless, we believe that this Policy should generally satisfy the applicable Code requirements.

 
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It is also uncertain whether death benefits under policies where the maturity date has been extended will be excludible from the beneficiary’s gross income and whether policy cash value will be deemed to be distributed to you on the original maturity date.  Such a deemed distribution may be taxable.  If it is subsequently determined that a Policy does not satisfy the applicable requirements, we may take appropriate steps to bring the Policy into compliance with such requirements and we reserve the right to restrict Policy transactions in order to do so.

In certain circumstances, owners of variable life insurance policies have been considered for federal income tax purposes to be the owners of the assets of the separate account supporting their policies due to their ability to exercise investment control over those assets. Where this is the case, the policyowners have been currently taxed on income and gains attributable to the separate account assets. There is little guidance in this area, and some features of the Policies, such as your flexibility to allocate premiums and cash values, have not been explicitly addressed in published rulings. We believe that the Policy does not give you investment control over separate account assets.

In addition, the Code requires that the investments of the separate account be "adequately diversified" in order to treat the Policy as a life insurance policy for federal income tax purposes. We intend that the separate account, through the portfolios, will satisfy these diversification requirements.

The following discussion assumes that the Policy will qualify as a life insurance policy for federal income tax purposes.

Tax Treatment of Policy Benefits

In General. We believe that the Policy described in this prospectus is a life insurance policy under Code Section 7702.  Section 7702 defines a life insurance policy for federal income tax purposes and places limits on the relationship of the accumulation value to the death benefit.  As life insurance policies, the death benefits of the policies are generally excludable from the gross income of the beneficiaries.  In the absence of any guidance from the IRS on the issue, we believe that providing an amount at risk after age 99 in the manner provided should be sufficient to maintain the excludability of the death benefit after age 99.    L ack of specific IRS guidance , however, makes the tax treatment of the death benefit after age 99 uncertain.  Also, any increase in accumulation value should generally not be taxable until received by you or your designee.  However, if your Policy is a modified endowment contract as defined in Code Section 7702A you may be taxed to the extent of gain in the Policy when you take a Policy loan, pledge or assign the Policy. Federal, state and local transfer, estate and other tax consequences of ownership or receipt of Policy proceeds depend on your circumstances and the beneficiary's circumstances. A tax advisor should be consulted on these consequences.

Generally, you will not be deemed to be in constructive receipt of the cash value until there is a distribution. When distributions from a Policy occur, or when loans are taken out from or secured by a Policy (e.g., by assignment), the tax consequences depend on whether the Policy is classified as a MEC. .  Moreover, if a loan from a Policy that is not a MEC is outstanding when the Policy is canceled or lapses, the amount of outstanding indebtedness will be considered an amount distributed and will be taxed accordingly.

Modified Endowment Contracts. Under the Code, certain life insurance policies are classified as MECs and receive less favorable tax treatment than other life insurance policies. The rules are too complex to summarize here, but generally depend on the amount of premiums paid during the first seven Policy years or in the seven Policy years following certain changes in the Policy. Certain changes in the Policy after it is issued could also cause the Policy to be classified as a MEC. Due to the Policy's flexibility, each Policy's circumstances will determine whether the Policy is classified as a MEC. Among other things, a reduction in benefits could cause a Policy to become a MEC. If you do not want your Policy to be classified as a MEC, you should consult a tax advisor to determine the circumstances, if any, under which your Policy would or would not be classified as a MEC.

Upon issue of your Policy, we will notify you as to whether or not your Policy is classified as a MEC based on the initial premium we receive. If your Policy is not a MEC at issue, then you will also be notified of the maximum amount of additional premiums you can pay without causing your Policy to be classified as a MEC. If a payment would cause your Policy to become a MEC, you and your registered representative will be notified. At that time, you will need to notify us if you want to continue your Policy as a MEC. Unless you notify us that you do want to continue your Policy as a MEC, we will refund the dollar amount of the excess premium that would cause the Policy to become a MEC .

 
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Distributions (other than Death Benefits) from MECs. Policies classified as MECs are subject to the following tax rules:

All distributions other than death benefits from a MEC, including distributions upon surrender and cash withdrawals, will be treated first as distributions of gain taxable as ordinary income. They will be treated as tax-free recovery of the owner's investment in the Policy only after all gain has been distributed. Your investment in the Policy is generally your total premium payments. When a distribution is taken from the Policy, your investment in the Policy is reduced by the amount of the distribution that is tax-free.
Loans taken from or secured by (e.g., by assignment) or pledges of such a Policy and increases in cash value secured by such loan or pledge are treated as distributions and taxed accordingly.  If the Policy is part of a collateral assignment split dollar arrangement, the initial assignment as well as increases in cash value during the assignment may be treated as distributions and considered taxable.
A 10% additional federal income tax is imposed on the amount included in income except where the distribution or loan is made when you have attained age 59 ½ or are disabled, or where the distribution is part of a series of substantially equal periodic payments for your life (or life expectancy) or the joint lives (or joint life expectancies) of you and the beneficiary.
If a Policy becomes a MEC, distributions that occur during the Policy year will be taxed as distributions from a MEC. In addition, the IRS has the authority, but has not yet done so, to issue regulations providing that distributions from a Policy that are made within two years before it becomes a MEC will also be taxed in this manner.

Distributions (other than Death Benefits) from Policies that are not MECs. Distributions from a Policy that is not a MEC are generally treated first as a recovery of your investment in the Policy, and as taxable income after the recovery of all investment in the Policy. However, certain distributions which must be made in order to enable the Policy to continue to qualify as a life insurance policy for federal income tax purposes if Policy benefits are reduced during the first 15 Policy years may be treated in whole or in part as ordinary income subject to tax.  Distributions from or loans from or secured by a Policy that is not a MEC are not subject to the 10% additional tax applicable to MECs .

Policy Loans.  Loans from or secured by a Policy that is not a MEC are generally not treated as distributions. Instead, such loans are treated as indebtedness. If a loan from a Policy that is not a MEC is outstanding when the Policy is surrendered or lapses, the amount of the outstanding indebtedness will be taxed as if it were a distribution at that time.  The tax consequences associated with Policy loans outstanding after the first 10 Policy years with preferred loan rates are less clear and a tax advisor should be consulted about such loans.

Deductibility of Policy Loan Interest.  In general, interest you pay on a loan from a Policy will not be deductible. Before taking out a Policy loan, you should consult a tax advisor as to the tax consequences.

Investment in the Policy.  Your investment in the Policy is generally the sum of the premium payments you made. When a distribution from the Policy occurs, your investment in the Policy is reduced by the amount of the distribution that is tax-free.
 
Withholding.  To the extent that Policy distributions are taxable, they are generally subject to withholding for the recipient's federal income tax liability.  The federal income tax withholding rate is generally 10% of the taxable amount of the distribution.  Withholding applies only if the taxable amount of all distributions is at least $200 during a taxable year.  Some states also require withholding for state income taxes.  With the exception of amounts that represent eligible rollover distributions from Pension Plans and 403(b) arrangements, which are subject to mandatory withholding of 20% for federal tax, recipients can generally elect, however, not to have tax withheld from distributions.  If the taxable distributions are delivered to foreign countries, U.S. persons may not elect out of withholding.  Taxable distributions to non-resident aliens are generally subject to withholding at a 30% rate unless withholding is eliminated under an international treaty with the United States. The payment of death benefits is generally not subject to withholding.

 
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Business Uses of the Policy. The Policy may be used in various arrangements, including nonqualified deferred compensation or salary continuance plans, split dollar insurance plans, executive bonus plans, retiree medical benefit plans and others. The tax consequences of such plans and business uses of the Policy may vary depending on the particular facts and circumstances of each individual arrangement and business uses of the Policy. Therefore, if you are contemplating using the Policy in any such arrangement, you should be sure to consult a tax advisor as to tax attributes of the arrangement and in its use of life insurance. In recent years, moreover, Congress and the IRS have adopted new rules relating to nonqualified deferred compensation and to life insurance owned by businesses and life insurance used in split dollar arrangements. The IRS has recently issued new guidance regarding concerns in the use of life insurance in employee welfare benefit plans, including, but not limited to, the deduction of employer contributions and the status of such plans as listed transactions.  Any business contemplating the purchase of a new Policy or a change in an existing Policy should consult a tax advisor.  Recent legislation under Section 101(j) of the Internal Revenue Code has imposed notice, consent and other provisions on policies owned by employers and certain of their affiliates, owners and employees, to receive death benefits tax-free and inserted additional reporting requirements.

Alternative Minimum Tax. There also may be an indirect tax upon the income in the Policy or the proceeds of a Policy under the federal corporate alternative minimum tax, if the policyowner is subject to that tax.

Terminal Illness Accelerated Death Benefit Rider. We believe that the single-sum payment we make under this rider should be fully excludible from the gross income of the beneficiary, except in certain business contexts. You should consult a tax advisor about the consequences of adding this rider to your Policy, or requesting a single-sum payment.

Continuation of Policy Beyond Age 100.  The tax consequences of continuing the Policy beyond the insured’s attained age 100 are unclear and may include taxation of the gain in the Policy at the original maturity date or the taxation of the death benefit in whole or in part.  You should consult a tax advisor if you intend to keep the Policy in force beyond the insured’s attained age 100.

Other Tax Considerations. The transfer of the Policy or designation of a beneficiary may have federal, state, and/or local transfer and inheritance tax consequences, including the imposition of gift, estate, and generation-skipping transfer taxes. The individual situation of each owner or beneficiary will determine the extent, if any, to which federal, state, and local transfer and inheritance taxes may be imposed and how ownership or receipt of Policy proceeds will be treated for purposes of federal, state and local estate, inheritance, generation-skipping and other taxes. Special Rules for Pension Plans and Section 403(b) Arrangements.  If the Policy is purchased in connection with a section 401(a) qualified pension or profit sharing plan, including a section 401(k) plan, or in connection with a section 403(b) plan or program, federal and state and estate tax consequences could differ from those stated in this prospectus.  The purchase may also affect the qualified status of the plan.  You should consult a qualified tax advisor  in connection with such purchase.  Policies owned under these types of plans may be subject to the Employee Retirement Income Security Act of 1974, or ERISA, which may impose additional requirements on the purchase of policies by such plans.  You should consult a qualified advisor regarding ERISA.

Please Note: In 2001, Congress enacted the Economic Growth and Tax Relief Reconciliation Act of 2001 (“EGTRRA”), which modified the estate, gift and generation-skipping transfer taxes through 2009 and eliminated the estate tax (but not the gift tax) and replaced it with a carryover basis income tax regime for estates of decedents dying in 2010, and also eliminated the generation-skipping transfer tax for transfers made in 2010.   Recent legislation has generally extended the EGGTRA provisions existing in 2009 and reunified the estate and gift transfer taxes for 2011 and 2012.   The uncertainty as to future estate, gift and generation-skipping transfer taxes underscores the importance of seeking guidance from a qualified advisor to help ensure that your estate plan adequately addresses your needs and that of your beneficiaries under all possible scenarios.

 
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Other Policy Information                                                                                                                                          
 
Settlement Options
 
If you surrender the Policy, you may elect to receive the net surrender value in either a lump sum or as a series of regular income payments under one of the three settlement options described below. In either event, life insurance coverage ends. Also, when the surviving insured dies, the beneficiary may apply the lump sum death benefit proceeds to one of the same settlement options. If the regular payment under a settlement option would be less than $20, we will instead pay the proceeds in one lump sum. We may make other settlement options available in the future.

Once we begin making payments under a settlement option, you or the beneficiary will no longer have any value in the subaccounts or the fixed account. Instead, the only entitlement will be the amount of the regular payment for the period selected under the terms of the settlement option chosen. Depending upon the circumstances, the effective date of a settlement option is the surrender date or the surviving insured's date of death.

Under any settlement option, the dollar amount of each payment will depend on four things:

 
 
·  T he amount of the surrender on the surrender date or death benefit proceeds on the surviving insured's date of death .
                       ●
T he interest rate we credit on those amounts (we guarantee a minimum annual interest rate of 4.0%) .
T he mortality tables we use .
T he specific payment option(s) you choose.

 
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Option 1--Equal Monthly
Installments for a Fixed Period
We will pay the proceeds, plus interest, in equal monthly installments for a fixed period of your choice, but not longer than 240 months.
 
We will stop making payments once we have made all the payments for the period selected.
     
Option 2--Equal Monthly Installments for Life (Life Income)
At your or the beneficiary's direction, we will make equal monthly installments:
 
O nly for the life of the payee , at the end of which payments will end; or
 
F or the longer of the payee's life , or for 10 years if the payee dies before the end of the first 10 years of payments; or
 
F or the longer of the payee's life , or until the total amount of all payments we have made equals the proceeds that were applied to the settlement option.
     
Option 3--Equal Monthly Installments for the Life of the Payee and then to a Designated Survivor (Joint and Survivor)
We will make equal monthly payments during the joint lifetime of two persons, first to a chosen payee, and then to a co-payee, if living, upon the death of the payee.
 
Payments to the co-payee, if living, upon the payee's death will equal either:
   
>
T he full amount paid to the payee before the payee's death; or
   
>
T wo-thirds of the amount paid to the payee before the payee's death.
 
All payments will cease upon the death of the co-payee.
 
Benefits at Maturity
 
If the insured is living and the Policy is in force, the Policy will mature on the Policy anniversary nearest the insured's 95th birthday. This is the maturity date. On the maturity date we will pay you the net surrender value of your Policy.

If your Policy was issued before May 1, 1999, and you send a written request to our mailing address, we may extend the maturity date if your Policy is still in force on the maturity date and there are no adverse tax consequences in doing so.  You must submit a written request to our mailing address for the extension between 90 and 180 days prior to the maturity date.  We must agree to the extension.

If your Policy was issued on or after May 1, 1999, and you send a written request to our mailing address, we will extend the maturity date if your Policy is still in force on the maturity date.  Any riders in force on the scheduled maturity date will terminate on that date and will not be extended. Interest on any outstanding Policy loans will continue to accrue during the period for which the maturity date is extended.  You must submit a written request to our office for the extension between 90 and 180 days prior to the maturity date and elect one of the following:

1.
If you had previously selected death benefit Option B, we will change the death benefit to Option A. On each valuation date, we will adjust the specified amount to equal the cash value, and the limitation percentage will be 100%. We will not permit you to make additional premium payments unless it is required to prevent the Policy from lapsing. We will waive all future monthly deductions; or
2.
We will automatically extend the maturity date until the next Policy anniversary. You must submit a written request to our office, between 90 and 180 days before each subsequent Policy anniversary, stating that you wish to extend the maturity date for another Policy year. All benefits and charges will continue as set forth in your Policy. We will charge the then current cost of insurance rates.

If you choose 2 above, you may change your election to 1 above at any time. However, if you choose 1 above, then you may not change your election to 2 above.

 
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The tax consequences of extending the maturity date beyond the 100th birthday of the insured are uncertain and may include taxation of the gain in the Policy at the original maturity date or taxation of the death benefit in whole or in part.  You should consult a tax advisor as to those consequences.
 
 
 
Payments We Make
 
We usually pay the amounts of any surrender, cash withdrawal, death benefit proceeds, or settlement options within seven calendar days after we receive all applicable written notices and/or due proofs of death at our mailing address. However, we can postpone such payments if any of the following occur :

T he NYSE is closed, other than customary weekend and holiday closing, or trading on the NYSE is restricted as determined by the SEC .
T he SEC permits, by an order, the postponement for the protection of policyowners .
T he SEC determines that an emergency exists that would make the disposal of securities held in the separate account or the determination of their value not reasonably practicable.
·
When mandated under applicable law.
·
If, pursuant to SEC rules, either the Transamerica AEGON Money Market VP portfolio or the ProFund VP Money Market portfolio suspends payment of redemption proceeds in connection with a liquidation of such portfolio, we will delay payment of any transfer, partial withdrawal, surrender, loan, or death benefit from the Transamerica AEGON Money Market sub-account or the ProFund VP Money Market subaccount until the portfolio is liquidated.

If you have submitted a recent check or draft, we have the right to defer payment of surrenders, cash withdrawals, death benefit proceeds, or payments under a settlement option until such check or draft has been honored. We also reserve the right to defer payment of transfers, cash withdrawals, death benefit proceeds, or surrenders from the fixed account for up to six months.

If mandated under applicable law, we may be required to reject a premium payment and/or block a policyowner's account and thereby refuse to pay any request for transfers, withdrawals, surrenders, loans or death benefits until instructions are received from the appropriate regulators.  We may also be required to provide additional information about you or your account to governmental regulators.
 
Split Dollar Arrangements
 
You may enter into a split dollar arrangement with another owner or another person(s) whereby the payment of premiums and the right to receive the benefits under the Policy (i.e., cash surrender value of insurance proceeds) are split between the parties. There are different ways of allocating these rights.

For example, an employer and employee might agree that under a Policy on the life of the employee, the employer will pay the premiums and will have the right to receive the cash surrender value. The employee may designate the beneficiary to receive any insurance proceeds in excess of the cash surrender value. If the employee dies while such an arrangement is in effect, the employer would receive from the insurance proceeds the amount that he would have been entitled to receive upon surrender of the Policy and the employee's beneficiary would receive the balance of the proceeds.

No transfer of Policy rights pursuant to a split dollar arrangement will be binding on us unless in writing and received by us at our mailing address. Split dollar arrangements may have tax consequences. You should consult a tax advisor before entering into a split dollar arrangement.

On July 30, 2002, President Bush signed into law significant accounting and corporate governance reform legislation, known as the Sarbanes-Oxley Act of 2002 (the “Act”).  The Act prohibits, with limited exceptions, publicly-traded companies, including non-U.S. companies that have securities listed on exchanges in the United States, from extending, directly or through a subsidiary, many types of personal loans to their directors or executive officers.  It is possible that this prohibition may be interpreted as applying to split-dollar life insurance policies for directors and executive officers of such companies, since such insurance arguably can be viewed as involving a loan from the employer for at least some purposes.

 
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Although the prohibition on loans of publicly-traded companies was generally effective as of July 30, 2002, there is an exception for loans outstanding as of the date of enactment, so long as there is no material modification to the loan terms and the loan is not renewed after July 30, 2002.  Any affected business contemplating the payment of a premium on an existing Policy, or the purchase of a new Policy, in connection with a split-dollar life insurance arrangement should consult legal counsel.

In addition, the IRS issued guidance that affects the tax treatment of split-dollar arrangements and the Treasury Department issued final regulations that would significantly affect the tax treatment of such arrangements.  The IRS guidance and the final regulations affect all split dollar arrangements, not just those involving publicly-traded companies.  Consult your qualified tax advisor with respect to the effect of this current and proposed guidance on your split dollar policy.
 
 
                                                               Policy Termination
 
                          Your Policy will terminate on the earliest of:

T he maturity date .
T he end of the grace period .
T he date the insured dies .
T he date the Policy is surrendered.

 
Assignment of the Policy
 
You may assign your Policy by giving us written notice.  We reserve the right, except to the extent prohibited by applicable laws, regulations, or actions of the State insurance commissioner, to require that the assignment will be effective only upon acceptance by us, and to refuse assignments or transfers at any time on a non-discriminatory basis.

Supplemental Benefits (Riders) 

The following supplemental benefits (riders) are available and may be added to your Policy. Monthly charges for these riders are deducted from the cash value as part of the monthly deductions. The riders available with the Policies do not build cash value and provide benefits that do not vary with the investment experience of the separate account. For purposes of the riders, the primary insured is the person insured under the Policy. These riders may not be available in all states, certain benefits and features may vary by state and they may be available under a different name in some states. Adding these supplemental benefits to an existing Policy or canceling them may have tax consequences; you should consult a tax advisor before doing so.

Primary Insured Rider ("PIR") and Primary Insured Rider Plus ("PIR Plus")

Under the PIR and the PIR Plus, we provide term insurance coverage on a different basis from the coverage in your Policy.

Features of PIR and PIR Plus:
The rider increases the Policy's death benefit by the rider's face amount.
 
The PIR may be purchased from issue ages 0-70.
 
The PIR Plus may be purchased from issue ages 18-70.
 
The PIR terminates when the insured turns 90 or 95 as stated in the rider issued to you (depending on the issue date and state availability), and the PIR Plus terminates when the insured turns 85 or 95.
 
The minimum purchase amount for the PIR and PIR Plus is $25,000. There is no maximum purchase amount.
 
We do not assess any additional surrender charge for PIR and PIR Plus.
 
Generally PIR and PIR Plus coverage costs less than the insurance coverage under the Policy, but has no cash value.
 
You may cancel or reduce your rider coverage without decreasing your Policy's specified amount.
 
You may generally decrease your specified amount without reducing your rider coverage.

 
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Subject to the following conditions, on any Monthiversary while this rider is in force, you may convert this rider to a new Policy on the primary insured’s life without evidence of insurability.

Conditions to convert the rider:
Your request must be in writing and sent to our mailing address, in good order.
 
The primary insured has not reached his/her 70 th birthday.
 
The new policy is any permanent insurance policy that we currently offer for conversion.
 
Subject to the minimum specified amount required for the new policy, the amount of the insurance under the new policy will equal the specified amount in force under the rider as long as it meets the minimum specified amount requirements of a Base Policy.
 
We will base your premium on the primary insured's underwriting class under the rider.
     
Termination of the rider:
The rider will terminate on the earliest of:
 
When the insured turns 90 or 95 as stated in the rider issued to you (depending on the issue date and state availability) for a PIR and when the insured turns 85 or 95 for PIR Plus; or
 
The date the Policy terminates for any reason except for the death of the primary insured; or
 
The date you fully convert the rider; or
 
The Monthiversary on which you terminate the rider by written request in good order, to our mailing address.

It may cost you less to reduce your PIR or PIR Plus coverage than to decrease your Policy’s specified amount, because we do not deduct a surrender charge in connection with your PIR or PIR Plus.  It may cost you more to keep a higher specified amount under the Base Policy, because the specified amount may have a cost of insurance that is higher than the cost of the same amount of coverage under your PIR or PIR Plus. Please refer to the applicable fee tables for your Policy to determine the respective charges for this rider.

You should consult your registered representative to determine if you would benefit from PIR or PIR Plus. We may discontinue offering PIR or PIR Plus at any time. We may also modify the terms of these riders for new policies.

Other Insured Rider

This rider may insure the spouse (or a non-spouse Other Insured where required by state law) and/or dependent children of the primary insured.  Please note that if a non-spouse Other Insured, as required under state law, is the Other Insured, there may be adverse tax consequences.  Subject to the terms of the rider, we will pay the face amount of the rider to the primary insured. Available for other insured issue ages 0-80, our minimum face amount for this rider is $10,000. The maximum face amount is the lesser of $500,000 or the amount of coverage on the primary insured.  The maximum number of Other Insured Riders that is allowed on any one Policy is five (5).  We will pay the rider's face amount when we receive proof, in good order at our administrative office, of the Other Insured's death.  Subject to the following conditions, on any Monthiversary while the rider is in force, you may convert it to a new policy on the Other Insured's life (without evidence of insurability).

 
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Conditions to convert the rider :
Your request must be in writing and sent to our mailing address.
 
The Other Insured has not reached his/her 70 th birthday.
 
The new policy is any permanent insurance policy that we currently offer.
 
Subject to the minimum specified amount required for the new policy, the amount of the insurance under the new policy will equal the face amount in force under the rider as long as it meets the minimum specified amount requirements of the original Policy.
 
We will base your premium on the Other Insured's underwriting class under the rider.
     
Termination of the rider:
The rider will terminate on the earliest of:
 
The maturity date of the Policy; or
 
The Policy anniversary nearest to the insured's 95 th birthday; or
 
The date the Policy terminates for any reason except for death of the primary insured; or
 
The date of conversion of this rider; or
 
The Monthiversary on which the rider is terminated upon written request by the owner.


Children's Insurance Rider

This rider provides insurance on the primary insured’s children who are between the ages of 15 days and 18 years old on the effective date of the rider or when later added to the rider due to birth or legal adoption .  The coverage for any insured child will terminate on the Monthiversary following that child’s 25 th birthday. Our minimum face amount for this rider is $2,000 and the maximum face amount is $10,000. We will pay a death benefit once we receive proof, in good order at our administrative office, that the insured child died while the rider was in force for that child. At each child’s age 25 this rider may be converted to a new policy for up to five times the face amount of the rider. If the primary insured dies while the rider is in force, we will terminate the rider 31 days after the death, and we will offer a separate life insurance policy to each insured child for an amount equal to the face amount of the rider.

Accidental Death Benefit Rider

Available for primary insured issue ages 15 -   59, our minimum specified amount for this rider is $10,000. The maximum specified amount available for the rider is the lesser of (i) $150,000 or (ii) 150% of the Policy's specified amount.

Subject to certain limitations, we will pay the specified amount if the death of the primary insured  results solely from accidental bodily injury where:

T he death is caused by external, violent, and accidental means .
T he death occurs within 90 days of the accident .
T he death occurs while the rider is in force.

The rider will terminate on the earliest of:

T he Policy anniversary nearest the primary insured's 70th birthday;   or
T he date the Policy terminates; or
T he Monthiversary when the rider terminates at the owner's request.

 
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Other Insured Rider

This rider may insure the spouse (or a non-spouse Other Insured where required by state law) and/or dependent children of the primary insured.  Please note that if a non-spouse Other Insured, as required under state law, is the Other Insured, there may be adverse tax consequences.  Subject to the terms of the rider, we will pay the face amount of the rider to the primary insured. Available for other insured issue ages 0-80, our minimum face amount for this rider is $10,000. The maximum face amount is the lesser of $500,000 or the amount of coverage on the primary insured.  The maximum number of Other Insured Riders that is allowed on any one Policy is five (5).  We will pay the rider's face amount when we receive proof, in good order at our administrative office, of the Other Insured's death.  Subject to the following conditions, on any Monthiversary while the rider is in force, you may convert it to a new policy on the Other Insured's life (without evidence of insurability).

Conditions to convert the rider:
Y our request must be in writing and sent to our mailing address .
 
T he Other Insured has not reached his/her 70th birthday .
 
T he new policy is any permanent insurance policy that we currently offer .
 
S ubject to the minimum specified amount required for the new policy, the amount of the insurance under the new policy will equal the face amount in force under the rider as long as it meets the minimum specified amount requirements of the original Policy .
 
We will base your premium on the Other Insured's underwriting class under the rider.
     
Termination of the rider:
The rider will terminate on the earliest of:
 
T he maturity date of the Policy;   or
 
T he Policy anniversary nearest to the insured's 95th birthday;   or
 
T he date the Policy terminates for any reason except for death of the primary insured;   or
 
T he date of conversion of this rider; or
 
T he Monthiversary on which the rider is terminated upon written request by the owner.

Disability Waiver Rider

Subject to certain conditions, we will waive the Policy's monthly deductions while the insured is disabled. You may  purchase this rider if the primary insured’s   issue age is between 15 and 55 years of age at the time the rider is purchased .

Before we waive any monthly deductions, w e must receive proof , in good order, at our administrative office   that:

The primary insured is totally disabled .
T he   rider was in force when the insured became disabled .
The primary insured ’s total disability began   before the Policy anniversary nearest his/her 60th birthday; and
T he primary insured ’s total disability has existed   continuously  for at least six months.

We will not waive any deduction that becomes due more than one year before we receive written notice of your claim , after the primary insured’s recovery from disability, or after termination of this rider. While the primary insured is totally disabled and receiving benefits under this rider, no grace period will begin for the Policy provided that the cash value minus loans and accrued loan interest remains positive. It is possible that additional premium payments will be required to keep the Policy in force while the waiver of monthly deductions benefit is being paid.  

 
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Termination of the rider:
The rider will terminate on the earliest of:
 
 
· 
The Policy anniversary on or following the primary insured’s 60 th birthday, unless the primary insured is totally disabled; or
 
· 
The date of recovery from disability (with respect to benefits accruing during the continuance of an existing total disability after the Policy anniversary on or following the primary insured’s 60 th birthday); or
 
· 
The date the Policy terminates; or
 
· 
The Monthiversary on which this rider is terminated on written request by the owner.

Disability Waiver and Income Rider

This rider has the same benefits as the Disability Waiver Rider, but adds a monthly income benefit for up to 120 months. This rider may be purchased if the insured’s issue age is 15-55 years of age. The minimum income amount for this rider is $10. The maximum income amount is the lesser of 0.2% of your specified amount or $300 per month.

Terminal Illness Accelerated Death Benefit Rider

This rider allows us to pay all or a portion of the death benefit once we receive satisfactory proof in good order, at our administrative office that the insured is ill and has a life expectancy of one year or less. A doctor must certify the insured's life expectancy.

We will pay a "single-sum benefit" equal to:

T he death benefit on the date we pay the single-sum benefit; multiplied by
T he election percentage of the death benefit you elect to receive; divided by
1 + i ( where "i" equals the interest rate determined under the Internal Revenue Code Section 846(c)(2) (also known as the Applicable Federal Interest Rate (3.46% for 2011) or the Policy loan interest rate expressed in arrears, whichever is greater) (“discount factor”); minus
A ny indebtedness at the time we pay the single-sum benefit, multiplied by the election percentage.

The maximum terminal illness death benefit used to determine the single-sum benefit as defined above is equal to:

T he death benefit available under the Policy once we receive satisfactory proof that the insured is ill; plus
T he benefit available under any PIR or PIR Plus in force.
A single-sum benefit may not be greater than $500,000.

The election percentage is a percentage that you select. It may not be greater than 100%.

We will not pay a benefit under the rider if the insured's terminal condition results from self-inflicted injuries that occur during the period specified in your Policy's suicide provision.

The rider terminates at the earliest of:

T he date the Policy terminates .
T he date a settlement option takes effect .
T he date we pay a single-sum benefit .
T he date you terminate the rider.

We do not assess an administrative charge for this rider; however, we do reduce the single sum benefit by a discount factor to compensate us for lost income due to the early payment of the death benefit. This rider may not be available in all states, or its terms may vary depending on a state's insurance law requirements.

 
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For example, suppose before the owner elects the single sum benefit, a Policy has a $400,000 death benefit and a $10,000 loan balance.  The Applicable Federal Interest Rate for 201 1 is 3.46 % and the Policy loan interest rate is 5.2% in advance, or 5.49 in arrears (Policies issued before a certain date would use 7.4% in advance; see “Loans” in this prospectus).  Because the greater of these is 5.49%, that is the interest rate that will be used to discount the single sum benefit.  The owner elects to accelerate 50% of the death benefit, so the single sum benefit equals $184,600, which is [($400,000 x 0.50 / 1.0549) - ($10,000 x 0.50)]. After the acceleration, the remaining death benefit is $200,000, which is 50% of $400,000, and all Policy values will be reduced by 50%.

The tax consequences requesting payment under this rider are uncertain and you should consult a tax advisor before doing so.

Additional Information 

Sending Forms and Transaction Requests in Good Order

We cannot process your instructions to process a transaction relating to the policy until we have received your instructions in good order at our mailing address (or our administrative office or website as appropriate) .  "Good order" means the actual receipt by us of the instructions relating to a transaction in writing   or, when appropriate, by telephone or facsimile, or electronically   along with all forms, information and supporting legal documentation (including any required spousal or joint owner's consents) we require in order to effect the transaction.  To be in "good order," instructions must be sufficiently clear so that we do not need to exercise any discretion to follow such instructions.

Sale of the Policies
 
Distribution and Principal Underwriting Agreement. TCI, our affiliate, serves as principal underwriter for the Policies. We entered into a principal underwriting and distribution agreement with TCI for the distribution and sale of the Policies effective May 1, 2007.  We pay commissions to TCI, which are passed on to selling firms (see below), and  reimburse TCI for certain expenses it incurs in order to pay for the distribution of the Policies (e.g., commissions payable to selling firms selling the Policies, as described below.)

Compensation to Broker-Dealers Selling the Policies.  The Policies are offered to the public through broker-dealers ("selling firms") that are licensed under the federal securities laws; the selling firm and/or its affiliates are also licensed under state insurance laws.  The selling firms have entered into written selling agreements with us and with TCI as principal underwriter for the Policies.  We pay commissions through TCI to the selling firms for their sales of the Policies.

A limited number of affiliated and unaffiliated broker-dealers, including TFA, may also be paid commissions and overrides to “wholesale” the Policies, that is, to provide sales support and training to sales representatives at selling firms.  We may also provide compensation to a limited number of broker-dealers for providing ongoing service in relation to Policies that have already been purchased.

The selling firms are paid commissions for the promotion and sale of the Policies according to one or more schedules.  The amount and timing of commissions may vary depending on the selling agreement. The sales commission paid to broker-dealers during 20 1 0 was, on average, 2.75 % of all premiums made during Policy years 2 – 10.  We will pay an additional trail commission of up to 0. 75 % of the Policy's subaccount value (excluding the fixed account) on the Policy anniversary if the cash value (minus amounts attributable to loans) equals at least $10,000. Additional sales commissions may also be payable on premiums paid as a result of an increase in specified amount.  Some selling firms may be required to return first year commissions (less surrender charge) if the Policy is not continued through the first two Policy years.

To the extent permitted by FINRA rules, Western Reserve, TFA, WGS  and other affiliated parties may pay (or allow other broker-dealers to provide) promotional incentives or payments in the form of cash or non-cash compensation or reimbursement to some, but not all, selling firms and their sales representatives.  These arrangements, which may be referred to as “revenue sharing arrangements,” are described further below.

 
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The sales representative who sells you the Policy typically receives a portion of the compensation we (and our affiliates) pay to his or her selling firm, depending on the agreement between the selling firm and its sales representative and the firm’s internal compensation program.  These programs may include other types of cash and non-cash compensation and other benefits.  Ask your sales representative for further information about the compensation your sales representative, and the selling firm that employs your sales representative, may receive in connection with your purchase of a Policy.  Also inquire about any revenue sharing arrangements that we and our affiliates may have with the selling firm, including the conflicts of interests that such arrangements may create.

Special Compensation for Affiliated Wholesaling and Selling Firms.  Our parent company provides paid-in capital to TCI and pays for TCI’s operating and other expenses, including costs for facilities, legal and accounting services, and other internal administrative functions.   Western Reserve’s two main distribution channels are TFA and WGS, both affiliates, who sell Western Reserve products.

Western Reserve covers the cost of TFA’s various facilities, third-party services and internal administrative functions, including employee salaries, sales representative training and computer systems, that are provided directly to TFA.  These facilities and services are necessary for TFA’s administration and operation, and Western Reserve is compensated by TFA for these expenses based on TFA’s usage.  In addition, Western Reserve and other affiliates pay for certain sales expenses of TFA, including the costs of preparing and producing prospectuses and sales promotional materials for the Policy.

Sales representatives and their managers at TFA and WGS may receive directly or indirectly additional cash benefits and non-cash compensation or reimbursements from us or our affiliates.  Additional compensation or reimbursement arrangements may include payments in connection with TFA’s and/or WGS’s conferences or seminars, sales or training programs for invited selling representatives and other employees, seminars for the public, trips (such as travel, lodging and meals in connection therewith), entertainment, merchandise and other similar items, and payments, loans or loan guaranties to assist a firm or representative in connection with systems, operating, marketing and other business expenses.  The amounts may be significant and may provide us with increased access to the sales representatives.

In addition, TFA’s managers and/or sales representatives who meet certain productivity standards may be eligible for additional compensation.  Sales of the Policies by affiliated selling firms may help sales representatives and/or their managers qualify for certain cash or non-cash benefits, and may provide such persons with special incentive to sell our Policies.  For example, TFA’s and WGS’s registered representatives, general agents, marketing directors and supervisors may be eligible to participate in a voluntary stock purchase plan that permits participants to purchase stock of AEGON N.V. (Western Reserve’s ultimate parent) by allocating a portion of the commissions they earn to purchase such shares.  A portion of the contributions of commissions by TFA’s representatives may be matched by TFA.  TFA’s and WGS’s registered representatives may also be eligible to participate in a stock option and award plan.  Registered representatives who meet certain production goals will be issued options on the stock of AEGON N.V.

Additional Compensation that We Pay to Selected Selling Firms.  We may pay certain selling firms additional cash amounts for “preferred product” treatment of the Policies in their marketing programs in order to receive enhanced marketing services and increased access to their sales representatives.  In exchange for providing us with access to their distribution network, such selling firms may receive additional compensation or reimbursement for, among other things, the hiring and training of sales personnel, marketing, sponsoring of conferences and seminars, and/or other services they provide to us and our affiliates.  To the extent permitted by applicable law, we and other parties may allow other non-cash incentives and compensation to be paid to these selling firms.  These special compensation arrangements are not offered to all selling firms and the terms of such arrangements may differ between selling firms.

Special compensation arrangements are calculated in different ways by different selling firms and may be based on past or anticipated sales of the Policies or other criteria.  For instance, overrides were offered as incentives to our affiliates, TFA and Life Investors Financial Group in 2010.
 
WRL paid $2,907.57 as a production bonus to Harbour Investments, Inc. under a preferred product arrangement in 2010.

 
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No specific charge is assessed directly to policyowners or the separate account to cover commissions and other incentives or payments described above.  We do intend to recoup commissions and other sales expenses and other incentive we pay, however, through fees and charges deducted under the Policy and other corporate revenue.

You should be aware that a selling firm or its sales representatives may receive different compensation or incentives for selling one product over another.  In some cases, these differences may create an incentive for the selling firm or its sales representatives to recommend or sell this Policy to you.  You may wish to take such incentives into account when considering and evaluating any recommendation relating to the Policies.

Legal Proceedings

Western Reserve, like other life insurance companies, is involved in lawsuits, including class action lawsuits. In some lawsuits involving insurers, substantial damages have been sought and/or material settlement payments have been made. Although the outcome of any litigation cannot be predicted with certainty, at the present time, it appears that there are no pending or threatened lawsuits that are likely to have a material adverse impact on the separate account, on TCI's ability to perform under its principal underwriting agreement, or on Western Reserve's ability to meet its obligations under the Policy.


Financial Statements

The financial statements of Western Reserve and the separate account are included in the SAI.

Additional information regarding the investment performance of the portfolios appears in the fund prospectuses, which accompany this prospectus.


 
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Glossary                                                                                                                                          

accounts
The options to which you can allocate your money.  The accounts include the fixed account and the subaccounts in the separate account.
   
administrative office
Our administrative office address is P.O. Box 9008 , Clearwater, Florida, 33758- 9008 .  Our street address is 570 Carillon Parkway, St. Petersburg, Florida, 33716.  Our phone number is 1-800-851-9777; our facsimile numbers are 1-727-299-1648 (for subaccount transfers only); and 1-727-299-1620 ( for all other fax requests ) .  Our administrative office serves as the recipient of all website (www.westernreserve.com), telephonic and facsimile transactions, including, but not limited to transfer requests and premium payments made by wire transfer and through electronic credit and debit transactions (e.g., payments through direct deposit, debit transfers, and forms of e-commerce payments), and claims forms.   Our hours are Monday – Friday from 8:30 a.m. – 7:00 p.m. Eastern time.  Please do not send any checks or non-claims related correspondence or notices to this office; send them to the mailing address.
   
attained age
The issue age of the person insured, plus the number of completed years since the Policy date.
   
base policy
The WRL Freedom Equity Protector variable life insurance policy without any supplemental riders.
   
beneficiary(ies)
The person or persons you select to receive the death benefit from the Policy.  You name the primary beneficiary and contingent beneficiaries.
   
cash value
The sum of your Policy's value in the subaccounts and the fixed account.  If there is a Policy loan outstanding, the cash value includes any amounts held in our fixed account to secure the Policy loan.
   
death benefit proceeds
The amount we will pay to the beneficiary(ies) on the insured's death. The death benefit proceeds are reduced by any outstanding loan amount, including accrued interest, and any charges that are due and payable if the insured dies during the grace period. We will increase the death benefit proceeds by any interest you paid in advance on the loan for the period between the date of death and the next Policy anniversary.
   
fixed account
An option to which you may allocate net premiums and cash value.  We guarantee that any amounts you allocate to the fixed account will earn interest at a declared rate.  The fixed account is part of our general account.  The fixed account is not available to you if your Policy was issued in the State of New Jersey.
   
free look period
The period during which you may return the Policy and receive a refund as described in th is prospectus.  The length of the free look period varies by state.  The free look period is listed in the Policy.
   
funds
Investment companies which are registered with the U.S. Securities and Exchange Commission.  The Policy allows you to invest in the portfolios of the funds through our subaccounts.  We reserve the right to add other registered investment companies to the Policy in the future.
   
good order
An instruction that is received by the Company, along with all forms, information and supporting legal documentation (including any required spousal or joint owner’s consents), that is sufficiently complete and clear so that the Company does not need to exercise any discretion to follow such instruction.  All orders to process a withdrawal request , a loan request ,   a request to surrender your Policy , a fund transfer request , or a death benefit claim must be in good order.
 
 
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guideline premium
The level annual premium payment you must pay so that we can provide the benefits you selected through the maturity date.  The amount of the payment is based on particular facts relating to the insured and certain assumptions allowed by law.  The guideline premium is shown on your Policy schedule page.
   
in force
While coverage under the Policy is active and the insured's life remains insured.
   
indebtedness
Outstanding loans plus any accrued interest at the time your Policy lapsed.
   
initial premium
The amount you must pay before insurance coverage begins under the Policy.  The initial premium is shown on the schedule page of your Policy.
   
insured
The person whose life is insured by the Policy.
   
issue age
The insured's age on his or her birthday nearest to the Policy date.
   
lapse
When life insurance coverage ends because you do not have enough cash value in the Policy to pay the monthly deductions, the surrender charge and any outstanding loan amount, and you have not made a sufficient payment by the end of a grace period.
   
loan amount
The total amount of all outstanding Policy loans, including both principal and interest due.
   
loan reserve account
A part of the fixed account to which amounts are transferred as collateral for Policy loans.
   
mailing address
Our mailing address is 4333 Edgewood Road, N.E., Cedar Rapids, Iowa, 52499.  All premium payments and loan repayments made by check, correspondence and notices must be sent to this address.
   
maturity date
The Policy anniversary nearest the insured's 95th birthday if the insured is living and the Policy is still in force.  It is the date when life insurance coverage under this Policy ends. You may continue coverage, at your option, under the Policy's extended maturity date benefit provision.
   
minimum monthly guarantee premium
The amount shown on your Policy schedule page that we use during the no lapse period to determine whether a grace period will begin. We make this determination whenever your net surrender value is not enough to meet monthly deductions.  If you pay your minimum monthly guarantee premium each month during the no lapse period, your Policy will not lapse, so long as you do not take a loan, increase the specified amount, or add a rider.
   
Monthiversary
This is the day of each month when we determine Policy charges and deduct them from cash value.  It is the same date each month as the Policy date.  If there is no valuation date in the calendar month that coincides with the Policy date, the Monthiversary is the next valuation date.
   
monthly deductions
The monthly Policy charge, plus the monthly cost of insurance, plus the monthly charge for any riders added to your Policy.
   
mortality and expense risk charge
This charge is a daily deduction from each subaccount that is taken before determining the unit value of that subaccount.
   
net premium
The part of your premium that we allocate to the fixed account or the subaccounts.  The net premium is equal to the premium you paid minus the premium expense charge and the premium collection charge.
 
 
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net surrender value
The amount we will pay you if you surrender the Policy while it is in force.  The net surrender value on the date you surrender is equal to: the cash value minus any surrender charge, minus any outstanding loan amount, plus any interest you paid in advance on the loan for the period between the date of surrender and the next Policy anniversary.
   
no lapse date
Except as described in the endorsement shown in the “Policy Lapse and Reinstatement” section, the no lapse date is defined as follows. For a Policy issued to any insured ages 0-60, the no lapse date is either the anniversary on which the insured's attained age is 65 or the tenth Policy anniversary, whichever is earlier.  For a Policy issued to an insured ages 61-75, the no lapse date is the fifth Policy anniversary.  The no lapse date is specified in your Policy, or as described in the endorsement.
   
no lapse period
The period of time between the Policy date and the no lapse date during which the Policy will not lapse if certain conditions are met.
   
NYSE
The New York Stock Exchange.
   
planned periodic premium
A premium payment you make in a level amount at a fixed interval over a specified period of time.
   
Policy date
The date when our underwriting process is complete, full life insurance coverage goes into effect, we begin to make monthly deductions, and your initial net premium is allocated to the  Transamerica Money Market subaccount.  The Policy date is shown on the schedule page of your Policy.  We measure Policy months, years, and anniversaries from the Policy date.
 
portfolio
One of the separate investment portfolios of a fund.
   
premium expense charge
The charge that is deducted from each premium payment before determining the net premium that will be credited to the cash value.
   
premiums
All payments you make under the Policy other than loan repayments.
   
record date
The date we record your Policy on our books and your Policy is issued , and we allocate your cash value from the  Transamerica AEGON Money Market subaccount to the accounts that you selected on your application.
   
separate account
The WRL Series Life Account. It is a separate investment account that is divided into subaccounts. We established the separate account to receive and invest net premiums under the Policy and other variable life insurance policies we issue.
   
specified amount
The minimum death benefit we will pay under the Policy provided the Policy is in force.  The initial specified amount of life insurance that you have selected is shown on the Policy’s schedule page, unless you increase or decrease the specified amount. The in force specified amount (also referred to as the current specified amount) is the initial specified amount, adjusted for any increases or decreases in the Base policy’s specified amount. In addition, we will reduce the specified amount by the dollar amount of any cash withdrawal if you choose the Option A (level) death benefit.
   
subaccount
A subdivision of the separate account that invests exclusively in shares of one investment portfolio of a fund.
   
surrender charge
If, during the first 15 Policy years, you fully surrender the Policy, we will deduct a surrender charge from your cash value.  We will deduct an additional surrender charge for 15 years following an increase in the specified amount.
 
 
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termination
When the insured's life is no longer insured under the Policy or any rider, and the Policy and any rider are no longer in force.
   
valuation date
Each day the New York Stock Exchange is open for trading.  Western Reserve is open for business whenever the New York Stock Exchange is open.   Please Note: Any day that Western Reserve is open for business, but the New York Stock Exchange is not open for normal trading, is not considered a valuation date.
   
valuation period
The period of time over which we determine the change in the value of the subaccounts.  Each valuation period begins at the close of normal trading on the New York Stock Exchange (usually 4:00 p.m. Eastern time on each valuation date) and ends at the close of normal trading of the New York Stock Exchange on the next valuation date.
   
we, us, our, the Company (Western Reserve)
Western Reserve Life Assurance Co. of Ohio.
   
written notice
The written notice you must sign and send us to request or exercise your rights as owner under the Policy.  To be complete, it must: (1) be in a form we accept, (2) contain the information and documentation that we determine we need to take the action you request, and (3) be received at our mailing address.
   
you, your (owner or policyowner)
The person entitled to exercise all rights as owner under the Policy.


 
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Appendix A – Illustrations 

The following illustrations show how certain values under a sample Policy would change with different rates of fictional investment performance over an extended period of time.  In particular, the illustrations show how the death benefit, cash value, and net surrender value under a Policy issued to an insured of a given age, would change over time if the premiums indicated were paid and the return on the assets in the subaccounts were a uniform gross annual rate (before any expenses) of 0%, 6% or 10%.   These illustrations also assume some premium allocation into the fixed account. The tables illustrate Policy value that would result based on assumptions that you pay the premiums indicated, you do not change your specified amount, and you do not take any cash withdrawals or Policy loans.  The values under the Policy will be different from those shown even if the returns averaged 0%, 6% or 10%, but fluctuated over and under those averages throughout the years shown.

The first of the illustrations that follows is based on a Policy for an insured who is a 35 year old male in the Ultimate Select underwriting class (the “representative insured”),  annual premium paid on the first day of each Policy year of $1,164, a $150,000 initial specified amount and death benefit Option A.  Th at illustration  also assumes cost of insurance charges based on our current cost of insurance rates.

The second illustration that follows is based on the same factors of those reflected in except the cost of insurance charges are based on the guaranteed cost of insurance rates and expenses (based on the 1980 Commissioners Standard Ordinary Mortality Table).

The amounts shown in the illustrations for the death benefits, cash values and net surrender values take into account all Policy, subaccount and portfolio fees assessed under the Policy and the timing of those charges.  The current illustration uses current charges and the guaranteed illustration uses guaranteed charges.  These charges are:

(1)  
the daily charge for assuming mortality and expense risks assessed against each subaccount.  This charge is equivalent to an annual charge of 0.90% of the average net assets of the subaccounts;
(2)  
estimated daily expenses equivalent to an effective arithmetic average annual expense level of 1.23 % of the portfolios’ gross average daily net assets.  The 1.23 % gross average portfolio expense level assumes an equal allocation of amounts among the 73 subaccounts available to new investors.  We used annualized actual audited expenses incurred during 20 1 0 for the portfolios to calculate the gross average annual expense level; and
(3)  
the premium expense charge (6.0% of all premium payments during the first ten Policy years and 2.5% of all premiums paid thereafter) and cash value charges using the current monthly Policy charge.

The hypothetical returns shown in the tables are provided only to illustrate the mechanics of a hypothetical policy and do not represent past or future investment rates of return.  Tax charges that may be attributable to the separate account are not reflected because we are not currently making such charges.  If tax charges are deducted in the future, the separate account would have to earn a sufficient amount in excess of 0%, 6% or 10% or cover any tax charges to produce after tax returns of 0%, 6% or 10%.  Your actual rates of return for a particular Policy likely will be more or less than the hypothetical investment rates of return.  The actual return on your cash value will depend on factors such as the amounts you allocate to particular portfolios, the amounts deducted for the Policy’s monthly charges and other charges, the portfolios’ expense ratios, and your loan and withdrawal history, in addition to the actual investment experience of the portfolios.

We will furnish the owner, upon request, a personalized illustration reflecting the proposed insured’s age, gender, risk classification and desired Policy features.  Contact your registered representative or our administrative office.  (See prospectus back cover – “Inquiries.”)






 
77

 

WRL FREEDOM EQUITY PROTECTOR
WESTERN RESERVE LIFE ASSURANCE CO. OF OHIO
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
HYPOTHETICAL ILLUSTRATIONS
MALE ISSUE AGE 35
Specified Amount                                  $150,000                                                                                       Ultimate Select Class
Annual Premium                                  $1,164                                                                                       Option Type A
Using Current Cost of Insurance Rates
 
DEATH BENEFIT
Assuming Hypothetical Gross and Net Annual Investment Return of
CASH VALUE
Assuming Hypothetical Gross and Net Annual Investment Return of
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
1
150,000
150,000
150,000
782
838
876
2
150,000
150,000
150,000
1,543
1,704
1,816
3
150,000
150,000
150,000
2,280
2,596
2,822
4
150,000
150,000
150,000
2,995
3,516
3,902
5
150,000
150,000
150,000
3,679
4,456
5,050
6
150,000
150,000
150,000
4,330
5,415
6,272
7
150,000
150,000
150,000
4,948
6,391
7,570
8
150,000
150,000
150,000
5,533
7,385
8,952
9
150,000
150,000
150,000
6,064
8,377
10,402
10
150,000
150,000
150,000
6,551
9,376
11,935
15
150,000
150,000
150,000
8,463
14,623
21,299
20
150,000
150,000
150,000
9,159
19,938
34,056
25
150,000
150,000
150,000
9,613
26,350
53,021
30 (Age 65)
150,000
150,000
150,000
8,530
32,826
80,329
 
35 (Age 70)
150,000
150,000
150,000
5,220
38,854
120,759
40 (Age 75)
*
150,000
194,382
*
44,164
181,665
45 (Age 80)
*
150,000
284,269
*
47,026
270,732
50 (Age 85)
*
150,000
419,096
*
44,383
399,139
55 (Age 90)
*
150,000
612,208
*
29,981
583,055
60 (Age 95)
*
*
859,760
*
*
851,248


 
NET SURRENDER VALUE
Assuming Hypothetical Gross and Net Annual Investment Return of
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
1
-
-
-
15
8,463
14,623
21,299
2
358
519
631
20
9,159
19,938
34,056
3
1,046
1,362
1,588
25
9,613
26,350
53,021
4
1,712
2,234
2,619
30 (Age 65)
8,530
32,826
80,329
5
2,347
3,125
3,719
35 (Age 70)
5,220
38,854
120,759
6
2,950
4,035
4,892
40 (Age 75)
*
44,164
181,665
7
3,519
4,962
6,141
45 (Age 80)
*
47,026
270,732
8
4,055
5,907
7,474
50 (Age 85)
*
44,383
399,139
9
4,537
6,850
8,875
55 (Age 90)
*
29,981
583,055
10
4,975
7,800
10,359
60 (Age 95)
*
*
851,248

* In the absence of an additional payment, the Policy would lapse.


 
78

 




WRL FREEDOM EQUITY PROTECTOR
WESTERN RESERVE LIFE ASSURANCE CO. OF OHIO
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
HYPOTHETICAL ILLUSTRATIONS MALE ISSUE AGE 35
Specified Amount                                  $150,000                                                                                       Ultimate Select Class
Annual Premium                                  $1,164                                                                                       Option Type A
 
Using Guaranteed Cost of Insurance Rates
 
 
DEATH BENEFIT
Assuming Hypothetical Gross and Net Annual Investment Return of
CASH VALUE
Assuming Hypothetical Gross and Net Annual Investment Return of
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
1
150,000
150,000
150,000
850
911
951
2
150,000
150,000
150,000
1,583
1,753
1,869
3
150,000
150,000
150,000
2,286
2,612
2,845
4
150,000
150,000
150,000
2,958
3,488
3,881
5
150,000
150,000
150,000
3,596
4,380
4,980
6
150,000
150,000
150,000
4,201
5,285
6,145
7
150,000
150,000
150,000
4,768
6,202
7,378
8
150,000
150,000
150,000
5,299
7,130
8,685
9
150,000
150,000
150,000
5,791
8,067
10,068
10
150,000
150,000
150,000
6,243
9,012
11,534
15
150,000
150,000
150,000
8,007
13,982
20,497
20
150,000
150,000
150,000
8,256
18,631
32,345
25
150,000
150,000
150,000
6,000
21,826
47,745
30 (Age 65)
*
150,000
150,000
*
21,574
67,933
 
35 (Age 70)
*
150,000
150,000
*
13,486
95,347
40 (Age 75)
*
*
150,000
*
*
137,123
45 (Age 80)
*
*
213,716
*
*
203,539
50 (Age 85)
*
*
310,973
*
*
296,165
55 (Age 90)
*
*
442,764
*
*
421,680
60 (Age 95)
*
*
609,091
*
*
603,060

 
 
NET SURRENDER VALUE
Assuming Hypothetical Gross and Net Annual Investment Return of
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
End of Policy Year
0% (Gross)
-1.23% (Net)
6% (Gross)
4.77% (Net)
10% (Gross)
8.77% (Net)
1
-
-
-
15
8,007
13,982
20,497
2
399
568
685
20
8,256
18,631
32,345
3
1,053
1,378
1,611
25
6,000
21,826
47,745
4
1,675
2,206
2,599
30 (Age 65)
*
21,574
67,933
5
2,265
3,048
3,648
35 (Age 70)
*
13,486
95,347
6
2,821
3,905
4,765
40 (Age 75)
*
*
137,123
7
3,339
4,773
5,949
45 (Age 80)
*
*
203,539
8
3,822
5,652
7,207
50 (Age 85)
*
*
296,165
9
4,264
6,540
8,541
55 (Age 90)
*
*
421,680
10
4,668
7,436
9,958
60 (Age 95)
*
*
603,060
* In the absence of an additional payment, the Policy would lapse.

 
79

 

Prospectus Back Cover

Personalized Illustrations of Policy Benefits

In order to help you understand how your Policy values could vary over time under different sets of assumptions, we will provide you, without charge and upon request, with certain personalized hypothetical illustrations showing the death benefit, net surrender value and cash value. These hypothetical illustrations will be based on the age and insurance risk characteristics of the insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and hypothetical rates of return (within limits) that you request. The illustrations are not a representation or guarantee of investment returns or cash value.

Inquiries

To learn more about the Policy, you should read the SAI dated the same date as this prospectus.  The SAI has been filed with the SEC and is incorporated herein by reference.  

For a free copy of the SAI, for other information about the Policy, and to obtain personalized illustrations, please contact your registered representative , or our administrative office at:

Western Reserve Life
570 Carillon Parkway
St. Petersburg, Florida 33716
1-800-851-9777
Facsimile: 1-727-299-1648 (for subaccount transfers only)
1-727-299-1620 (for all other fax requests)
(Monday - Friday from 8:30 a.m. - 7:00 p.m. Eastern time)
www.westernreserve.com



More information about the Registrant (including the SAI) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C.  For information on the operation of the Public Reference Room, please contact the SEC at 202-551-8090.  You may also obtain copies of reports and other information about the Registrant on the SEC’s website at http://www.sec.gov and copies of this information may be obtained, upon payment of a duplicating fee, by writing the Public Reference Section of the SEC at 100 F Street, NE, Washington, D.C. 20549. The Registrant’s file numbers are listed below.

TCI serves as the principal underwriter for the Policies.  More information about TCI is available at http://www.finra.org or by calling 1-800-289-9999. You also can obtain an investor brochure from The Financial Regulatory Authority ("FINRA") describing its Public Disclosure Program.


SEC File No. 33-31140/811-4420


0 5/201 1


 
 
80

 
PART B

INFORMATION REQUIRED IN A
STATEMENT OF ADDITIONAL INFORMATION


 
 

 


 
 

 

May 1, 201 1




STATEMENT OF ADDITIONAL INFORMATION


WRL FREEDOM EQUITY PROTECTOR®
issued through
WRL Series Life Account
by
Western Reserve Life Assurance Co. of Ohio
Administrative Office:
570 Carillon Parkway
St. Petersburg, Florida 33716
Please direct transactions, claim forms, payments and other correspondence and notices as follows:
 
Transaction Type
Direct or Send to
Telephonic Transaction
1-727- 299-1800 or 1-800-851-9777 (toll free)
Facsimile Transaction
1-727-299-1648 (subaccount transfers only)
1-727-299-1620 (all other facsimile transactions)
Electronic Transaction
www.westernreserve.com
Claim Forms
Administrative Office :
P.O. Box 9008, Clearwater, FL  33758-9008
(street address—570 Carillon Parkway, St. Petersburg, FL 33716)
All payments made by check, all other correspondence and notices (except claim forms)
Mailing Address :   4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499

 


This Statement of Additional Information (“SAI”) expands upon subjects discussed in the current prospectus for the WRL Freedom Equity Protector® flexible premium variable life insurance policy offered by Western Reserve Life Assurance Co. of Ohio.  You may obtain a copy of the prospectus dated May 1, 20 11 , by calling our administrative office at 1-800-851-9777 (Monday – Friday from 8:30 a.m. – 7:00 p.m. Eastern time), or by writing to the mailing address at, Western Reserve Life, 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499.  The prospectus sets forth information that a prospective investor should know before investing in a Policy.  Terms used in this SAI have the same meanings as in the prospectus for the Policy.

This SAI is not a prospectus and should be read only in conjunction with the prospectuses for the Policy and the
Transamerica Series Trust – Initial Class, the Fidelity Variable Insurance Products  – Service Class 2 Shares, the ProFunds, the Access One Trust, the AllianceBernstein Variable Products Series Fund, and the Franklin Templeton Variable Insurance Products Trust.















WRL00186-05/201 1

 
 

 

Table of Contents           


 
 

 

   
The Policy – General Provisions                                                      
1
Ownership Rights                                
1
Our Right to Contest the Policy                                                      
2
Suicide Exclusion                                
2
Misstatement of Age or Gender                                                      
2
Modifying the Policy                                           
2
Mixed and Shared Funding                                                      
2
Addition, Deletion, or Substitution of Portfolios                                                                                     
2
Additional Information                                           
3
Additional Information about Western Reserve and the Separate Account                                                                                                                     
3
Legal Matters
 4
Variations in Policy Provisions                                                      
3
Personalized Illustrations of Policy Benefits                                                                           
4
Sale of the Policies                                
4
Reports to Owners                                
4
Records                      
4
Independent Registered Public Accounting Firm                                                                                     
5
Experts                      
5
Underwriters                      
5
Underwriting Standards                                           
5
Performance Data                                
6
Other Performance Data in Advertising Sales Literature                                                                                                
6
Western Reserve's Published Ratings                                                                
6
Financial Statements                                           
6
WRL Series Life Account                                           
S-1
Western Reserve Life Assurance Co. of Ohio                                                                           
G-1

 
 
 
 
 

 
 
i

 

In order to supplement the description in the prospectus, the following provides additional information about Western Reserve and the Policy, which may be of interest to a prospective purchaser.

The Policy – General Provisions                                                                                                                                                     

Ownership Rights

The Policy belongs to the owner named in the application.  The owner may exercise all of the rights and options described in the Policy.  The owner is the insured unless the application specifies a different person as the insured.  If the owner dies before the insured and no contingent owner is named, then ownership of the Policy will pass to the owner's estate. The owner may exercise certain rights described below.

     
Changing the Owner
· 
Change is effective as of the date that the written notice is accepted by us, in good order, at our mailing address.
 
· 
Changing the owner does not automatically change the beneficiary.
 
· 
Changing the owner may have tax consequences. You should consult a tax advisor before changing the owner.
 
· 
We are not liable for payments we made before we received the written notice at our mailing address.

Choosing the Beneficiary
· 
The owner designates the beneficiary (the person to receive the death benefit when the insured dies) in the application.
 
· 
If the owner designates more than one beneficiary, then each beneficiary shares equally in any death benefit proceeds unless the beneficiary designation states otherwise.
 
· 
If the beneficiary dies before the insured, then any contingent beneficiary becomes the beneficiary.
 
· 
If both the beneficiary and contingent beneficiary die before the insured, then the death benefit will be paid to the owner or the owner's estate upon the insured's death.

Changing the Beneficiary
· 
The owner changes the beneficiary by providing written notice to us, in good order, at our mailing address.
· 
Change is effective as of the date the owner signs the written notice.
 
· 
We are not liable for any payments we made before we received the written notice at our mailing address.

Assigning the Policy
· 
The owner may assign Policy rights while the insured is alive.
 
· 
The owner retains any ownership rights that are not assigned.
 
· 
Assignee may not change the owner or the beneficiary, and may not elect or change an optional method of payment.  Any amount payable to the assignee will be paid in a lump sum.
 
· 
Claims under any assignment are subject to proof of interest and the extent of the assignment.
 
· 
We are not:
 
· 
>
bound by any assignment unless we receive a written notice of the assignment at our mailing address;
 
· 
>
responsible for the validity of any assignment;
 
· 
>
liable for any payment we made before we received written notice of the assignment at our mailing address; or
 
· 
>
bound by any assignment which results in adverse tax consequences to the owner, insured(s) or beneficiary(ies).
 
· 
Assigning the Policy may have tax consequences. You should consult a tax advisor before assigning the Policy.


 
1

 

Our Right to Contest the Policy

In issuing the Policy, we rely on all statements made by or for the insured in the application or in a supplemental application.  Therefore, if you make any material misrepresentation of a fact in the application (or any supplemental application), then we may contest the Policy's validity or may resist a claim under the Policy for two years from the Policy date. For any portion of the specified amount that is issued as a result of a conversion, the contestability period is measured from the later of the policy date of the policy that was converted or the latest effective date of reinstatement of the converted policy.

A new two year contestability period shall apply to each increase in specified amount that requires evidence of insurability, beginning on the effective date of each increase and will apply only to statements made in the application for the increase.

In the absence of fraud, we cannot bring any legal action to contest the validity of the Policy after the Policy or requested increase that requires evidence of insurability, has been in force during the insured's lifetime for two years from the Policy date, or if reinstated, for two years from the date of reinstatement.

Suicide Exclusion

If the insured commits suicide, while sane or insane, within two years of the Policy date (or two years from the reinstatement date, if the Policy lapses and is reinstated), the Policy will terminate and our liability is limited to an amount equal to the premiums paid, less any outstanding loan amount, and less any cash withdrawals.  We will pay this amount to the beneficiary in one sum. For any portion of the specified amount that is issued as a result of a conversion, the suicide period is measured from the later of the Policy date of the Policy that was converted or the latest effective date of reinstatement of the converted policy.

If the insured commits suicide, while sane or insane, within two years from the effective date of any increase in specified amount that requires evidence of insurability, our liability with respect to such increase will be limited to its cost of insurance charges and any per unit charges and return of premium.

Misstatement of Age or Gender

If the age or gender of the insured was stated incorrectly in the application or any supplemental application, then the death benefit will be adjusted based on what the cost of insurance charge for the most recent monthly deduction would have purchased based on the insured's correct age and gender.

Modifying the Policy

Only our President or Secretary may modify the Policy or waive any of our rights or requirements under the Policy. Any modification or waiver must be in writing.  No agent may bind us by making any promise not contained in the Policy.

If we modify the Policy, we will provide you notice and we will make appropriate endorsements to the Policy.

Mixed and Shared Funding

Shares of the portfolios are sold to other separate accounts that we (or our affiliates) establish to support other variable annuity contracts and variable life insurance policies we (or our affiliates) issue.  Shares of some portfolios are also sold to separate accounts of unaffiliated life insurance companies.  It is possible in the future that you may be disadvantaged when the separate account invests in a portfolio that also (1) invests in separate accounts of unaffiliated life insurance companies, and (2) invests in separate accounts (including those of our affiliates) funding variable annuity contracts.

Neither we nor the funds currently foresee that you would be disadvantaged in this manner.  Each fund’s board of directors/trustees monitors its fund to identify any material conflicts that may arise between the interests of owners of variable annuity contracts and those of owners of variable life insurance policies, as well as between the interests of owners of contracts issued by different unaffiliated life insurance companies (“material conflicts”).  Such boards of directors/trustees are obligated to determine what action, if any, must be taken to resolve any material conflicts that arise.  Such action could include requiring the separate account, or separate accounts of affiliated or unaffiliated insurance companies, to withdraw their investments in a portfolio and such withdrawals could have adverse consequences to owners.  In addition, we have entered into an agreement with each fund on behalf of the separate account governing the separate account’s investment in that fund’s portfolios (the “participation agreement”).  The participation agreement contains provisions designed to protect owners in the event of material conflicts.

Material conflicts affecting owners could result in a number of situations including: (1) differences in state insurance law applicable to different life insurance companies whose separate accounts are invested in a portfolio; (2) changes in tax law or regulations that result in changes to a portfolio that ha ve a disparate effect on different life insurance companies whose separate accounts are invested in the portfolio, or on different types of variable contracts invested in the portfolio; (3) actions or omissions by a fund that operate to the advantage of one group of variable contract owners at the expense of another group or groups; (4) changes to a portfolio approved at a
 
 
2

 
shareholders’ meeting as a result of voting by one group of variable contract owners to the disadvantage of another group or groups;  and (5) disparate provisions in the participation agreements of different unaffiliated insurance companies or the pursuit of remedies under such an agreement by one insurance company to the detriment of one or more other insurance companies.

Notwithstanding our reasonable efforts and those of the funds, there is the risk that actions or omissions of the fund in response to material conflicts may disadvantage our policyowners.  If we believe that a fund’s response to any of these events or conflicts is insufficient to protect our policyowners, we will undertake appropriate actions on our own, which may include withdrawing the separate account’s investments in the fund.

If a fund's Board of Directors/Trustees were to conclude that separate funds should be established for variable life insurance and variable annuity separate accounts, Western Reserve will bear the attendant expenses, but variable life insurance policyowners and variable annuity contract owners would no longer have the economies of scale resulting from a larger combined fund.

Addition, Deletion, or Substitution of Portfolios

We do not guarantee that each portfolio will always be available for investment through the Policy.  We reserve the right, subject to compliance with applicable law, to add new portfolios, close existing portfolios, or substitute portfolio shares that are held by any subaccount for shares of a different portfolio.  New or substitute portfolios may have different fees and expenses and their availability may be limited to certain classes of purchasers.  We will only add, delete or substitute shares of another portfolio of a fund (or of another open-end, registered investment company) if the shares of a portfolio are no longer available for investment, or if in our judgment further investment in any portfolio would become inappropriate in view of the purposes of the separate account.  We will not add, delete or substitute any shares attributable to your interest in a subaccount without notice to you and prior approval of the SEC, to the extent required by the 1940 Act or other applicable law.  We may also decide to purchase for the separate account securities from other portfolios.  We reserve the right to transfer separate account assets to another separate account that we determine to be associated with the class of contracts to which the Policy belongs.

We also reserve the right to establish additional subaccounts of the separate account, each of which would invest in a new portfolio of a fund, or in shares of another investment company, with specified investment objectives.  We may establish new subaccounts when, in our sole discretion, marketing, tax or investment conditions warrant.  We will make any new subaccounts available to existing owners on a basis we determine. We may also eliminate one or more subaccounts for the same reasons as stated above.

In the event of any such substitution or change, we may make such changes in this and other policies as may be necessary or appropriate to reflect such substitution or change.  If we deem it to be in the best interests of persons having voting rights under the Policies, and when permitted by law, the separate account may be (1) operated as a management company under the 1940 Act, (2) deregistered under the 1940 Act in the event such registration is no longer required, (3) managed under the direction of a committee, or (4) combined with one or more other separate accounts, or subaccounts.


Additional Information                                                                                                                                                     


Additional Information about Western Reserve and the Separate Account

Western Reserve is a stock life insurance company is a wholly-owned indirect subsidiary of Transamerica Corporation, which conducts most of its operations through subsidiary companies engaged in the insurance business or in providing non-insurance financial services.  All of the stock of Transamerica Corporation is indirectly owned by AEGON N.V. of the Netherlands, a public company under Dutch law.  Western Reserve's administrative office is located at 570 Carillon Parkway, St. Petersburg, Florida 33716-1202 and the mailing address is 4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499.

Western Reserve was initially incorporated in 1957 under the laws of Ohio and is subject to regulation by the Insurance Department of the State of Ohio, as well as by the insurance departments of all other states and jurisdictions in which it does business.  Western Reserve is licensed to sell insurance in all states (except New York), Puerto Rico, Guam, and in the District of Columbia.  Western Reserve submits annual statements on its operations and finances to insurance officials in all states and jurisdictions in which it does business.  The Policy described in the prospectus has been filed with, and where required, approved by, insurance officials in those jurisdictions in which it is sold.

Western Reserve established the separate account as a separate investment account under Ohio law in 1985.  We own the assets in the separate account and are obligated to pay all benefits under the Policies.  The separate account is used to support other life insurance policies of Western Reserve, as well as for other purposes permitted by law.  The separate account is registered with the SEC as a unit investment trust under the 1940 Act and qualifies as a "separate account" within the meaning of the federal securities laws.

 
3

 
Western Reserve holds the assets of the separate account physically segregated and apart from the general account. Western Reserve maintains records of all purchases and sales of portfolio shares by each of the subaccounts.  A blanket bond was issued to AEGON USA, Inc. ("AEGON USA") in the aggregate amount of $12 million, covering all of the employees of AEGON USA and its affiliates, including Western Reserve. A Stockbrokers Blanket Bond, issued to AEGON U.S.A. Securities, Inc. providing fidelity coverage, covers the activities of registered representatives of TCI to a limit of $10 million.

Legal Matters

Arthur D. Woods, Vice President and Senior Counsel of Western Reserve, has provided legal advice on certain matters in connection with the issuance of the Policy.

Variations in Policy Provisions

Certain provisions of the Policy may vary from the descriptions in the prospectus, depending on when and where the Policy was issued, in order to comply with different state laws.  These variations may include differences in charges, or Policy features may be unavailable, or known by a different name.  Please refer to your Policy; any variations will be included in your Policy or in riders or endorsements attached to your Policy.

Personalized Illustrations of Policy Benefits

In order to help you understand how your Policy values would vary over time under different sets of assumptions, we will provide you with certain personalized illustrations upon request.  These will be based on the age and insurance risk characteristics of the insured persons under your Policy and such factors as the specified amount, death benefit option, premium payment amounts, and rates of return (within limits) that you request.

The illustrations are not a representation or guarantee of investment returns or cash value.  You may request illustrations that reflect the expenses of the portfolios in which you intend to invest.

Sale of the Policies
 
We no longer offer the Policies to the public.

 TCI, serves as principal underwriter for the Policies.  TCI’s home office is located at 4600 S. Syracuse Street, Suite 1100, Denver, Colorado 80237.  TCI is an affiliate of Western Reserve and, like Western Reserve, is an indirect, wholly owned subsidiary of AEGON USA.  TCI is registered as a broker-dealer with the Securities and Exchange Commission under the Securities Exchange Act of 1934 and is a member of Financial Industry Regulatory Authority (“FINRA”).  TCI is not a member of the Securities Investor Protection Corporation.
 
The Policies are offered to the public through sales representatives of broker-dealers ("selling firms") that have entered into selling agreements with us and with TCI.  Sales representatives are appointed as our insurance agents.
 

During fiscal year 20 1 0, 2009 and 2008, the amounts paid to TCI in connection with all Policies sold through the separate account were $20,084,068, $22,399,793 and $47,040,038, respectively.   TCI  passe s through to selling firms commissions it receive s to selling firms for their sales and d oes not retain any portion of any commissions .    Our parent company provides paid-in capital to TCI  and pays for TCI's operating and other expenses, including overpaid-in rhead, legal and accounting fees.

We and/or TCI or TFA may pay certain selling firms additional cash amounts for:  (1) “preferred product” treatment of the Policies in their marketing programs, which may include marketing services and increased access to their sales representatives; (2) sales promotions relating to the Policies; (3) costs associated with sales conferences and educational seminars for their sales representatives; and (4) other  expenses incurred by them.  These additional payments are not offered to all selling firms, and the terms of any particular agreement governing the payments may vary among selling firms.

Reports to Owners

At least once each year, or more often as required by law, we will mail to policyowners at their last known address a report showing the following information as of the end of the report period:

>
the current cash value
>
any activity since the last report
>
the current net surrender value
>
projected values
>
the current death benefit
>
investment experience of each subaccount
>
outstanding loans
>
any other information required by law

 
4

 
You may request additional copies of reports, but we may charge a fee for such additional copies.  In addition, we will send written confirmations of any premium payments and other financial transactions you request including: changes in specified amount, changes in death benefit option, transfers, partial withdrawals, increases in loan amount, loan interest payments, loan repayments, lapses and reinstatements.  We also will send copies of the annual and semi-annual report to shareholders for each portfolio in which you are indirectly invested.

Records

We will maintain all records relating to the separate account and the fixed account.

Independent Registered Public Accounting Firm

The financial statements of the separate account at December 31, 20 1 0,, and for the periods disclosed in the financial statements, and the statutory-basis financial statements and schedules of Western Reserve at December 31, 20 1 0 and 200 9 , and for each of the three years in the period ended December 31, 20 1 0, appearing herein, have been audited by Ernst & Young LLP, 801 Grand Avenue, Suite 3000, Des Moines, Iowa 50309, independent registered public accounting firm, as set forth in the firm’s respective reports thereon appearing elsewhere herein, and are included in reliance upon such reports given upon the authority of such firm as experts in accounting and auditing.
 
Experts

Actuarial matters included in this SAI have been examined by Lorne Schinbein,  Vice President and Managing Actuary of Western Reserve, located at 570 Carillon Parkway, St. Petersburg, Florida  33716, as stated in the opinion filed as an exhibit to the registration statement.


Underwriters                                                                                                                                                     

Underwriting Standards

This Policy uses mortality tables that distinguish between men and women.  As a result, the Policy pays different benefits to men and women of the same age.  Montana prohibits our use of actuarial tables that distinguish between males and females to determine premiums and policy benefits for policies issued on the lives of its residents.  Therefore, we will base the premiums and benefits in Policies that we issue in Montana, to insure residents of that state, on actuarial tables that do not differentiate on the basis of gender.

Your cost of insurance charge is based on a number of factors, including, but not limited to, the insured's gender, issue age on the Policy date, issue age at the time of any increase in specified amount, length of time from the Policy date or from the date of any requested increase in specified amount, and underwriting class . We currently place insureds into the following underwriting classes:


· 
ultimate select, non-tobacco use;
· 
select, non-tobacco use;
· 
ultimate standard, tobacco use;
· 
standard, tobacco use; and
· 
juveniles – under 18.

We also place insureds in various sub-standard underwriting classes, which involve a higher mortality risk and higher charges.  We generally charge higher rates for insureds that use tobacco.

 
5

 
                                                                                                                                                 
Performance Data                                                                                                                                                     

Other Performance Data in Advertising Sales Literature

We may compare each subaccount's performance to the performance of:
· 
other variable life issuers in general;
· 
variable life insurance policies which invest in mutual funds with similar investment objectives and policies, as reported by Lipper Analytical Services, Inc. ("Lipper") and Morningstar, Inc. ("Morningstar"); and other services, companies, individuals, or industry or financial publications (e.g., Forbes, Money, The Wall Street Journal, Business Week, Barron's, Kiplinger's Personal Finance, and Fortune);
 
>
Lipper and Morningstar rank variable annuity contracts and variable life policies.  Their performance analysis ranks such policies and contracts on the basis of total return, and assumes reinvestment of distributions; but it does not show sales charges, redemption fees or certain expense deductions at the separate account level.
· 
the Standard & Poor's Index of 500 Common Stocks, or other widely recognized indices;
 
>
unmanaged indices may assume the reinvestment of dividends, but usually do not reflect deductions for the expenses of operating or managing an investment portfolio; or
· 
other types of investments, such as:
 
>
certificates of deposit;
 
>
savings accounts and U.S. Treasuries;
 
>
certain interest rate and inflation indices (e.g., the Consumer Price Index); or
 
>
indices measuring the performance of a defined group of securities recognized by investors as representing a particular segment of the securities markets (e.g., Donoghue Money Market Institutional Average, Lehman Brothers Corporate Bond Index, or Lehman Brothers Government Bond Index).

Western Reserve's Published Ratings

We may publish in advertisements, sales literature, or reports we send to you the ratings and other information that an independent ratings organization assigns to us.  These organizations include: A.M. Best Company, Moody's Investors Service, Inc., Standard & Poor's Insurance Rating Services, and Fitch Ratings.  These ratings are opinions regarding an operating insurance company's financial capacity to meet the obligations of its insurance policies in accordance with their terms.  These ratings do not apply to the separate account, the subaccounts, the funds or their portfolios, or to their performance.

Financial Statements                                                                                                                                                     

Western Reserve's statutory-basis financial statements and schedules, which include the Report of Independent Registered Public Accounting Firm, appear on the following pages.  These statutory-basis financial statements and schedules should be distinguished from the separate account's financial statements and you should consider these statutory-basis financial statements and schedules only as bearing upon Western Reserve's ability to meet our obligations under the Policies.  You should not consider our statutory-basis financial statements and schedules as bearing upon the investment performance of the assets held in the separate account.

Western Reserve's statutory-basis financial statements and schedules at December 31, 20 1 0 and 200 9 , and for each of the three years in the period ended December 31, 20 1 0, have been prepared on the basis of statutory accounting principles rather than U.S. generally accepted accounting principles.

The separate account’s financial statements for the period ended December 31, 20 1 0, which include the Report of Independent Registered Public Accounting Firm, also appear on the following pages.


 
6

 

 
Report of Independent Registered Public Accounting Firm
 
The Board of Directors and Contract Owners
of the WRL Series Life Account
 
Western Reserve Life Assurance Co. of Ohio
 
We have audited the accompanying statements of assets and liabilities of each of the subaccounts constituting the WRL Series Life Account (the Separate Account) (comprised of the Transamerica JPMorgan Core Bond VP, Transamerica Asset Allocation – Conservative VP, Transamerica Asset Allocation – Growth VP, Transamerica Asset Allocation – Moderate Growth VP, Transamerica Asset Allocation – Moderate VP, Transamerica MFS International Equity VP, Transamerica Clarion Global Real Estate Securities VP, Transamerica Federated Market Opportunity VP, Transamerica International Moderate Growth VP, Transamerica JPMorgan Mid Cap Value VP, Transamerica JPMorgan Enhanced Index VP, Transamerica BlackRock Large Cap Value VP, Transamerica AEGON High Yield Bond VP, Transamerica PIMCO Total Return VP, Transamerica Focus VP, Transamerica T. Rowe Price Small Cap VP, Transamerica Diversified Equity, Transamerica Third Avenue Value VP, Transamerica Balanced VP, Transamerica AllianceBernstein Dynamic Allocation VP, Transamerica WMC Diversified Growth VP, Transamerica Growth Opportunities VP, Transamerica Money Market VP, Transamerica Small/MidCap Value VP, Transamerica U.S. Government Securities VP, Transamerica Morgan Stanley Mid-Cap Growth VP, Transamerica Index 50 VP, Transamerica Index 75 VP, Transamerica Efficient Markets VP, Transamerica Hanlon Balanced VP, Transamerica Hanlon Growth & Income VP, Transamerica Hanlon Growth VP, Transamerica Hanlon Managed Income VP, Transamerica Multi Managed Large Cap Core VP, Transamerica Foxhall Emerging Markets/Pacific Rim VP, Transamerica Foxhall Global Conservative VP, Transamerica Foxhall Global Growth VP, Transamerica Foxhall Global Hard Asset VP, Transamerica Jennison Growth VP, Fidelity VIP Contrafund®, Fidelity VIP Equity-Income, Fidelity VIP Growth Opportunities, Fidelity VIP Index 500, ProFund VP Bull, ProFund VP Money Market, ProFund VP NASDAQ-100, ProFund VP Short Small-Cap, ProFund VP Small-Cap, Access VP High Yield, ProFund VP Europe 30, ProFund VP Oil & Gas, ProFund VP Ultra Small-Cap, ProFund VP Utilities, ProFund VP Consumer Services, ProFund VP Pharmaceuticals, ProFund VP Small-Cap Value, ProFund VP Falling U.S. Dollar, ProFund VP Emerging Markets, ProFund VP International, ProFund VP Asia 30, ProFund VP Japan, ProFund VP Short NASDAQ-100, ProFund VP U.S. Government Plus, ProFund VP Basic Materials, ProFund VP Financials, ProFund VP Precious Metals, ProFund VP Telecommunications, ProFund VP Mid-Cap, ProFund VP Short Emerging Markets, ProFund VP Short International, Franklin Templeton VIP Founding Funds Allocation, and AllianceBernstein Balanced Wealth Strategy Portfolio subaccounts) as of December 31, 2010, and the related
 

 

S-1

 
 

 



statements of operations and changes in net assets for the periods indicated thereon. These financial statements are the responsibility of the Separate 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 the standards of the Public Company Accounting Oversight Board (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. We were not engaged to perform an audit of the Separate Account’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Separate Account’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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. Our procedures included confirmation of securities owned as of December 31, 2010 by correspondence with the mutual funds’ transfer agents. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of each of the respective subaccounts constituting the WRL Series Life Account at December 31, 2010, and the results of their operations and changes in net assets for the periods indicated thereon, in conformity with U.S. generally accepted accounting principles.
 
/s/Ernst & Young LLP

Des Moines, Iowa
April 18, 2011

S-2
   

 
 

 



 
 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010



     
Transamerica JPMorgan Core Bond VP
Transamerica Asset Allocation - Conservative VP
Transamerica Asset Allocation - Growth VP
Transamerica Asset Allocation - Moderate Growth VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         4,357,400.690
         4,334,290.831
       30,623,864.336
       28,431,442.468
   
Cost
 $           52,801,822
 $           41,282,466
 $         313,744,731
 $         318,697,761
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           54,990,397
 $           44,599,853
 $         266,427,620
 $         300,804,661
 
 Receivable for units sold
                               -
                            21
                               -
                               -
Total assets
              54,990,397
              44,599,874
            266,427,620
            300,804,661
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                          342
                               -
     
 $           54,990,397
 $           44,599,874
 $         266,427,278
 $         300,804,661
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           54,990,397
 $           44,599,874
 $         266,427,278
 $         300,804,661
Total net assets
 $           54,990,397
 $           44,599,874
 $         266,427,278
 $         300,804,661
       
Accumulation units outstanding:
     
 
M&E - 0.90%
                1,267,689
                2,671,136
              13,174,874
              14,562,166
 
M&E - 0.75%
                   221,209
                   319,239
                5,337,616
                5,512,897
 
M&E - 0.00%
                       2,973
                       9,777
                   102,287
                   120,995
 
M&E - 1.50%
                       6,027
                       4,657
                     94,691
                     56,023
         
Accumulation unit value:
       
 
M&E - 0.90%
 $            40.801716
 $            14.933358
 $            14.220420
 $            14.913463
 
M&E - 0.75%
 $            14.263144
 $            14.239866
 $            14.443704
 $            14.826103
 
M&E - 0.00%
 $            13.485759
 $            11.680909
 $            10.130455
 $            10.843925
 
M&E - 1.50%
 $            11.826668
 $            10.890181
 $              9.967937
 $            10.451190
See accompanying notes.
       


 
S-3

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica Asset Allocation - Moderate VP
Transamerica MFS International Equity VP
Transamerica Clarion Global Real Estate Securities VP
Transamerica Federated Market Opportunity VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         8,765,509.191
         6,315,832.035
         4,004,431.262
         5,090,548.111
   
Cost
 $           93,254,319
 $           51,004,907
 $           62,577,875
 $           73,151,276
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           91,599,571
 $           44,273,983
 $           45,250,073
 $           59,508,507
 
 Receivable for units sold
                          854
                               -
                               -
                               -
Total assets
              91,600,425
              44,273,983
              45,250,073
              59,508,507
Liabilities
       
 
Payable for units redeemed
                               -
                          108
                          409
                            16
     
 $           91,600,425
 $           44,273,875
 $           45,249,664
 $           59,508,491
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           91,600,425
 $           44,273,875
 $           45,249,664
 $           59,508,491
Total net assets
 $           91,600,425
 $           44,273,875
 $           45,249,664
 $           59,508,491
       
Accumulation units outstanding:
     
 
M&E - 0.90%
                4,793,772
                3,093,519
                1,566,134
                1,741,454
 
M&E - 0.75%
                1,262,605
                     50,854
                   210,991
                   394,612
 
M&E - 0.00%
                     23,460
                       4,404
                       7,412
                       2,270
 
M&E - 1.50%
                     13,108
                       3,562
                       8,210
                       4,229
         
Accumulation unit value:
       
 
M&E - 0.90%
 $            15.142828
 $            14.132434
 $            26.317191
 $            31.441152
 
M&E - 0.75%
 $            14.730540
 $              9.373539
 $            18.414956
 $            11.895347
 
M&E - 0.00%
 $            11.486617
 $              9.562341
 $              8.956515
 $            10.026168
 
M&E - 1.50%
 $            10.743590
 $            10.146362
 $              9.944816
 $              9.072599
See accompanying notes.
       


 
S-4

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica International Moderate Growth VP
Transamerica JPMorgan Mid Cap Value VP
Transamerica JPMorgan Enhanced Index VP
Transamerica BlackRock Large Cap Value VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         1,187,426.843
            593,108.600
            172,022.200
         4,261,494.588
   
Cost
 $           10,667,374
 $             7,894,710
 $             1,958,415
 $           63,191,390
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           10,841,207
 $             7,977,311
 $             2,022,981
 $           58,169,401
 
 Receivable for units sold
                            18
                              1
                              4
                              1
Total assets
              10,841,225
                7,977,312
                2,022,985
              58,169,402
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                               -
     
 $           10,841,225
 $             7,977,312
 $             2,022,985
 $           58,169,402
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           10,841,225
 $             7,977,312
 $             2,022,985
 $           58,169,402
Total net assets
 $           10,841,225
 $             7,977,312
 $             2,022,985
 $           58,169,402
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   654,899
                   441,730
                   131,027
                2,439,928
 
M&E - 0.75%
                   392,651
                       1,892
                     28,260
                   226,898
 
M&E - 0.00%
                     16,833
                               -
                            26
                       9,887
 
M&E - 1.50%
                     21,749
                               -
                               -
                       4,059
         
Accumulation unit value:
       
 
M&E - 0.90%
 $              9.951938
 $            17.994494
 $            12.609119
 $            22.443425
 
M&E - 0.75%
 $            10.021311
 $            15.121606
 $            13.113574
 $            14.468586
 
M&E - 0.00%
 $            10.451223
 $                            -
 $            10.115638
 $              9.012661
 
M&E - 1.50%
 $              9.788806
 $                            -
 $            10.483723
 $              9.129667
See accompanying notes.
       


 
S-5

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica AEGON High Yield Bond VP
Transamerica PIMCO Total Return VP
Transamerica Focus VP
Transamerica T. Rowe Price Small Cap VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         2,407,107.553
         2,649,036.101
         2,696,199.369
         2,958,038.645
   
Cost
 $           18,873,335
 $           30,182,592
 $           32,241,666
 $           23,128,610
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           18,462,515
 $           30,675,838
 $           31,572,495
 $           27,953,465
 
 Receivable for units sold
                               -
                               -
                               -
                          209
Total assets
              18,462,515
              30,675,838
              31,572,495
              27,953,674
Liabilities
       
 
Payable for units redeemed
                              5
                               -
                          936
                               -
     
 $           18,462,510
 $           30,675,838
 $           31,571,559
 $           27,953,674
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           18,462,510
 $           30,675,838
 $           31,571,559
 $           27,953,674
Total net assets
 $           18,462,510
 $           30,675,838
 $           31,571,559
 $           27,953,674
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   966,021
                1,799,857
                1,819,525
                1,560,737
 
M&E - 0.75%
                   188,165
                   234,502
                     64,806
                   229,383
 
M&E - 0.00%
                       3,588
                       7,071
                       4,002
                       3,746
 
M&E - 1.50%
                       4,851
                       3,344
                          432
                       1,760
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            16.013764
 $            15.130336
 $            16.817580
 $            15.491636
 
M&E - 0.75%
 $            15.343954
 $            14.117442
 $            14.237118
 $            16.147516
 
M&E - 0.00%
 $            12.982461
 $            13.233177
 $            10.987536
 $            13.245498
 
M&E - 1.50%
 $            12.182474
 $            11.740749
 $            11.379777
 $            12.341400
See accompanying notes.
       


 
S-6

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica Diversified Equity VP
Transamerica Third Avenue Value VP
Transamerica Balanced VP
Transamerica AllianceBernstein Dynamic Allocation VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
       10,699,169.341
         6,210,415.228
         9,054,610.058
            417,384.749
   
Cost
 $         238,685,330
 $           94,181,237
 $         100,097,089
 $             3,627,216
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $         216,230,212
 $           74,462,879
 $         114,812,456
 $             3,384,990
 
 Receivable for units sold
                               -
                               -
                               -
                            97
Total assets
            216,230,212
              74,462,879
            114,812,456
                3,385,087
Liabilities
       
 
Payable for units redeemed
                          820
                            27
                            17
                               -
     
 $         216,229,392
 $           74,462,852
 $         114,812,439
 $             3,385,087
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $         216,229,392
 $           74,462,852
 $         114,812,439
 $             3,385,087
Total net assets
 $         216,229,392
 $           74,462,852
 $         114,812,439
 $             3,385,087
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                7,610,727
                2,619,049
                7,183,160
                   209,836
 
M&E - 0.75%
                   370,286
                   276,783
                     94,640
                     17,283
 
M&E - 0.00%
                     18,092
                     21,719
                       6,579
                       1,038
 
M&E - 1.50%
                       8,155
                       8,108
                       1,214
                          247
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            27.709441
 $            26.640440
 $            15.765975
 $            14.941095
 
M&E - 0.75%
 $            13.714278
 $            15.894578
 $            15.516557
 $            13.659312
 
M&E - 0.00%
 $            10.142600
 $              9.642694
 $            12.238425
 $            11.040270
 
M&E - 1.50%
 $              9.649885
 $            10.047920
 $            11.465585
 $              9.613727
See accompanying notes.
       


 
S-7

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica WMC Diversified Growth VP
Transamerica Growth Opportunities VP
Transamerica Money Market VP
Transamerica Small/MidCap Value VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
       27,217,699.174
         4,277,852.160
       55,702,981.710
         1,730,825.505
   
Cost
 $         680,017,503
 $           58,565,288
 $           55,702,982
 $           29,511,081
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $         611,309,523
 $           61,258,843
 $           55,702,982
 $           36,122,328
 
 Receivable for units sold
                               -
                               -
                          331
                               -
Total assets
            611,309,523
              61,258,843
              55,703,313
              36,122,328
Liabilities
       
 
Payable for units redeemed
                            21
                            42
                               -
                              5
     
 $         611,309,502
 $           61,258,801
 $           55,703,313
 $           36,122,323
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $         611,309,502
 $           61,258,801
 $           55,703,313
 $           36,122,323
Total net assets
 $         611,309,502
 $           61,258,801
 $           55,703,313
 $           36,122,323
             
Accumulation units outstanding:
     
 
M&E - 0.90%
              41,382,661
                3,087,879
                2,409,589
                1,469,355
 
M&E - 0.75%
                   470,230
                   196,160
                   452,997
                   317,081
 
M&E - 0.00%
                       9,543
                       2,739
                     13,247
                       6,338
 
M&E - 1.50%
                       9,080
                       2,501
                       3,975
                     16,246
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            14.609215
 $            18.599507
 $            20.951152
 $            20.035690
 
M&E - 0.75%
 $            13.954017
 $            19.148249
 $            11.119634
 $            20.234037
 
M&E - 0.00%
 $              9.733001
 $            13.842380
 $            10.852231
 $            14.356106
 
M&E - 1.50%
 $              9.562861
 $            12.685780
 $              9.740774
 $            10.832412
See accompanying notes.
       


 
S-8

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica U.S. Government Securities VP
Transamerica Morgan Stanley Mid-Cap Growth VP
Transamerica Index 50 VP
Transamerica Index 75 VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
            940,910.278
       10,827,686.586
              22,667.204
            126,857.778
   
Cost
 $           12,017,581
 $         257,271,805
 $                229,933
 $             1,120,222
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           11,996,606
 $         315,951,895
 $                237,099
 $             1,263,503
 
 Receivable for units sold
                            75
                               -
                               -
                              4
Total assets
              11,996,681
            315,951,895
                   237,099
                1,263,507
Liabilities
       
 
Payable for units redeemed
                               -
                              4
                               -
                               -
     
 $           11,996,681
 $         315,951,891
 $                237,099
 $             1,263,507
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           11,996,681
 $         315,951,891
 $                237,099
 $             1,263,507
Total net assets
 $           11,996,681
 $         315,951,891
 $                237,099
 $             1,263,507
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   717,048
                5,851,284
                     17,212
                     99,331
 
M&E - 0.75%
                   163,484
                   248,493
                       3,872
                     26,673
 
M&E - 0.00%
                       7,676
                       6,098
                          969
                          192
 
M&E - 1.50%
                          865
                       5,789
                          527
                          184
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            13.618051
 $            53.240320
 $            10.471993
 $              9.987900
 
M&E - 0.75%
 $            13.006631
 $            17.158073
 $            10.513637
 $            10.027627
 
M&E - 0.00%
 $            12.494600
 $            14.729391
 $            10.725383
 $            10.229644
 
M&E - 1.50%
 $            11.083135
 $            12.812519
 $            10.947179
 $            10.667079
See accompanying notes.
       


 
S-9

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica Efficient Markets VP
Transamerica Hanlon Balanced VP
Transamerica Hanlon Growth & Income VP
Transamerica Hanlon Growth VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              25,540.711
            972,428.905
            863,636.203
         1,262,664.811
   
Cost
 $                320,193
 $           10,594,543
 $             9,348,047
 $           13,653,273
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $                344,544
 $           10,667,545
 $             9,594,998
 $           14,255,486
 
 Receivable for units sold
                              1
                               -
                               -
                              1
Total assets
                   344,545
              10,667,545
                9,594,998
              14,255,487
Liabilities
       
 
Payable for units redeemed
                               -
                              5
                              1
                               -
     
 $                344,545
 $           10,667,540
 $             9,594,997
 $           14,255,487
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $                344,545
 $           10,667,540
 $             9,594,997
 $           14,255,487
Total net assets
 $                344,545
 $           10,667,540
 $             9,594,997
 $           14,255,487
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                     17,568
                   769,426
                   561,536
                   796,461
 
M&E - 0.75%
                       6,515
                   195,412
                   297,722
                   444,942
 
M&E - 0.00%
                          502
                       8,672
                       2,331
                       1,738
 
M&E - 1.50%
                          837
                       7,980
                       5,838
                     17,533
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            13.545563
 $            10.862756
 $            11.052295
 $            11.299234
 
M&E - 0.75%
 $            13.579197
 $            10.889768
 $            11.079765
 $            11.327317
 
M&E - 0.00%
 $            13.749328
 $            11.026315
 $            11.218687
 $            11.469334
 
M&E - 1.50%
 $            13.412374
 $            10.755873
 $            10.943541
 $            11.188060
See accompanying notes.
       


 
S-10

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica Hanlon Managed Income VP
Transamerica Multi Managed Large Cap Core VP
Transamerica Foxhall Emerging Markets/Pacific Rim VP
Transamerica Foxhall Global Conservative VP
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         2,556,049.264
            164,951.853
         1,450,194.200
            217,399.474
   
Cost
 $           27,921,805
 $             2,091,569
 $           15,230,953
 $             2,156,977
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           28,321,026
 $             2,560,053
 $           16,285,681
 $             2,063,121
 
 Receivable for units sold
                            76
                          433
                              7
                               -
Total assets
              28,321,102
                2,560,486
              16,285,688
                2,063,121
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                              1
     
 $           28,321,102
 $             2,560,486
 $           16,285,688
 $             2,063,120
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           28,321,102
 $             2,560,486
 $           16,285,688
 $             2,063,120
Total net assets
 $           28,321,102
 $             2,560,486
 $           16,285,688
 $             2,063,120
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                1,621,132
                   147,958
                   870,816
                   152,240
 
M&E - 0.75%
                   926,008
                     14,499
                   565,364
                     66,695
 
M&E - 0.00%
                          879
                       1,482
                       1,866
                          285
 
M&E - 1.50%
                     32,132
                          346
                     15,097
                          606
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            10.968039
 $            15.580376
 $            11.198319
 $              9.378940
 
M&E - 0.75%
 $            10.995277
 $            15.619083
 $            11.223325
 $              9.399918
 
M&E - 0.00%
 $            11.133190
 $            15.815004
 $            11.349811
 $              9.505947
 
M&E - 1.50%
 $            10.860099
 $            15.427028
 $            11.099171
 $              9.295837
See accompanying notes.
       


 
S-11

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Transamerica Foxhall Global Growth VP
Transamerica Foxhall Global Hard Asset VP
Transamerica Jennison Growth VP
Fidelity VIP Contrafund®
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
         1,494,740.548
            904,112.819
         1,341,627.334
            754,394.297
   
Cost
 $           15,978,448
 $             9,079,345
 $             9,874,727
 $           19,098,908
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           17,249,306
 $             9,619,760
 $           10,598,856
 $           17,720,722
 
 Receivable for units sold
                               -
                              2
                               -
                          124
Total assets
              17,249,306
                9,619,762
              10,598,856
              17,720,846
Liabilities
       
 
Payable for units redeemed
                              8
                               -
                              5
                               -
     
 $           17,249,298
 $             9,619,762
 $           10,598,851
 $           17,720,846
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           17,249,298
 $             9,619,762
 $           10,598,851
 $           17,720,846
Total net assets
 $           17,249,298
 $             9,619,762
 $           10,598,851
 $           17,720,846
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   898,332
                   524,811
                   915,618
                1,277,562
 
M&E - 0.75%
                   591,805
                   379,439
                     66,008
                               -
 
M&E - 0.00%
                       1,237
                       2,180
                       1,688
                               -
 
M&E - 1.50%
                       8,840
                       4,728
                          252
                               -
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            11.488245
 $            10.548065
 $            10.775127
 $            13.870829
 
M&E - 0.75%
 $            11.513904
 $            10.571639
 $            10.785897
 $                            -
 
M&E - 0.00%
 $            11.643684
 $            10.690813
 $            10.840103
 $                            -
 
M&E - 1.50%
 $            11.386512
 $            10.454647
 $            10.732349
 $                            -
See accompanying notes.
       


 
S-12

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Fidelity VIP Equity-Income
Fidelity VIP Growth Opportunities
Fidelity VIP Index 500
ProFund VP Bull
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
            437,564.337
            207,205.124
              71,727.519
            334,886.066
   
Cost
 $             9,859,775
 $             3,350,933
 $             8,448,611
 $             7,671,037
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $             8,204,331
 $             3,684,107
 $             9,418,541
 $             8,807,504
 
 Receivable for units sold
                          301
                               -
                               -
                               -
Total assets
                8,204,632
                3,684,107
                9,418,541
                8,807,504
Liabilities
       
 
Payable for units redeemed
                               -
                          194
                              2
                          318
     
 $             8,204,632
 $             3,683,913
 $             9,418,539
 $             8,807,186
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $             8,204,632
 $             3,683,913
 $             9,418,539
 $             8,807,186
Total net assets
 $             8,204,632
 $             3,683,913
 $             9,418,539
 $             8,807,186
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   656,922
                   451,620
                   346,258
                   608,072
 
M&E - 0.75%
                               -
                               -
                   405,622
                   271,393
 
M&E - 0.00%
                               -
                               -
                       4,630
                            24
 
M&E - 1.50%
                               -
                               -
                          745
                       1,005
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            12.489513
 $              8.157107
 $            12.022936
 $              9.981954
 
M&E - 0.75%
 $                            -
 $                            -
 $            12.825188
 $            10.049777
 
M&E - 0.00%
 $                            -
 $                            -
 $              9.891483
 $              9.314134
 
M&E - 1.50%
 $                            -
 $                            -
 $            10.108425
 $              9.733080
See accompanying notes.
       


 
S-13

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Money Market
ProFund VP NASDAQ-100
ProFund VP Short Small-Cap
ProFund VP Small-Cap
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
       13,069,723.690
            195,521.193
            158,920.449
              45,506.399
   
Cost
 $           13,069,724
 $             3,385,434
 $             1,497,393
 $             1,177,856
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $           13,069,724
 $             3,763,783
 $             1,346,056
 $             1,271,449
 
 Receivable for units sold
                               -
                            97
                               -
                              4
Total assets
              13,069,724
                3,763,880
                1,346,056
                1,271,453
Liabilities
       
 
Payable for units redeemed
                              1
                               -
                          198
                               -
     
 $           13,069,723
 $             3,763,880
 $             1,345,858
 $             1,271,453
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $           13,069,723
 $             3,763,880
 $             1,345,858
 $             1,271,453
Total net assets
 $           13,069,723
 $             3,763,880
 $             1,345,858
 $             1,271,453
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                1,035,612
                   240,634
                   228,584
                     93,205
 
M&E - 0.75%
                   218,963
                     36,245
                     23,701
                     22,364
 
M&E - 0.00%
                     12,775
                       2,912
                            50
                       1,057
 
M&E - 1.50%
                       1,972
                       1,007
                       1,619
                       1,180
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            10.282976
 $            13.410639
 $              5.297199
 $            10.780650
 
M&E - 0.75%
 $            10.352643
 $            13.501733
 $              5.333190
 $            10.853899
 
M&E - 0.00%
 $            10.540551
 $            12.323946
 $              6.119371
 $            10.175417
 
M&E - 1.50%
 $              9.656691
 $            11.491614
 $              5.126884
 $            11.153660
See accompanying notes.
       


 
S-14

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
Access VP High Yield
ProFund VP Europe 30
ProFund VP Oil & Gas
ProFund VP UltraSmall-Cap
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              76,300.417
              13,356.497
            114,674.783
            422,704.189
   
Cost
 $             1,905,400
 $                262,866
 $             4,619,629
 $             5,476,087
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $             2,027,302
 $                284,093
 $             5,331,231
 $             6,826,673
 
 Receivable for units sold
                          158
                            10
                          852
                               -
Total assets
                2,027,460
                   284,103
                5,332,083
                6,826,673
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                            26
     
 $             2,027,460
 $                284,103
 $             5,332,083
 $             6,826,647
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $             2,027,460
 $                284,103
 $             5,332,083
 $             6,826,647
Total net assets
 $             2,027,460
 $                284,103
 $             5,332,083
 $             6,826,647
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   134,182
                     27,974
                   535,947
                   600,320
 
M&E - 0.75%
                     17,905
                       6,831
                     87,666
                   217,828
 
M&E - 0.00%
                          674
                          405
                       1,749
                          805
 
M&E - 1.50%
                          370
                          206
                       2,895
                     10,655
             
Accumulation unit value:
       
 
M&E - 0.90%
 $            13.232887
 $              8.011662
 $              8.484823
 $              8.204820
 
M&E - 0.75%
 $            13.288892
 $              8.045648
 $              8.520813
 $              8.239676
 
M&E - 0.00%
 $            13.573803
 $              8.218422
 $              8.703759
 $              8.416896
 
M&E - 1.50%
 $            12.879878
 $              8.220961
 $              7.757800
 $              9.340285
See accompanying notes.
       


 
S-15

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Utilities
ProFund VP Consumer Services
ProFund VP Pharmaceuticals
ProFund VP Small-Cap Value
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              49,719.001
              25,504.069
              28,239.273
              19,116.394
   
Cost
 $             1,351,056
 $                768,842
 $                607,828
 $                445,595
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $             1,410,031
 $                816,385
 $                623,806
 $                521,878
 
 Receivable for units sold
                              9
                              1
                              4
                              6
Total assets
                1,410,040
                   816,386
                   623,810
                   521,884
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                               -
     
 $             1,410,040
 $                816,386
 $                623,810
 $                521,884
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $             1,410,040
 $                816,386
 $                623,810
 $                521,884
Total net assets
 $             1,410,040
 $                816,386
 $                623,810
 $                521,884
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   110,632
                     52,238
                     52,949
                     41,166
 
M&E - 0.75%
                     49,594
                     21,772
                       8,903
                       4,677
 
M&E - 0.00%
                       1,442
                               -
                          690
                       4,022
 
M&E - 1.50%
                       1,725
                            37
                          112
                            60
             
Accumulation unit value:
       
 
M&E - 0.90%
 $              8.621316
 $            11.011015
 $              9.946639
 $            10.426440
 
M&E - 0.75%
 $              8.657830
 $            11.057672
 $              9.988791
 $            10.470641
 
M&E - 0.00%
 $              8.843611
 $            11.295002
 $            10.203113
 $            10.695509
 
M&E - 1.50%
 $              8.183713
 $            12.142554
 $            10.483939
 $            11.238451
See accompanying notes.
       


 
S-16

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Falling U.S. Dollar
ProFund VP Emerging Markets
ProFund VP International
ProFund VP Asia 30
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              17,159.905
            626,460.032
            355,820.300
            100,794.457
   
Cost
 $                507,803
 $           17,817,540
 $             7,403,252
 $             5,487,536
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $                503,986
 $           19,013,062
 $             7,742,650
 $             6,160,557
 
 Receivable for units sold
                          244
                          330
                            44
                            94
Total assets
                   504,230
              19,013,392
                7,742,694
                6,160,651
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                               -
     
 $                504,230
 $           19,013,392
 $             7,742,694
 $             6,160,651
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $                504,230
 $           19,013,392
 $             7,742,694
 $             6,160,651
Total net assets
 $                504,230
 $           19,013,392
 $             7,742,694
 $             6,160,651
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                     41,441
                1,635,691
                   708,607
                   559,115
 
M&E - 0.75%
                     14,451
                   503,226
                   267,416
                     82,543
 
M&E - 0.00%
                            44
                     12,950
                          178
                       1,764
 
M&E - 1.50%
                          177
                       5,426
                          829
                       3,172
             
Accumulation unit value:
       
 
M&E - 0.90%
 $              8.976807
 $              8.801091
 $              7.915055
 $              9.514688
 
M&E - 0.75%
 $              9.014846
 $              8.838374
 $              7.948611
 $              9.555064
 
M&E - 0.00%
 $              9.208323
 $              9.028196
 $              8.119284
 $              9.760190
 
M&E - 1.50%
 $              8.706261
 $              9.749570
 $              8.441846
 $            11.007732
See accompanying notes.
       


 
S-17

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Japan
ProFund VP Short NASDAQ-100
ProFund VP U.S. Government Plus
ProFund VP Basic Materials
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              24,939.590
              61,511.307
            168,118.085
            156,825.547
   
Cost
 $                316,152
 $                670,515
 $             3,585,290
 $             6,868,366
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $                317,481
 $                581,282
 $             3,296,796
 $             8,181,589
 
 Receivable for units sold
                              2
                            72
                          255
                            48
Total assets
                   317,483
                   581,354
                3,297,051
                8,181,637
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                               -
     
 $                317,483
 $                581,354
 $             3,297,051
 $             8,181,637
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $                317,483
 $                581,354
 $             3,297,051
 $             8,181,637
Total net assets
 $                317,483
 $                581,354
 $             3,297,051
 $             8,181,637
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                     44,001
                     90,569
                   261,946
                   668,630
 
M&E - 0.75%
                       4,147
                       8,633
                     37,876
                   170,023
 
M&E - 0.00%
                            25
                               -
                            75
                       1,513
 
M&E - 1.50%
                            70
                          591
                       1,565
                       2,657
             
Accumulation unit value:
       
 
M&E - 0.90%
 $              6.578325
 $              5.822893
 $            10.932154
 $              9.698557
 
M&E - 0.75%
 $              6.606213
 $              5.847570
 $            10.978423
 $              9.739699
 
M&E - 0.00%
 $              6.748067
 $              5.973129
 $            11.213825
 $              9.948914
 
M&E - 1.50%
 $              6.713699
 $              5.913237
 $            10.703545
 $              9.733837
See accompanying notes.
       


 
S-18

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Financials
ProFund VP Precious Metals
ProFund VP Telecommunications
ProFund VP Mid-Cap
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
            100,141.663
            199,734.989
              49,842.070
              99,065.839
   
Cost
 $             1,811,577
 $             9,062,503
 $                341,967
 $             2,384,784
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $             1,983,806
 $           11,151,204
 $                376,806
 $             2,750,068
 
 Receivable for units sold
                            22
                          342
                            89
                            19
Total assets
                1,983,828
              11,151,546
                   376,895
                2,750,087
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                               -
     
 $             1,983,828
 $           11,151,546
 $                376,895
 $             2,750,087
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $             1,983,828
 $           11,151,546
 $                376,895
 $             2,750,087
Total net assets
 $             1,983,828
 $           11,151,546
 $                376,895
 $             2,750,087
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                   219,742
                   883,621
                     33,958
                   206,629
 
M&E - 0.75%
                     77,493
                   160,489
                       5,321
                     53,437
 
M&E - 0.00%
                          394
                       5,967
                            14
                       1,453
 
M&E - 1.50%
                          188
                     12,383
                          659
                       1,196
             
Accumulation unit value:
       
 
M&E - 0.90%
 $              6.652541
 $            10.480043
 $              9.420419
 $            10.455891
 
M&E - 0.75%
 $              6.680791
 $            10.524502
 $              9.460310
 $            10.500215
 
M&E - 0.00%
 $              6.824549
 $            10.750709
 $              9.663252
 $            10.725662
 
M&E - 1.50%
 $              8.434194
 $            11.138926
 $              9.907565
 $            10.802430
See accompanying notes.
       


 
S-19

 

Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Assets and Liabilities
December 31, 2010




     
ProFund VP Short Emerging Markets
ProFund VP Short International
Franklin Templeton VIP Founding Funds Allocation
AllianceBernstein Balanced Wealth Strategy
     
Subaccount
Subaccount
Subaccount
Subaccount
Assets
       
 
Investment in securities:
       
   
Number of shares
              26,010.626
              29,659.588
              59,174.622
              53,519.142
   
Cost
 $                397,845
 $                725,437
 $                436,228
 $                562,891
 
Investments in mutual funds,
       
   
Level 1 quoted prices
       
   
 at net asset value
 $                351,404
 $                609,505
 $                456,236
 $                609,048
 
 Receivable for units sold
                          111
                       1,110
                               -
                               -
Total assets
                   351,515
                   610,615
                   456,236
                   609,048
Liabilities
       
 
Payable for units redeemed
                               -
                               -
                               -
                              1
     
 $                351,515
 $                610,615
 $                456,236
 $                609,047
Net Assets:
       
 
Deferred annuity contracts
       
   
terminable by owners
 $                351,515
 $                610,615
 $                456,236
 $                609,047
Total net assets
 $                351,515
 $                610,615
 $                456,236
 $                609,047
             
Accumulation units outstanding:
     
 
M&E - 0.90%
                     56,911
                     69,659
                     23,808
                     33,726
 
M&E - 0.75%
                       7,939
                     11,703
                       6,441
                       9,860
 
M&E - 0.00%
                              4
                          150
                          316
                              8
 
M&E - 1.50%
                          258
                          190
                       1,962
                       1,115
             
Accumulation unit value:
       
 
M&E - 0.90%
 $              5.397558
 $              7.470146
 $            14.025866
 $            13.618288
 
M&E - 0.75%
 $              5.420452
 $              7.501822
 $            14.060683
 $            13.652085
 
M&E - 0.00%
 $              5.536890
 $              7.662889
 $            14.236836
 $            13.823118
 
M&E - 1.50%
 $              4.957076
 $              6.911812
 $            13.887977
 $            13.484387
See accompanying notes.
       


 
S-20

 



 
 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted


       
Transamerica JPMorgan Core Bond VP
Transamerica Asset Allocation - Conservative VP
Transamerica Asset Allocation - Growth VP
Transamerica Asset Allocation - Moderate Growth VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $       3,234,359
 $       1,422,355
 $       2,683,966
 $       6,210,089
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             486,150
             377,351
          2,091,099
          2,414,064
     
expense risk charge
          2,748,209
          1,045,004
             592,867
          3,796,025
Net investment income (loss)
       
       
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
             122,121
                         -
                         -
 
Realized gain distributions
        11,762,049
          8,150,279
        25,378,730
        28,845,756
 
Proceeds from sales
        10,922,314
          9,147,674
        37,505,718
        33,888,935
 
Cost of investments sold
             839,735
           (875,274)
      (12,126,988)
        (5,043,179)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
          1,944,414
               71,262
      (91,842,639)
      (50,746,300)
 
Beginning of period
          2,188,575
          3,317,387
      (47,317,111)
      (17,893,100)
 
End of period
       
Net change in unrealized appreciation/depreciation
             244,161
          3,246,125
        44,525,528
        32,853,200
 
of investments
       
               
Net realized and unrealized capital gains (losses)
          1,083,896
          2,370,851
        32,398,540
        27,810,021
 
on investments
       
       
 $       3,832,105
 $       3,415,855
 $     32,991,407
 $     31,606,046
Increase (decrease) in net assets from operations
     
         
See accompanying notes.
       


 
S-21

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica Asset Allocation - Moderate VP
Transamerica MFS International Equity VP
Transamerica Clarion Global Real Estate Securities VP
Transamerica Federated Market Opportunity VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $       2,553,530
 $          575,980
 $       2,602,653
 $       2,390,884
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             745,444
             376,418
             368,076
             567,466
     
expense risk charge
          1,808,086
             199,562
          2,234,577
          1,823,418
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
        13,654,537
          8,346,176
          5,422,487
        11,061,271
 
Proceeds from sales
        15,192,477
        10,760,611
          9,368,279
        13,875,091
 
Cost of investments sold
        (1,537,940)
        (2,414,435)
        (3,945,792)
        (2,813,820)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
        (9,175,077)
      (12,493,950)
      (24,706,124)
      (14,059,857)
 
Beginning of period
        (1,654,748)
        (6,730,924)
      (17,327,802)
      (13,642,769)
 
End of period
       
Net change in unrealized appreciation/depreciation
          7,520,329
          5,763,026
          7,378,322
             417,088
 
of investments
       
               
Net realized and unrealized capital gains (losses)
          5,982,389
          3,348,591
          3,432,530
        (2,396,732)
 
on investments
       
       
 $       7,790,475
 $       3,548,153
 $       5,667,107
 $        (573,314)
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-22

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica International Moderate Growth VP
Transamerica JPMorgan Mid Cap Value VP
Transamerica JPMorgan Enhanced Index VP
Transamerica BlackRock Large Cap Value VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $          266,687
 $          140,445
 $            24,020
 $          404,456
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               83,059
               69,624
               15,435
             451,820
     
expense risk charge
             183,628
               70,821
                 8,585
             (47,364)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
          1,624,263
          1,673,309
             260,668
          8,244,194
 
Proceeds from sales
          2,071,643
          1,862,937
             390,907
        10,065,525
 
Cost of investments sold
           (447,380)
           (189,628)
           (130,239)
        (1,821,331)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
        (1,016,548)
        (1,577,048)
           (306,656)
      (10,575,927)
 
Beginning of period
             173,833
               82,601
               64,566
        (5,021,989)
 
End of period
       
Net change in unrealized appreciation/depreciation
          1,190,381
          1,659,649
             371,222
          5,553,938
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             743,001
          1,470,021
             240,983
          3,732,607
 
on investments
       
       
 $          926,629
 $       1,540,842
 $          249,568
 $       3,685,243
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-23

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica AEGON High Yield Bond VP
Transamerica PIMCO Total Return VP
Transamerica Focus VP
Transamerica T. Rowe Price Small Cap VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $       2,001,857
 $       1,290,530
 $          236,021
 $                      -
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             118,376
             284,709
             240,665
             174,181
     
expense risk charge
          1,883,481
          1,005,821
               (4,644)
           (174,181)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
               44,170
                         -
                         -
 
Realized gain distributions
        11,604,168
        14,389,116
          4,181,356
          5,561,740
 
Proceeds from sales
        10,415,588
        13,982,272
          5,405,447
          7,246,462
 
Cost of investments sold
          1,188,580
             451,014
        (1,224,091)
        (1,684,722)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
          1,278,099
                 3,990
        (8,473,828)
        (3,255,143)
 
Beginning of period
           (410,820)
             493,246
           (669,171)
          4,824,855
 
End of period
       
Net change in unrealized appreciation/depreciation
        (1,688,919)
             489,256
          7,804,657
          8,079,998
 
of investments
       
               
Net realized and unrealized capital gains (losses)
           (500,339)
             940,270
          6,580,566
          6,395,276
 
on investments
       
       
 $       1,383,142
 $       1,946,091
 $       6,575,922
 $       6,221,095
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-24

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica Diversified Equity VP
Transamerica Third Avenue Value VP
Transamerica Balanced VP
Transamerica AllianceBernstein Dynamic Allocation VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $       1,965,717
 $       1,990,139
 $          507,932
 $          170,900
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
          1,698,029
             622,549
             636,251
               28,224
     
expense risk charge
             267,688
          1,367,590
           (128,319)
             142,676
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
        25,861,105
        12,479,829
          8,328,038
          1,001,030
 
Proceeds from sales
        34,688,417
        20,584,447
          8,435,986
          1,433,804
 
Cost of investments sold
        (8,827,312)
        (8,104,618)
           (107,948)
           (432,774)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
      (59,338,236)
      (36,048,746)
           (394,810)
           (778,771)
 
Beginning of period
      (22,455,118)
      (19,718,358)
        14,715,367
           (242,226)
 
End of period
       
Net change in unrealized appreciation/depreciation
        36,883,118
        16,330,388
        15,110,177
             536,545
 
of investments
       
               
Net realized and unrealized capital gains (losses)
        28,055,806
          8,225,770
        15,002,229
             103,771
 
on investments
       
       
 $     28,323,494
 $       9,593,360
 $     14,873,910
 $          246,447
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-25

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica WMC Diversified Growth VP
Transamerica Growth Opportunities VP
Transamerica Money Market VP
Transamerica Small/MidCap Value VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $       2,993,270
 $            16,933
 $              3,157
 $          233,942
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
          5,031,913
             431,544
             546,005
             250,922
     
expense risk charge
        (2,038,643)
           (414,611)
           (542,848)
             (16,980)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
        61,783,787
          6,683,034
        30,370,326
          8,053,589
 
Proceeds from sales
        79,592,247
          9,865,424
        30,370,326
        10,345,424
 
Cost of investments sold
      (17,808,460)
        (3,182,390)
                         -
        (2,291,835)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
    (177,572,158)
      (15,913,977)
                         -
        (3,497,763)
 
Beginning of period
      (68,707,980)
          2,693,555
                         -
          6,611,247
 
End of period
       
Net change in unrealized appreciation/depreciation
      108,864,178
        18,607,532
                         -
        10,109,010
 
of investments
       
               
Net realized and unrealized capital gains (losses)
        91,055,718
        15,425,142
                         -
          7,817,175
 
on investments
       
       
 $     89,017,075
 $     15,010,531
 $        (542,848)
 $       7,800,195
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-26

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica U.S. Government Securities VP
Transamerica Morgan Stanley Mid-Cap Growth VP
Transamerica Index 50 VP
Transamerica Index 75 VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $          335,903
 $          326,997
 $              2,015
 $            11,401
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               92,461
          2,455,057
                 1,293
                 7,822
     
expense risk charge
             243,442
        (2,128,060)
                    722
                 3,579
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
             240,868
                         -
                 1,709
                 8,886
 
Realized gain distributions
          3,449,731
        28,770,313
             146,131
               91,032
 
Proceeds from sales
          3,218,874
        28,420,298
             137,341
               75,138
 
Cost of investments sold
             471,725
             350,015
               10,499
               24,780
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             375,995
      (22,614,119)
                 3,236
               59,056
 
Beginning of period
             (20,975)
        58,680,090
                 7,166
             143,281
 
End of period
       
Net change in unrealized appreciation/depreciation
           (396,970)
        81,294,209
                 3,930
               84,225
 
of investments
       
               
Net realized and unrealized capital gains (losses)
               74,755
        81,644,224
               14,429
             109,005
 
on investments
       
       
 $          318,197
 $     79,516,164
 $            15,151
 $          112,584
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-27

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica Efficient Markets VP
Transamerica Hanlon Balanced VP
Transamerica Hanlon Growth & Income VP
Transamerica Hanlon Growth VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $              1,885
 $            31,027
 $            51,896
 $          118,264
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
                 1,848
               72,244
               70,559
             107,897
     
expense risk charge
                      37
             (41,217)
             (18,663)
               10,367
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                 4,572
               15,072
               29,883
               78,365
 
Realized gain distributions
             106,612
          1,661,281
          1,773,368
          1,977,571
 
Proceeds from sales
             100,750
          1,560,093
          1,628,150
          1,839,411
 
Cost of investments sold
               10,434
             116,260
             175,101
             216,525
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
                 3,139
             364,571
             535,535
             891,536
 
Beginning of period
               24,351
               73,002
             246,951
             602,213
 
End of period
       
Net change in unrealized appreciation/depreciation
               21,212
           (291,569)
           (288,584)
           (289,323)
 
of investments
       
               
Net realized and unrealized capital gains (losses)
               31,646
           (175,309)
           (113,483)
             (72,798)
 
on investments
       
       
 $            31,683
 $        (216,526)
 $        (132,146)
 $          (62,431)
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-28

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica Hanlon Managed Income VP
Transamerica Multi Managed Large Cap Core VP
Transamerica Foxhall Emerging Markets/Pacific Rim VP
Transamerica Foxhall Global Conservative VP
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $            48,351
 $            13,734
 $            43,257
 $              2,190
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             212,049
               18,895
             120,670
               16,649
     
expense risk charge
           (163,698)
               (5,161)
             (77,413)
             (14,459)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
               80,817
                         -
             103,595
                 1,236
 
Realized gain distributions
          5,062,493
          1,031,895
          2,746,530
             696,578
 
Proceeds from sales
          4,581,274
             772,147
          2,645,751
             714,411
 
Cost of investments sold
             562,036
             259,748
             204,374
             (16,597)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             922,185
             368,633
             646,180
                 4,646
 
Beginning of period
             399,221
             468,484
          1,054,728
             (93,856)
 
End of period
       
Net change in unrealized appreciation/depreciation
           (522,964)
               99,851
             408,548
             (98,502)
 
of investments
       
               
Net realized and unrealized capital gains (losses)
               39,072
             359,599
             612,922
           (115,099)
 
on investments
       
       
 $        (124,626)
 $          354,438
 $          535,509
 $        (129,558)
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-29

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Transamerica Foxhall Global Growth VP
Transamerica Foxhall Global Hard Asset VP
Transamerica Jennison Growth VP
Fidelity VIP Contrafund®
       
Subaccount
Subaccount
Subaccount(1)
Subaccount
               
Net investment income (loss)
       
 
Income:
 $            38,180
 $            11,407
 $              3,697
 $          165,029
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             129,061
               67,275
               59,463
             146,298
     
expense risk charge
             (90,881)
             (55,868)
             (55,766)
               18,731
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
               97,402
               26,531
                         -
                 7,506
 
Realized gain distributions
          2,228,506
          1,347,806
          2,190,625
          2,197,719
 
Proceeds from sales
          2,040,263
          1,350,910
          2,320,604
          2,526,768
 
Cost of investments sold
             285,645
               23,427
           (129,979)
           (321,543)
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             669,014
             174,021
                         -
        (4,132,569)
 
Beginning of period
          1,270,858
             540,415
             724,129
        (1,378,186)
 
End of period
       
Net change in unrealized appreciation/depreciation
             601,844
             366,394
             724,129
          2,754,383
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             887,489
             389,821
             594,150
          2,432,840
 
on investments
       
       
 $          796,608
 $          333,953
 $          538,384
 $       2,451,571
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-30

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Fidelity VIP Equity-Income
Fidelity VIP Growth Opportunities
Fidelity VIP Index 500
ProFund VP Bull
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $          123,544
 $                      -
 $          149,387
 $            12,521
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               68,538
               30,447
               64,737
               77,043
     
expense risk charge
               55,006
             (30,447)
               84,650
             (64,522)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
             149,359
                         -
 
Realized gain distributions
             908,374
          1,186,377
          2,400,855
          7,423,836
 
Proceeds from sales
          1,176,764
          1,608,647
          2,776,440
          6,577,251
 
Cost of investments sold
           (268,390)
           (422,270)
           (226,226)
             846,585
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
        (2,881,656)
           (825,048)
           (258,905)
             855,723
 
Beginning of period
        (1,655,444)
             333,174
             969,930
          1,136,467
 
End of period
       
Net change in unrealized appreciation/depreciation
          1,226,212
          1,158,222
          1,228,835
             280,744
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             957,822
             735,952
          1,002,609
          1,127,329
 
on investments
       
       
 $       1,012,828
 $          705,505
 $       1,087,259
 $       1,062,807
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-31

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Money Market
ProFund VP NASDAQ-100
ProFund VP Short Small-Cap
ProFund VP Small-Cap
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $              4,957
 $                      -
 $                      -
 $                      -
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
             211,787
               41,488
               14,006
               20,845
     
expense risk charge
           (206,830)
             (41,488)
             (14,006)
             (20,845)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
        72,271,788
        14,786,698
        30,483,797
        27,278,660
 
Proceeds from sales
        72,271,788
        14,032,899
        30,884,461
        27,269,303
 
Cost of investments sold
                         -
             753,799
           (400,664)
                 9,357
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
                         -
             404,638
             (89,212)
               40,223
 
Beginning of period
                         -
             378,349
           (151,337)
               93,593
 
End of period
       
Net change in unrealized appreciation/depreciation
                         -
             (26,289)
             (62,125)
               53,370
 
of investments
       
               
Net realized and unrealized capital gains (losses)
                         -
             727,510
           (462,789)
               62,727
 
on investments
       
       
 $        (206,830)
 $          686,022
 $        (476,795)
 $            41,882
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-32

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
Access VP High Yield
ProFund VP Europe 30
ProFund VP Oil & Gas
ProFund VP UltraSmall-Cap
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $          150,319
 $              4,814
 $            18,060
 $                      -
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               18,998
                 2,659
               37,025
               37,128
     
expense risk charge
             131,321
                 2,155
             (18,965)
             (37,128)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
          8,284,602
             481,409
          2,122,905
        23,051,516
 
Proceeds from sales
          7,437,858
             482,132
          2,028,788
        22,705,278
 
Cost of investments sold
             846,744
                  (723)
               94,117
             346,238
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
          1,038,003
               13,079
             101,252
             289,593
 
Beginning of period
             121,902
               21,227
             711,602
          1,350,586
 
End of period
       
Net change in unrealized appreciation/depreciation
           (916,101)
                 8,148
             610,350
          1,060,993
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             (69,357)
                 7,425
             704,467
          1,407,231
 
on investments
       
       
 $            61,964
 $              9,580
 $          685,502
 $       1,370,103
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-33

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Utilities
ProFund VP Consumer Services
ProFund VP Pharmaceuticals
ProFund VP Small-Cap Value
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $            41,306
 $                      -
 $            29,511
 $              2,227
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               12,500
                 3,448
                 5,444
               14,577
     
expense risk charge
               28,806
               (3,448)
               24,067
             (12,350)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
          1,500,268
             802,853
             860,126
          4,900,170
 
Proceeds from sales
          1,440,558
             813,260
             828,830
          4,614,193
 
Cost of investments sold
               59,710
             (10,407)
               31,296
             285,977
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             110,957
               17,483
               82,511
             135,433
 
Beginning of period
               58,975
               47,543
               15,978
               76,283
 
End of period
       
Net change in unrealized appreciation/depreciation
             (51,982)
               30,060
             (66,533)
             (59,150)
 
of investments
       
               
Net realized and unrealized capital gains (losses)
                 7,728
               19,653
             (35,237)
             226,827
 
on investments
       
       
 $            36,534
 $            16,205
 $          (11,170)
 $          214,477
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-34

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Falling U.S. Dollar
ProFund VP Emerging Markets
ProFund VP International
ProFund VP Asia 30
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $                      -
 $                      -
 $                      -
 $              4,020
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
                 3,896
               85,858
               38,135
               46,363
     
expense risk charge
               (3,896)
             (85,858)
             (38,135)
             (42,343)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
             149,781
             248,805
                         -
 
Realized gain distributions
             492,226
          8,935,407
          9,444,302
          4,344,642
 
Proceeds from sales
             514,921
          8,225,607
          9,924,034
          4,129,871
 
Cost of investments sold
             (22,695)
             859,581
           (230,927)
             214,771
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
               (4,257)
          1,281,354
             525,187
             200,284
 
Beginning of period
               (3,817)
          1,195,522
             339,398
             673,021
 
End of period
       
Net change in unrealized appreciation/depreciation
                    440
             (85,832)
           (185,789)
             472,737
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             (22,255)
             773,749
           (416,716)
             687,508
 
on investments
       
       
 $          (26,151)
 $          687,891
 $        (454,851)
 $          645,165
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-35

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Japan
ProFund VP Short NASDAQ-100
ProFund VP U.S. Government Plus
ProFund VP Basic Materials
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $                      -
 $                      -
 $            15,855
 $            27,850
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
                 1,207
                 7,340
               30,965
               42,978
     
expense risk charge
               (1,207)
               (7,340)
             (15,110)
             (15,128)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
                         -
 
Realized gain distributions
             381,016
          3,080,477
          5,173,865
          5,746,147
 
Proceeds from sales
             383,995
          3,302,459
          5,298,085
          5,214,126
 
Cost of investments sold
               (2,979)
           (221,982)
           (124,220)
             532,021
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
                 3,220
             (78,085)
           (610,723)
             626,720
 
Beginning of period
                 1,329
             (89,233)
           (288,494)
          1,313,223
 
End of period
       
Net change in unrealized appreciation/depreciation
               (1,891)
             (11,148)
             322,229
             686,503
 
of investments
       
               
Net realized and unrealized capital gains (losses)
               (4,870)
           (233,130)
             198,009
          1,218,524
 
on investments
       
       
 $            (6,077)
 $        (240,470)
 $          182,899
 $       1,203,396
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-36

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Financials
ProFund VP Precious Metals
ProFund VP Telecommunications
ProFund VP Mid-Cap
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $              4,770
 $                      -
 $            11,304
 $                      -
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
               17,473
               63,134
                 2,453
               39,147
     
expense risk charge
             (12,703)
             (63,134)
                 8,851
             (39,147)
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                         -
             474,386
 
Realized gain distributions
          2,610,484
          3,528,242
             649,475
        10,057,076
 
Proceeds from sales
          2,522,349
          2,589,704
             642,261
          9,805,348
 
Cost of investments sold
               88,135
             938,538
                 7,214
             726,114
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             150,979
             709,592
                 4,752
             425,885
 
Beginning of period
             172,229
          2,088,701
               34,839
             365,284
 
End of period
       
Net change in unrealized appreciation/depreciation
               21,250
          1,379,109
               30,087
             (60,601)
 
of investments
       
               
Net realized and unrealized capital gains (losses)
             109,385
          2,317,647
               37,301
             665,513
 
on investments
       
       
 $            96,682
 $       2,254,513
 $            46,152
 $          626,366
Increase (decrease) in net assets from operations
     
               
See accompanying notes.
       


 
S-37

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Operations
Year Ended December 31, 2010, Except as Noted



       
ProFund VP Short Emerging Markets
ProFund VP Short International
Franklin Templeton VIP Founding Funds Allocation
AllianceBernstein Balanced Wealth Strategy
       
Subaccount
Subaccount
Subaccount
Subaccount
               
Net investment income (loss)
       
 
Income:
 $                      -
 $                      -
 $              9,333
 $              9,445
   
Dividends
       
 
Expenses:
       
   
Administrative, mortality and
                 7,872
                 6,514
                 3,325
                 4,158
     
expense risk charge
               (7,872)
               (6,514)
                 6,008
                 5,287
Net investment income (loss)
       
               
Net realized and unrealized capital gains (losses)
     
 
on investments
       
Net realized capital gains (losses) on investments:
                         -
                         -
                      35
                         -
 
Realized gain distributions
          3,046,198
          2,371,380
             380,601
             382,557
 
Proceeds from sales
          3,325,477
          2,598,638
             378,344
             368,797
 
Cost of investments sold
           (279,279)
           (227,258)
                 2,292
               13,760
Net realized capital gains (losses) on investments
     
               
Net change in unrealized appreciation/depreciation
     
 
of investments:
             (93,249)
           (190,281)
                 8,328
               10,450
 
Beginning of period
             (46,441)
           (115,932)
               20,008
               46,157
 
End of period
       
Net change in unrealized appreciation/depreciation
               46,808
               74,349
               11,680
               35,707
 
of investments
       
               
Net realized and unrealized capital gains (losses)
           (232,471)
           (152,909)
               13,972
               49,467
 
on investments
       
       
 $        (240,343)
 $        (159,423)
 $            19,980
 $            54,754
Increase (decrease) in net assets from operations
     
               
               
               
See accompanying notes.
       

 
S-38

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted


       
Transamerica JPMorgan Core Bond VP
Transamerica Asset Allocation - Conservative VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $          2,748,209
 $          1,967,964
 $          1,045,004
 $          1,325,382
 
Net realized capital gains (losses)
       
   
on investments
                839,735
                617,304
              (875,274)
           (3,147,909)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                244,161
             1,821,102
             3,246,125
           10,013,034
Increase (decrease) in net assets
       
 
from operations
             3,832,105
             4,406,370
             3,415,855
             8,190,507
               
Contract transactions
       
 
Net contract purchase payments
             4,950,673
             6,931,655
             6,062,921
                617,626
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (351,823)
                731,520
              (398,442)
                771,449
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (3,674,792)
           (3,073,074)
           (2,092,334)
           (2,085,596)
 
Contract maintenance charges
           (4,657,943)
           (4,890,646)
           (3,599,279)
           (3,582,168)
Increase (decrease) in net assets
       
 
from contract transactions
           (3,733,885)
              (300,545)
                (27,134)
           (4,278,689)
Net increase (decrease) in net assets
                  98,220
             4,105,825
             3,388,721
             3,911,818
               
Net assets:
         
 
Beginning of the period
           54,892,177
           50,786,352
           41,211,153
           37,299,335
 
End of the period
 $        54,990,397
 $        54,892,177
 $        44,599,874
 $        41,211,153
               
See accompanying notes.
       


 
S-39

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted



       
Transamerica Asset Allocation - Growth VP
Transamerica Asset Allocation - Moderate Growth VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             592,867
 $          4,005,063
 $          3,796,025
 $          6,181,636
 
Net realized capital gains (losses)
       
   
on investments
         (12,126,988)
              (685,306)
           (5,043,179)
             3,435,396
 
Net change in unrealized appreciation/
     
   
depreciation of investments
           44,525,528
           51,966,862
           32,853,200
           50,995,801
Increase (decrease) in net assets
       
 
from operations
           32,991,407
           55,286,619
           31,606,046
           60,612,833
               
Contract transactions
       
 
Net contract purchase payments
           32,224,127
           38,254,977
           39,679,446
           40,493,778
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (6,667,157)
           (3,862,454)
           (6,725,801)
           (4,368,199)
 
Contract terminations, withdrawals,
       
 
  and other deductions
         (15,085,701)
         (13,343,642)
         (18,379,007)
         (15,511,796)
 
Contract maintenance charges
         (22,410,694)
         (25,323,768)
         (26,908,482)
         (29,625,327)
Increase (decrease) in net assets
       
 
from contract transactions
         (11,939,425)
           (4,274,887)
         (12,333,844)
           (9,011,544)
Net increase (decrease) in net assets
           21,051,982
           51,011,732
           19,272,202
           51,601,289
               
Net assets:
         
 
Beginning of the period
         245,375,296
         194,363,564
         281,532,459
         229,931,170
 
End of the period
 $      266,427,278
 $      245,375,296
 $      300,804,661
 $      281,532,459
               
See accompanying notes.
       


 
S-40

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted



       
Transamerica Asset Allocation - Moderate VP
Transamerica MFS International Equity VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $          1,808,086
 $          2,586,278
 $             199,562
 $             710,219
 
Net realized capital gains (losses)
       
   
on investments
           (1,537,940)
           (2,652,289)
           (2,414,435)
           (3,354,983)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             7,520,329
           17,489,168
             5,763,026
           13,347,504
Increase (decrease) in net assets
       
 
from operations
             7,790,475
           17,423,157
             3,548,153
           10,702,740
               
Contract transactions
       
 
Net contract purchase payments
           13,838,788
             7,414,397
             4,485,493
             2,889,824
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (1,616,467)
             2,190,581
           (2,644,537)
              (918,100)
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (5,091,369)
           (5,455,579)
           (2,923,762)
           (2,057,026)
 
Contract maintenance charges
           (9,335,289)
           (9,759,529)
           (2,953,763)
           (3,135,234)
Increase (decrease) in net assets
       
 
from contract transactions
           (2,204,337)
           (5,610,130)
           (4,036,569)
           (3,220,536)
Net increase (decrease) in net assets
             5,586,138
           11,813,027
              (488,416)
             7,482,204
               
Net assets:
         
 
Beginning of the period
           86,014,287
           74,201,260
           44,762,291
           37,280,087
 
End of the period
 $        91,600,425
 $        86,014,287
 $        44,273,875
 $        44,762,291
               
See accompanying notes.
       


 
S-41

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Clarion Global Real Estate Securities VP
Transamerica Federated Market Opportunity VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $          2,234,577
 $           (313,744)
 $          1,823,418
 $          1,670,454
 
Net realized capital gains (losses)
       
   
on investments
           (3,945,792)
           (7,896,625)
           (2,813,820)
             4,995,299
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             7,378,322
           18,572,978
                417,088
           (4,277,548)
Increase (decrease) in net assets
       
 
from operations
             5,667,107
           10,362,609
              (573,314)
             2,388,205
               
Contract transactions
       
 
Net contract purchase payments
             3,696,329
             3,514,173
             2,473,611
             6,051,402
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (563,480)
              (990,258)
           (1,609,175)
           (4,138,195)
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (2,421,353)
           (2,340,042)
           (4,075,611)
           (4,682,450)
 
Contract maintenance charges
           (3,626,232)
           (3,851,310)
           (6,007,056)
           (6,939,362)
Increase (decrease) in net assets
       
 
from contract transactions
           (2,914,736)
           (3,667,437)
           (9,218,231)
           (9,708,605)
Net increase (decrease) in net assets
             2,752,371
             6,695,172
           (9,791,545)
           (7,320,400)
               
Net assets:
         
 
Beginning of the period
           42,497,293
           35,802,121
           69,300,036
           76,620,436
 
End of the period
 $        45,249,664
 $        42,497,293
 $        59,508,491
 $        69,300,036
               
See accompanying notes.
       


 
S-42

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica International Moderate Growth VP
Transamerica JPMorgan Mid Cap Value VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             183,628
 $             158,090
 $               70,821
 $               64,457
 
Net realized capital gains (losses)
       
   
on investments
              (447,380)
              (915,912)
              (189,628)
              (440,201)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             1,190,381
             2,939,115
             1,659,649
             1,992,121
Increase (decrease) in net assets
       
 
from operations
                926,629
             2,181,293
             1,540,842
             1,616,377
               
Contract transactions
       
 
Net contract purchase payments
             1,881,407
             2,095,058
                            -
                            -
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (215,069)
              (238,271)
              (281,141)
              (629,305)
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (611,573)
              (408,700)
           (1,045,921)
              (491,774)
 
Contract maintenance charges
           (1,025,697)
           (1,216,022)
              (259,423)
              (274,076)
Increase (decrease) in net assets
       
 
from contract transactions
                  29,068
                232,065
           (1,586,485)
           (1,395,155)
Net increase (decrease) in net assets
                955,697
             2,413,358
                (45,643)
                221,222
               
Net assets:
         
 
Beginning of the period
             9,885,528
             7,472,170
             8,022,955
             7,801,733
 
End of the period
 $        10,841,225
 $          9,885,528
 $          7,977,312
 $          8,022,955
               
See accompanying notes.
       


 
S-43

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica JPMorgan Enhanced Index VP
Transamerica BlackRock Large Cap Value VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $                 8,585
 $               15,290
 $             (47,364)
 $             216,743
 
Net realized capital gains (losses)
       
   
on investments
              (130,239)
              (261,638)
           (1,821,331)
           (3,051,850)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                371,222
                571,059
             5,553,938
             7,216,947
Increase (decrease) in net assets
       
 
from operations
                249,568
                324,711
             3,685,243
             4,381,840
               
Contract transactions
       
 
Net contract purchase payments
                260,516
                166,930
             2,513,718
             2,828,121
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  11,245
                  42,242
           18,029,742
             1,790,309
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (29,558)
                (56,901)
           (3,633,762)
           (2,218,266)
 
Contract maintenance charges
                (99,951)
                (89,818)
           (4,368,928)
           (3,648,145)
Increase (decrease) in net assets
       
 
from contract transactions
                142,252
                  62,453
           12,540,770
           (1,247,981)
Net increase (decrease) in net assets
                391,820
                387,164
           16,226,013
             3,133,859
               
Net assets:
         
 
Beginning of the period
             1,631,165
             1,244,001
           41,943,389
           38,809,530
 
End of the period
 $          2,022,985
 $          1,631,165
 $        58,169,402
 $        41,943,389
               
See accompanying notes.
       


 
S-44

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica AEGON High Yield Bond VP
Transamerica PIMCO Total Return VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $          1,883,481
 $             757,253
 $          1,005,821
 $          1,428,021
 
Net realized capital gains (losses)
       
   
on investments
             1,188,580
                122,196
                451,014
                595,193
 
Net change in unrealized appreciation/
     
   
depreciation of investments
           (1,688,919)
             1,617,590
                489,256
             1,391,900
Increase (decrease) in net assets
       
 
from operations
             1,383,142
             2,497,039
             1,946,091
             3,415,114
               
Contract transactions
       
 
Net contract purchase payments
           10,665,346
             7,905,447
             3,034,892
             8,887,871
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (4,007,560)
             1,483,398
             1,334,641
             1,370,256
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (664,060)
              (267,242)
           (2,293,902)
           (1,237,782)
 
Contract maintenance charges
              (942,798)
              (509,019)
           (2,310,665)
           (1,946,199)
Increase (decrease) in net assets
       
 
from contract transactions
             5,050,928
             8,612,584
              (235,034)
             7,074,146
Net increase (decrease) in net assets
             6,434,070
           11,109,623
             1,711,057
           10,489,260
               
Net assets:
         
 
Beginning of the period
           12,028,440
                918,817
           28,964,781
           18,475,521
 
End of the period
 $        18,462,510
 $        12,028,440
 $        30,675,838
 $        28,964,781
               
See accompanying notes.
       


 
S-45

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Focus VP
Transamerica T. Rowe Price Small Cap VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               (4,644)
 $             399,401
 $           (174,181)
 $           (136,530)
 
Net realized capital gains (losses)
       
   
on investments
           (1,224,091)
           (2,757,812)
           (1,684,722)
           (3,495,029)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             7,804,657
             8,047,934
             8,079,998
             8,975,129
Increase (decrease) in net assets
       
 
from operations
             6,575,922
             5,689,523
             6,221,095
             5,343,570
               
Contract transactions
       
 
Net contract purchase payments
             2,491,535
             1,882,255
             5,745,780
             2,185,411
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (408,082)
              (577,174)
                  28,190
              (634,141)
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (1,554,403)
           (1,609,068)
           (1,016,893)
              (942,558)
 
Contract maintenance charges
           (2,430,457)
           (2,575,249)
           (1,475,314)
           (1,445,885)
Increase (decrease) in net assets
       
 
from contract transactions
           (1,901,407)
           (2,879,236)
             3,281,763
              (837,173)
Net increase (decrease) in net assets
             4,674,515
             2,810,287
             9,502,858
             4,506,397
               
Net assets:
         
 
Beginning of the period
           26,897,044
           24,086,757
           18,450,816
           13,944,419
 
End of the period
 $        31,571,559
 $        26,897,044
 $        27,953,674
 $        18,450,816
               
See accompanying notes.
       


 
S-46

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Diversified Equity VP
Transamerica Third Avenue Value VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             267,688
 $             933,958
 $          1,367,590
 $           (572,759)
 
Net realized capital gains (losses)
       
   
on investments
           (8,827,312)
         (10,834,074)
           (8,104,618)
           (6,225,520)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
           36,883,118
           48,776,860
           16,330,388
           25,804,258
Increase (decrease) in net assets
       
 
from operations
           28,323,494
           38,876,744
             9,593,360
           19,005,979
               
Contract transactions
       
 
Net contract purchase payments
           11,594,889
           15,855,294
             1,190,972
             5,134,109
 
Transfer payments from (to) other
       
   
subaccounts or general account
           27,337,150
           (2,097,348)
           (2,117,273)
           (1,423,521)
 
Contract terminations, withdrawals,
       
 
  and other deductions
         (11,331,036)
           (9,122,147)
           (3,799,216)
           (3,601,012)
 
Contract maintenance charges
         (18,896,002)
         (18,109,997)
           (5,391,423)
           (5,887,863)
Increase (decrease) in net assets
       
 
from contract transactions
             8,705,001
         (13,474,198)
         (10,116,940)
           (5,778,287)
Net increase (decrease) in net assets
           37,028,495
           25,402,546
              (523,580)
           13,227,692
               
Net assets:
         
 
Beginning of the period
         179,200,897
         153,798,351
           74,986,432
           61,758,740
 
End of the period
 $      216,229,392
 $      179,200,897
 $        74,462,852
 $        74,986,432
               
See accompanying notes.
       


 
S-47

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Balanced VP
Transamerica AllianceBernstein Dynamic Allocation VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $           (128,319)
 $               36,918
 $             142,676
 $               80,008
 
Net realized capital gains (losses)
       
   
on investments
              (107,948)
              (193,334)
              (432,774)
              (646,110)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
           15,110,177
             1,121,198
                536,545
             1,331,877
Increase (decrease) in net assets
       
 
from operations
           14,873,910
                964,782
                246,447
                765,775
               
Contract transactions
       
 
Net contract purchase payments
             4,940,149
                682,941
                457,794
                140,645
 
Transfer payments from (to) other
       
   
subaccounts or general account
         101,113,125
                  61,182
                  67,098
              (144,335)
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (4,324,136)
              (182,181)
              (340,537)
              (108,732)
 
Contract maintenance charges
           (6,587,212)
              (438,427)
              (237,710)
              (255,185)
Increase (decrease) in net assets
       
 
from contract transactions
           95,141,926
                123,515
                (53,355)
              (367,607)
Net increase (decrease) in net assets
         110,015,836
             1,088,297
                193,092
                398,168
               
Net assets:
         
 
Beginning of the period
             4,796,603
             3,708,306
             3,191,995
             2,793,827
 
End of the period
 $      114,812,439
 $          4,796,603
 $          3,385,087
 $          3,191,995
               
See accompanying notes.
       


 
S-48

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica WMC Diversified Growth VP
Transamerica Growth Opportunities VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $        (2,038,643)
 $             270,596
 $           (414,611)
 $           (211,894)
 
Net realized capital gains (losses)
       
   
on investments
         (17,808,460)
         (29,955,541)
           (3,182,390)
           (7,369,828)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
         108,864,178
         158,010,875
           18,607,532
           20,050,496
Increase (decrease) in net assets
       
 
from operations
           89,017,075
         128,325,930
           15,010,531
           12,468,774
               
Contract transactions
       
 
Net contract purchase payments
           52,815,025
           57,863,152
             8,553,405
             2,983,973
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (8,750,279)
           (4,250,838)
              (170,673)
              (545,836)
 
Contract terminations, withdrawals,
       
 
  and other deductions
         (34,792,246)
         (29,991,106)
           (2,835,704)
           (2,283,087)
 
Contract maintenance charges
         (61,058,455)
         (64,605,293)
           (3,845,185)
           (3,938,092)
Increase (decrease) in net assets
       
 
from contract transactions
         (51,785,955)
         (40,984,085)
             1,701,843
           (3,783,042)
Net increase (decrease) in net assets
           37,231,120
           87,341,845
           16,712,374
             8,685,732
               
Net assets:
         
 
Beginning of the period
         574,078,382
         486,736,537
           44,546,427
           35,860,695
 
End of the period
 $      611,309,502
 $      574,078,382
 $        61,258,801
 $        44,546,427
               
See accompanying notes.
       


 
S-49

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Money Market VP
Transamerica Small/MidCap Value VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $           (542,848)
 $           (609,621)
 $             (16,980)
 $             449,598
 
Net realized capital gains (losses)
       
   
on investments
                            -
                            -
           (2,291,835)
           (1,774,200)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                            -
                            -
           10,109,010
             7,963,885
Increase (decrease) in net assets
       
 
from operations
              (542,848)
              (609,621)
             7,800,195
             6,639,283
               
Contract transactions
       
 
Net contract purchase payments
             5,732,883
                            -
             8,829,511
             4,526,645
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (1,090,488)
         (21,883,560)
           (1,102,804)
                (17,758)
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (7,668,830)
           (9,497,729)
           (1,021,465)
              (778,778)
 
Contract maintenance charges
           (6,731,279)
           (8,470,520)
           (2,149,332)
           (1,899,910)
Increase (decrease) in net assets
       
 
from contract transactions
           (9,757,714)
         (39,851,809)
             4,555,910
             1,830,199
Net increase (decrease) in net assets
         (10,300,562)
         (40,461,430)
           12,356,105
             8,469,482
               
Net assets:
         
 
Beginning of the period
           66,003,875
         106,465,305
           23,766,218
           15,296,736
 
End of the period
 $        55,703,313
 $        66,003,875
 $        36,122,323
 $        23,766,218
               
See accompanying notes.
       


 
S-50

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica U.S. Government Securities VP
Transamerica Morgan Stanley Mid-Cap Growth VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             243,442
 $             270,912
 $        (2,128,060)
 $        (1,878,639)
 
Net realized capital gains (losses)
       
   
on investments
                471,725
                666,022
                350,015
           (8,840,119)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
              (396,970)
              (364,976)
           81,294,209
         108,780,897
Increase (decrease) in net assets
       
 
from operations
                318,197
                571,958
           79,516,164
           98,062,139
               
Contract transactions
       
 
Net contract purchase payments
             3,856,164
                            -
           21,791,568
           21,853,738
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (298,826)
           (9,340,656)
           (3,713,245)
           (1,633,244)
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (703,475)
           (1,230,069)
         (16,310,755)
         (11,988,360)
 
Contract maintenance charges
              (921,425)
           (1,542,093)
         (21,685,565)
         (21,909,027)
Increase (decrease) in net assets
       
 
from contract transactions
             1,932,438
         (12,112,818)
         (19,917,997)
         (13,676,893)
Net increase (decrease) in net assets
             2,250,635
         (11,540,860)
           59,598,167
           84,385,246
               
Net assets:
         
 
Beginning of the period
             9,746,046
           21,286,906
         256,353,724
         171,968,478
 
End of the period
 $        11,996,681
 $          9,746,046
 $      315,951,891
 $      256,353,724
               
See accompanying notes.
       


 
S-51

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Index 50 VP
Transamerica Index 75 VP
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $                    722
 $                  (471)
 $                 3,579
 $               (1,386)
 
Net realized capital gains (losses)
       
   
on investments
                  10,499
                    2,979
                  24,780
                (18,143)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                    3,930
                  (2,266)
                  84,225
                  86,677
Increase (decrease) in net assets
       
 
from operations
                  15,151
                       242
                112,584
                  67,148
               
Contract transactions
       
 
Net contract purchase payments
                106,991
                    8,538
                442,247
                592,046
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  49,219
                (12,189)
                  (1,157)
                    5,193
 
Contract terminations, withdrawals,
       
 
  and other deductions
                  (4,659)
                  (2,958)
                  (8,370)
                  (2,697)
 
Contract maintenance charges
                (24,810)
                  (6,066)
                (58,373)
                (25,098)
Increase (decrease) in net assets
       
 
from contract transactions
                126,741
                (12,675)
                374,347
                569,444
Net increase (decrease) in net assets
                141,892
                (12,433)
                486,931
                636,592
               
Net assets:
         
 
Beginning of the period
                  95,207
                107,640
                776,576
                139,984
 
End of the period
 $             237,099
 $               95,207
 $          1,263,507
 $             776,576
               
See accompanying notes.
       


 
S-52

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Efficient Markets VP
Transamerica Hanlon Balanced VP
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $                      37
 $                  (217)
 $             (41,217)
 $             (15,444)
 
Net realized capital gains (losses)
       
   
on investments
                  10,434
                       658
                116,260
                  20,086
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  21,212
                    3,139
              (291,569)
                364,571
Increase (decrease) in net assets
       
 
from operations
                  31,683
                    3,580
              (216,526)
                369,213
               
Contract transactions
       
 
Net contract purchase payments
                209,141
                119,801
             4,518,547
             3,807,413
 
Transfer payments from (to) other
       
   
subaccounts or general account
                    1,992
                    8,956
             2,840,987
                827,793
 
Contract terminations, withdrawals,
       
 
  and other deductions
                            -
                            -
              (269,963)
                (90,287)
 
Contract maintenance charges
                (28,178)
                  (2,430)
              (894,871)
              (224,766)
Increase (decrease) in net assets
       
 
from contract transactions
                182,955
                126,327
             6,194,700
             4,320,153
Net increase (decrease) in net assets
                214,638
                129,907
             5,978,174
             4,689,366
               
Net assets:
         
 
Beginning of the period
                129,907
                            -
             4,689,366
                            -
 
End of the period
 $             344,545
 $             129,907
 $        10,667,540
 $          4,689,366
               
See accompanying notes.
       


 
S-53

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Hanlon Growth & Income VP
Transamerica Hanlon Growth VP
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $             (18,663)
 $             (21,876)
 $               10,367
 $             (37,543)
 
Net realized capital gains (losses)
       
   
on investments
                175,101
                  19,450
                216,525
                  55,369
 
Net change in unrealized appreciation/
     
   
depreciation of investments
              (288,584)
                535,535
              (289,323)
                891,536
Increase (decrease) in net assets
       
 
from operations
              (132,146)
                533,109
                (62,431)
                909,362
               
Contract transactions
       
 
Net contract purchase payments
             3,412,696
             5,208,018
             5,261,055
             8,723,063
 
Transfer payments from (to) other
       
   
subaccounts or general account
                857,305
             1,254,000
                457,383
             1,256,340
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (193,882)
                (69,537)
              (393,890)
                (91,320)
 
Contract maintenance charges
              (990,799)
              (283,767)
           (1,324,364)
              (479,711)
Increase (decrease) in net assets
       
 
from contract transactions
             3,085,320
             6,108,714
             4,000,184
             9,408,372
Net increase (decrease) in net assets
             2,953,174
             6,641,823
             3,937,753
           10,317,734
               
Net assets:
         
 
Beginning of the period
             6,641,823
                            -
           10,317,734
                            -
 
End of the period
 $          9,594,997
 $          6,641,823
 $        14,255,487
 $        10,317,734
               
See accompanying notes.
       


 
S-54

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Hanlon Managed Income VP
Transamerica Multi Managed Large Cap Core VP
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $           (163,698)
 $             (53,899)
 $               (5,161)
 $                 1,595
 
Net realized capital gains (losses)
       
   
on investments
                562,036
                  27,984
                259,748
                  16,575
 
Net change in unrealized appreciation/
     
   
depreciation of investments
              (522,964)
                922,185
                  99,851
                368,633
Increase (decrease) in net assets
       
 
from operations
              (124,626)
                896,270
                354,438
                386,803
               
Contract transactions
       
 
Net contract purchase payments
           15,511,088
           14,529,480
                249,216
                567,723
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (925,957)
             2,727,309
                  75,480
             1,245,207
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (884,590)
              (184,353)
                (65,418)
                (36,894)
 
Contract maintenance charges
           (2,559,419)
              (664,100)
              (144,346)
                (71,723)
Increase (decrease) in net assets
       
 
from contract transactions
           11,141,122
           16,408,336
                114,932
             1,704,313
Net increase (decrease) in net assets
           11,016,496
           17,304,606
                469,370
             2,091,116
               
Net assets:
         
 
Beginning of the period
           17,304,606
                            -
             2,091,116
                            -
 
End of the period
 $        28,321,102
 $        17,304,606
 $          2,560,486
 $          2,091,116
               
See accompanying notes.
       


 
S-55

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Foxhall Emerging Markets/Pacific Rim VP
Transamerica Foxhall Global Conservative VP
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $             (77,413)
 $             (31,560)
 $             (14,459)
 $               (5,226)
 
Net realized capital gains (losses)
       
   
on investments
                204,374
                  17,663
                (16,597)
                    2,638
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                408,548
                646,180
                (98,502)
                    4,646
Increase (decrease) in net assets
       
 
from operations
                535,509
                632,283
              (129,558)
                    2,058
               
Contract transactions
       
 
Net contract purchase payments
             5,603,007
           10,012,448
                882,832
             1,579,853
 
Transfer payments from (to) other
       
   
subaccounts or general account
                388,445
             1,645,355
                  74,480
                102,400
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (664,067)
                (91,086)
              (129,719)
                (15,300)
 
Contract maintenance charges
           (1,414,752)
              (361,454)
              (237,200)
                (66,726)
Increase (decrease) in net assets
       
 
from contract transactions
             3,912,633
           11,205,263
                590,393
             1,600,227
Net increase (decrease) in net assets
             4,448,142
           11,837,546
                460,835
             1,602,285
               
Net assets:
         
 
Beginning of the period
           11,837,546
                            -
             1,602,285
                            -
 
End of the period
 $        16,285,688
 $        11,837,546
 $          2,063,120
 $          1,602,285
               
See accompanying notes.
       


 
S-56

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Foxhall Global Growth VP
Transamerica Foxhall Global Hard Asset VP
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $             (90,881)
 $             (31,282)
 $             (55,868)
 $             (17,180)
 
Net realized capital gains (losses)
       
   
on investments
                285,645
                  20,043
                  23,427
                    2,210
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                601,844
                669,014
                366,394
                174,021
Increase (decrease) in net assets
       
 
from operations
                796,608
                657,775
                333,953
                159,051
               
Contract transactions
       
 
Net contract purchase payments
             6,224,293
           10,222,693
             3,454,375
             5,829,931
 
Transfer payments from (to) other
       
   
subaccounts or general account
                273,916
             1,502,286
                417,102
                967,816
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (558,514)
                (61,823)
              (453,817)
                (44,307)
 
Contract maintenance charges
           (1,470,793)
              (337,143)
              (843,074)
              (201,268)
Increase (decrease) in net assets
       
 
from contract transactions
             4,468,902
           11,326,013
             2,574,586
             6,552,172
Net increase (decrease) in net assets
             5,265,510
           11,983,788
             2,908,539
             6,711,223
               
Net assets:
         
 
Beginning of the period
           11,983,788
                            -
             6,711,223
                            -
 
End of the period
 $        17,249,298
 $        11,983,788
 $          9,619,762
 $          6,711,223
               
See accompanying notes.
       


 
S-57

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Transamerica Jennison Growth VP
Fidelity VIP Contrafund®
       
Subaccount
Subaccount
       
2010(1)
 
2010
2009
Operations
         
 
Net investment income (loss)
 $             (55,766)
 
 $               18,731
 $               40,265
 
Net realized capital gains (losses)
       
   
on investments
              (129,979)
 
              (321,543)
              (926,165)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                724,129
 
             2,754,383
             5,170,139
Increase (decrease) in net assets
       
 
from operations
                538,384
 
             2,451,571
             4,284,239
               
Contract transactions
       
 
Net contract purchase payments
                            -
 
             1,007,726
                906,024
 
Transfer payments from (to) other
       
   
subaccounts or general account
           11,696,333
 
              (295,189)
                  44,028
 
Contract terminations, withdrawals,
       
 
  and other deductions
           (1,090,032)
 
              (872,885)
              (754,312)
 
Contract maintenance charges
              (545,834)
 
           (1,152,007)
           (1,176,567)
Increase (decrease) in net assets
       
 
from contract transactions
           10,060,467
 
           (1,312,355)
              (980,827)
Net increase (decrease) in net assets
           10,598,851
 
             1,139,216
             3,303,412
               
Net assets:
         
 
Beginning of the period
                            -
 
           16,581,630
           13,278,218
 
End of the period
 $        10,598,851
 
 $        17,720,846
 $        16,581,630
               
See accompanying notes.
       


 
S-58

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Fidelity VIP Equity-Income
Fidelity VIP Growth Opportunities
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               55,006
 $               80,927
 $             (30,447)
 $             (18,104)
 
Net realized capital gains (losses)
       
   
on investments
              (268,390)
              (743,307)
              (422,270)
              (421,592)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             1,226,212
             2,456,348
             1,158,222
             1,506,210
Increase (decrease) in net assets
       
 
from operations
             1,012,828
             1,793,968
                705,505
             1,066,514
               
Contract transactions
       
 
Net contract purchase payments
                440,411
                596,386
                            -
                657,772
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (101,139)
              (145,658)
                (35,654)
                  75,980
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (321,405)
              (400,334)
              (267,153)
              (154,081)
 
Contract maintenance charges
              (631,116)
              (656,833)
              (326,276)
              (312,275)
Increase (decrease) in net assets
       
 
from contract transactions
              (613,249)
              (606,439)
              (629,083)
                267,396
Net increase (decrease) in net assets
                399,579
             1,187,529
                  76,422
             1,333,910
               
Net assets:
         
 
Beginning of the period
             7,805,053
             6,617,524
             3,607,491
             2,273,581
 
End of the period
 $          8,204,632
 $          7,805,053
 $          3,683,913
 $          3,607,491
               
See accompanying notes.
       


 
S-59

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Fidelity VIP Index 500
ProFund VP Bull
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               84,650
 $             103,552
 $             (64,522)
 $               28,154
 
Net realized capital gains (losses)
       
   
on investments
              (226,226)
              (640,033)
                846,585
                516,535
 
Net change in unrealized appreciation/
     
   
depreciation of investments
             1,228,835
             2,164,818
                280,744
                817,138
Increase (decrease) in net assets
       
 
from operations
             1,087,259
             1,628,337
             1,062,807
             1,361,827
               
Contract transactions
       
 
Net contract purchase payments
             1,989,687
             1,659,809
                931,549
                            -
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (546,883)
                (26,648)
           (1,421,357)
             7,864,184
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (362,680)
              (320,472)
              (724,844)
              (216,846)
 
Contract maintenance charges
              (618,105)
              (600,068)
              (622,576)
              (291,455)
Increase (decrease) in net assets
       
 
from contract transactions
                462,019
                712,621
           (1,837,228)
             7,355,883
Net increase (decrease) in net assets
             1,549,278
             2,340,958
              (774,421)
             8,717,710
               
Net assets:
         
 
Beginning of the period
             7,869,261
             5,528,303
             9,581,607
                863,897
 
End of the period
 $          9,418,539
 $          7,869,261
 $          8,807,186
 $          9,581,607
               
See accompanying notes.
       


 
S-60

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Money Market
ProFund VP NASDAQ-100
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $           (206,830)
 $           (254,514)
 $             (41,488)
 $             (25,215)
 
Net realized capital gains (losses)
       
   
on investments
                            -
                            -
                753,799
                727,676
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                            -
                            -
                (26,289)
                479,428
Increase (decrease) in net assets
       
 
from operations
              (206,830)
              (254,514)
                686,022
             1,181,889
               
Contract transactions
       
 
Net contract purchase payments
                            -
                            -
                164,595
                            -
 
Transfer payments from (to) other
       
   
subaccounts or general account
           14,299,677
         (12,198,716)
                  48,208
             1,169,469
 
Contract terminations, withdrawals,
       
 
  and other deductions
         (17,400,511)
           (2,202,616)
              (389,599)
              (142,074)
 
Contract maintenance charges
           (1,611,394)
           (2,085,818)
              (278,333)
              (219,762)
Increase (decrease) in net assets
       
 
from contract transactions
           (4,712,228)
         (16,487,150)
              (455,129)
                807,633
Net increase (decrease) in net assets
           (4,919,058)
         (16,741,664)
                230,893
             1,989,522
               
Net assets:
         
 
Beginning of the period
           17,988,781
           34,730,445
             3,532,987
             1,543,465
 
End of the period
 $        13,069,723
 $        17,988,781
 $          3,763,880
 $          3,532,987
               
See accompanying notes.
       


 
S-61

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Short Small-Cap
ProFund VP Small-Cap
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             (14,006)
 $               (6,280)
 $             (20,845)
 $             (10,218)
 
Net realized capital gains (losses)
       
   
on investments
              (400,664)
           (1,256,688)
                    9,357
                122,830
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                (62,125)
                (38,813)
                  53,370
                  41,372
Increase (decrease) in net assets
       
 
from operations
              (476,795)
           (1,301,781)
                  41,882
                153,984
               
Contract transactions
       
 
Net contract purchase payments
                            -
                            -
             1,772,610
                            -
 
Transfer payments from (to) other
       
   
subaccounts or general account
              (964,144)
                134,913
           (1,369,872)
              (376,266)
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (176,510)
              (119,360)
                (65,796)
                (38,526)
 
Contract maintenance charges
              (134,233)
              (236,489)
              (155,595)
                (87,180)
Increase (decrease) in net assets
       
 
from contract transactions
           (1,274,887)
              (220,936)
                181,347
              (501,972)
Net increase (decrease) in net assets
           (1,751,682)
           (1,522,717)
                223,229
              (347,988)
               
Net assets:
         
 
Beginning of the period
             3,097,540
             4,620,257
             1,048,224
             1,396,212
 
End of the period
 $          1,345,858
 $          3,097,540
 $          1,271,453
 $          1,048,224
               
See accompanying notes.
       


 
S-62

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Access VP High Yield
ProFund VP Europe 30
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             131,321
 $             453,506
 $                 2,155
 $                 7,874
 
Net realized capital gains (losses)
       
   
on investments
                846,744
              (539,329)
                     (723)
                (22,837)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
              (916,101)
             1,013,822
                    8,148
                  23,141
Increase (decrease) in net assets
       
 
from operations
                  61,964
                927,999
                    9,580
                    8,178
               
Contract transactions
       
 
Net contract purchase payments
                702,701
             9,441,671
                            -
                108,267
 
Transfer payments from (to) other
       
   
subaccounts or general account
           (6,184,584)
         (12,105,635)
                (10,285)
                128,259
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (247,071)
              (243,227)
              (123,174)
                  (5,011)
 
Contract maintenance charges
              (134,815)
              (333,510)
                (23,568)
                (27,799)
Increase (decrease) in net assets
       
 
from contract transactions
           (5,863,769)
           (3,240,701)
              (157,027)
                203,716
Net increase (decrease) in net assets
           (5,801,805)
           (2,312,702)
              (147,447)
                211,894
               
Net assets:
         
 
Beginning of the period
             7,829,265
           10,141,967
                431,550
                219,656
 
End of the period
 $          2,027,460
 $          7,829,265
 $             284,103
 $             431,550
               
See accompanying notes.
       


 
S-63

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Oil & Gas
ProFund VP UltraSmall-Cap
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             (18,965)
 $             (28,124)
 $             (37,128)
 $             (12,498)
 
Net realized capital gains (losses)
       
   
on investments
                  94,117
              (556,289)
                346,238
                757,711
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                610,350
             1,094,508
             1,060,993
                228,814
Increase (decrease) in net assets
       
 
from operations
                685,502
                510,095
             1,370,103
                974,027
               
Contract transactions
       
 
Net contract purchase payments
                461,332
             1,823,236
             3,276,509
             1,038,134
 
Transfer payments from (to) other
       
   
subaccounts or general account
                372,567
                692,390
              (393,535)
                547,707
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (191,325)
              (130,719)
                (71,541)
                (34,225)
 
Contract maintenance charges
              (367,860)
              (350,007)
              (230,925)
                (81,870)
Increase (decrease) in net assets
       
 
from contract transactions
                274,714
             2,034,900
             2,580,508
             1,469,746
Net increase (decrease) in net assets
                960,216
             2,544,995
             3,950,611
             2,443,773
               
Net assets:
         
 
Beginning of the period
             4,371,867
             1,826,872
             2,876,036
                432,263
 
End of the period
 $          5,332,083
 $          4,371,867
 $          6,826,647
 $          2,876,036
               
See accompanying notes.
       


 
S-64

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Utilities
ProFund VP Consumer Services
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               28,806
 $               28,427
 $               (3,448)
 $               (1,046)
 
Net realized capital gains (losses)
       
   
on investments
                  59,710
                (91,919)
                (10,407)
                  21,078
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                (51,982)
                194,081
                  30,060
                  13,891
Increase (decrease) in net assets
       
 
from operations
                  36,534
                130,589
                  16,205
                  33,923
               
Contract transactions
       
 
Net contract purchase payments
                            -
                933,252
                459,256
                  14,871
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  12,584
                423,309
                210,220
                  (6,835)
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (367,429)
                (32,898)
                (16,182)
                  (2,863)
 
Contract maintenance charges
              (109,921)
                (72,512)
                (23,464)
                  (8,805)
Increase (decrease) in net assets
       
 
from contract transactions
              (464,766)
             1,251,151
                629,830
                  (3,632)
Net increase (decrease) in net assets
              (428,232)
             1,381,740
                646,035
                  30,291
               
Net assets:
         
 
Beginning of the period
             1,838,272
                456,532
                170,351
                140,060
 
End of the period
 $          1,410,040
 $          1,838,272
 $             816,386
 $             170,351
               
See accompanying notes.
       


 
S-65

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Pharmaceuticals
ProFund VP Small-Cap Value
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               24,067
 $                 6,177
 $             (12,350)
 $               (6,122)
 
Net realized capital gains (losses)
       
   
on investments
                  31,296
              (434,125)
                285,977
                  28,184
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                (66,533)
                102,503
                (59,150)
                136,186
Increase (decrease) in net assets
       
 
from operations
                (11,170)
              (325,445)
                214,477
                158,248
               
Contract transactions
       
 
Net contract purchase payments
                  93,878
             4,917,811
                            -
                913,638
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  28,920
           (4,284,194)
                132,192
                622,708
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (30,083)
                (58,889)
           (1,447,009)
                (41,904)
 
Contract maintenance charges
                (57,503)
                (94,585)
              (112,299)
                (73,163)
Increase (decrease) in net assets
       
 
from contract transactions
                  35,212
                480,143
           (1,427,116)
             1,421,279
Net increase (decrease) in net assets
                  24,042
                154,698
           (1,212,639)
             1,579,527
               
Net assets:
         
 
Beginning of the period
                599,768
                445,070
             1,734,523
                154,996
 
End of the period
 $             623,810
 $             599,768
 $             521,884
 $          1,734,523
               
See accompanying notes.
       


 
S-66

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Falling U.S. Dollar
ProFund VP Emerging Markets
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               (3,896)
 $               15,914
 $             (85,858)
 $             (38,607)
 
Net realized capital gains (losses)
       
   
on investments
                (22,695)
                (48,059)
                859,581
                712,359
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                       440
                  41,880
                (85,832)
             1,296,857
Increase (decrease) in net assets
       
 
from operations
                (26,151)
                    9,735
                687,891
             1,970,609
               
Contract transactions
       
 
Net contract purchase payments
                  29,095
                            -
             6,840,347
             4,599,865
 
Transfer payments from (to) other
       
   
subaccounts or general account
                (15,808)
                (37,807)
             1,533,657
             4,379,484
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (42,101)
                (52,476)
              (489,370)
              (202,066)
 
Contract maintenance charges
                (49,630)
                (70,729)
              (670,775)
              (363,872)
Increase (decrease) in net assets
       
 
from contract transactions
                (78,444)
              (161,012)
             7,213,859
             8,413,411
Net increase (decrease) in net assets
              (104,595)
              (151,277)
             7,901,750
           10,384,020
               
Net assets:
         
 
Beginning of the period
                608,825
                760,102
           11,111,642
                727,622
 
End of the period
 $             504,230
 $             608,825
 $        19,013,392
 $        11,111,642
               
See accompanying notes.
       


 
S-67

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP International
ProFund VP Asia 30
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             (38,135)
 $             (26,013)
 $             (42,343)
 $                 7,249
 
Net realized capital gains (losses)
       
   
on investments
              (230,927)
                119,113
                214,771
                682,738
 
Net change in unrealized appreciation/
     
   
depreciation of investments
              (185,789)
                644,052
                472,737
                461,097
Increase (decrease) in net assets
       
 
from operations
              (454,851)
                737,152
                645,165
             1,151,084
               
Contract transactions
       
 
Net contract purchase payments
             2,540,119
                            -
                            -
             4,162,493
 
Transfer payments from (to) other
       
   
subaccounts or general account
                732,018
             4,766,406
              (398,295)
             1,272,743
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (275,810)
              (145,984)
              (592,480)
                (70,858)
 
Contract maintenance charges
              (325,299)
              (219,533)
              (360,734)
              (266,978)
Increase (decrease) in net assets
       
 
from contract transactions
             2,671,028
             4,400,889
           (1,351,509)
             5,097,400
Net increase (decrease) in net assets
             2,216,177
             5,138,041
              (706,344)
             6,248,484
               
Net assets:
         
 
Beginning of the period
             5,526,517
                388,476
             6,866,995
                618,511
 
End of the period
 $          7,742,694
 $          5,526,517
 $          6,160,651
 $          6,866,995
               
See accompanying notes.
       


 
S-68

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Japan
ProFund VP Short NASDAQ-100
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               (1,207)
 $                  (238)
 $               (7,340)
 $               (5,481)
 
Net realized capital gains (losses)
       
   
on investments
                  (2,979)
                  10,013
              (221,982)
              (471,284)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  (1,891)
                    1,470
                (11,148)
                (58,391)
Increase (decrease) in net assets
       
 
from operations
                  (6,077)
                  11,245
              (240,470)
              (535,156)
               
Contract transactions
       
 
Net contract purchase payments
                  62,059
                147,447
                315,926
                123,237
 
Transfer payments from (to) other
       
   
subaccounts or general account
                146,228
                (85,685)
                (97,843)
                  22,825
 
Contract terminations, withdrawals,
       
 
  and other deductions
                  (1,678)
                     (100)
                (53,875)
                (34,363)
 
Contract maintenance charges
                  (8,854)
                  (5,716)
                (75,100)
                (89,897)
Increase (decrease) in net assets
       
 
from contract transactions
                197,755
                  55,946
                  89,108
                  21,802
Net increase (decrease) in net assets
                191,678
                  67,191
              (151,362)
              (513,354)
               
Net assets:
         
 
Beginning of the period
                125,805
                  58,614
                732,716
             1,246,070
 
End of the period
 $             317,483
 $             125,805
 $             581,354
 $             732,716
               
See accompanying notes.
       


 
S-69

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP U.S. Government Plus
ProFund VP Basic Materials
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             (15,110)
 $             (24,816)
 $             (15,128)
 $                    771
 
Net realized capital gains (losses)
       
   
on investments
              (124,220)
              (196,988)
                532,021
              (141,611)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                322,229
           (1,532,913)
                686,503
             1,155,542
Increase (decrease) in net assets
       
 
from operations
                182,899
           (1,754,717)
             1,203,396
             1,014,702
               
Contract transactions
       
 
Net contract purchase payments
             1,361,159
                339,906
                601,915
             3,171,975
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  92,603
                  54,875
             1,314,899
             1,109,286
 
Contract terminations, withdrawals,
       
 
  and other deductions
              (309,377)
              (280,593)
              (190,585)
                (97,709)
 
Contract maintenance charges
              (318,232)
              (325,400)
              (348,487)
              (205,366)
Increase (decrease) in net assets
       
 
from contract transactions
                826,153
              (211,212)
             1,377,742
             3,978,186
Net increase (decrease) in net assets
             1,009,052
           (1,965,929)
             2,581,138
             4,992,888
               
Net assets:
         
 
Beginning of the period
             2,287,999
             4,253,928
             5,600,499
                607,611
 
End of the period
 $          3,297,051
 $          2,287,999
 $          8,181,637
 $          5,600,499
               
See accompanying notes.
       


 
S-70

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Financials
ProFund VP Precious Metals
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $             (12,703)
 $               13,195
 $             (63,134)
 $                    443
 
Net realized capital gains (losses)
       
   
on investments
                  88,135
                  62,655
                938,538
                  52,748
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  21,250
                315,058
             1,379,109
                686,357
Increase (decrease) in net assets
       
 
from operations
                  96,682
                390,908
             2,254,513
                739,548
               
Contract transactions
       
 
Net contract purchase payments
                  74,112
                802,269
             3,220,293
             6,970,839
 
Transfer payments from (to) other
       
   
subaccounts or general account
                221,272
                177,898
                640,698
           (3,445,629)
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (53,302)
                (32,092)
              (271,852)
              (178,130)
 
Contract maintenance charges
              (143,933)
              (105,602)
              (573,328)
              (371,109)
Increase (decrease) in net assets
       
 
from contract transactions
                  98,149
                842,473
             3,015,811
             2,975,971
Net increase (decrease) in net assets
                194,831
             1,233,381
             5,270,324
             3,715,519
               
Net assets:
         
 
Beginning of the period
             1,788,997
                555,616
             5,881,222
             2,165,703
 
End of the period
 $          1,983,828
 $          1,788,997
 $        11,151,546
 $          5,881,222
               
See accompanying notes.
       


 
S-71

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Telecommunications
ProFund VP Mid-Cap
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $                 8,851
 $                 7,269
 $             (39,147)
 $             (15,341)
 
Net realized capital gains (losses)
       
   
on investments
                    7,214
                  (9,671)
                726,114
                  29,686
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  30,087
                  (2,482)
                (60,601)
                497,716
Increase (decrease) in net assets
       
 
from operations
                  46,152
                  (4,884)
                626,366
                512,061
               
Contract transactions
       
 
Net contract purchase payments
                114,936
                            -
                            -
             4,453,118
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  14,628
              (168,705)
              (451,269)
                301,335
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (22,616)
                (17,020)
           (2,985,268)
                (69,377)
 
Contract maintenance charges
                (19,686)
                (14,415)
              (287,916)
              (132,664)
Increase (decrease) in net assets
       
 
from contract transactions
                  87,262
              (200,140)
           (3,724,453)
             4,552,412
Net increase (decrease) in net assets
                133,414
              (205,024)
           (3,098,087)
             5,064,473
               
Net assets:
         
 
Beginning of the period
                243,481
                448,505
             5,848,174
                783,701
 
End of the period
 $             376,895
 $             243,481
 $          2,750,087
 $          5,848,174
               
See accompanying notes.
       


 
S-72

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
ProFund VP Short Emerging Markets
ProFund VP Short International
       
Subaccount
Subaccount
       
2010
2009
2010
2009
Operations
         
 
Net investment income (loss)
 $               (7,872)
 $               (8,256)
 $               (6,514)
 $             (13,890)
 
Net realized capital gains (losses)
       
   
on investments
              (279,279)
              (918,285)
              (227,258)
              (688,509)
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  46,808
                248,470
                  74,349
                       (97)
Increase (decrease) in net assets
       
 
from operations
              (240,343)
              (678,071)
              (159,423)
              (702,496)
               
Contract transactions
       
 
Net contract purchase payments
                  51,508
                            -
                  44,007
                224,990
 
Transfer payments from (to) other
       
   
subaccounts or general account
                154,630
              (319,382)
                  18,948
              (168,759)
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (23,232)
                (81,994)
                (51,847)
              (126,448)
 
Contract maintenance charges
                (75,923)
              (122,465)
              (100,693)
              (205,347)
Increase (decrease) in net assets
       
 
from contract transactions
                106,983
              (523,841)
                (89,585)
              (275,564)
Net increase (decrease) in net assets
              (133,360)
           (1,201,912)
              (249,008)
              (978,060)
               
Net assets:
         
 
Beginning of the period
                484,875
             1,686,787
                859,623
             1,837,683
 
End of the period
 $             351,515
 $             484,875
 $             610,615
 $             859,623
               
See accompanying notes.
       


 
S-73

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Statements of Changes in Net Assets
Years Ended December 31, 2010 and 2009, Except as Noted




       
Franklin Templeton VIP Founding Funds Allocation
AllianceBernstein Balanced Wealth Strategy
       
Subaccount
Subaccount
       
2010
2009(1)
2010
2009(1)
Operations
         
 
Net investment income (loss)
 $                 6,008
 $                 3,570
 $                 5,287
 $                  (444)
 
Net realized capital gains (losses)
       
   
on investments
                    2,292
                    4,385
                  13,760
                  11,616
 
Net change in unrealized appreciation/
     
   
depreciation of investments
                  11,680
                    8,328
                  35,707
                  10,450
Increase (decrease) in net assets
       
 
from operations
                  19,980
                  16,283
                  54,754
                  21,622
               
Contract transactions
       
 
Net contract purchase payments
                225,896
                151,357
                332,499
                154,771
 
Transfer payments from (to) other
       
   
subaccounts or general account
                  79,555
                  33,928
                  43,853
                104,350
 
Contract terminations, withdrawals,
       
 
  and other deductions
                (38,059)
                            -
                (47,262)
                  (2,504)
 
Contract maintenance charges
                (28,564)
                  (4,140)
                (47,646)
                  (5,390)
Increase (decrease) in net assets
       
 
from contract transactions
                238,828
                181,145
                281,444
                251,227
Net increase (decrease) in net assets
                258,808
                197,428
                336,198
                272,849
               
Net assets:
         
 
Beginning of the period
                197,428
                            -
                272,849
                            -
 
End of the period
 $             456,236
 $             197,428
 $             609,047
 $             272,849
               
See accompanying notes.
       

 
S-74

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010


1.
Organization and Summary of Significant Accounting Policies
 

Organization

WRL Series Life Account (the Separate Account) is a segregated investment account of Western Reserve Life Assurance Co. of Ohio (WRL), an indirect wholly owned subsidiary of AEGON N.V., a holding company organized under the laws of The Netherlands.
The Separate Account is registered with the Securities and Exchange Commission as a Unit Investment Trust pursuant to provisions of the Investment Company Act of 1940.  The Separate Account consists of multiple investment subaccounts.  Each subaccount invests exclusively in the corresponding portfolio of a Mutual Fund.  Each Mutual Fund is registered as an open-end management investment company under the Investment Company Act of 1940, as amended.  Activity in these specified investment subaccounts is available to contact owners of WRL Freedom Builder, WRL Freedom Elite, WRL Freedom Equity Protector, WRL Freedom Wealth Protector, WRL Freedom Elite Builder, WRL Freedom Elite Advisor, WRL Freedom Excelerator, and WRL For Life.

Subaccount Investment by Mutual Fund:
Transamerica Series Trust - Initial Class
 
Transamerica JPMorgan Core Bond VP
 
Transamerica Asset Allocation - Conservative Portfolio VP
 
Transamerica Asset Allocation - Growth Portfolio VP
 
Transamerica Asset Allocation - Moderate Growth Portfolio VP
 
Transamerica Asset Allocation - Moderate Portfolio VP
 
Transamerica MFS International Equity VP
 
Transamerica Clarion Global Real Estate Securities VP
 
Transamerica Federated Market Opportunity VP
 
Transamerica International Moderate Growth Fund VP
 
Transamerica JPMorgan Mid Cap Value VP
 
Transamerica JPMorgan Enhanced Index VP
 
Transamerica BlackRock Large Cap Value VP
 
Transamerica AEGON High Yield Bond VP
 
Transamerica PIMCO Total Return VP
 
Transamerica Focus VP
 
Transamerica T. Rowe Price Small Cap VP
 
Transamerica Diversified Equity VP
 
Transamerica Third Avenue Value VP
 
Transamerica Balanced VP
 
Transamerica AllianceBernstein Dynamic Allocation VP
 
Transamerica WMC Diversified Growth VP
 
Transamerica Growth Opportunities VP
 
Transamerica Money Market VP
 
Transamerica Small/Mid-Cap Value VP
 
Transamerica U.S. Government Securities VP
 
Transamerica Morgan Stanley Mid-Cap Growth VP
 
Transamerica Index 50 VP
 
Transamerica Index 75 VP
 
Transamerica Efficient Markets VP


 
S-75

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010




 
1. Organization and Summary of Significant Accounting Policies (continued)
 
 
 
Subaccount Investment by Mutual Fund (continued):
Transamerica Series Trust - Initial Class
 
Transamerica Hanlon Balanced VP
 
Transamerica Hanlon Growth & Income VP
 
Transamerica Hanlon Growth VP
 
Transamerica Hanlon Managed Income VP
 
Transamerica Multi Managed Large Cap Core VP
 
Transamerica Foxhall Emerging Markets/Pacific Rim VP
 
Transamerica Foxhall Global Conservative VP
 
Transamerica Foxhall Global Growth VP
 
Transamerica Foxhall Global Hard Asset VP
 
Transamerica Jennison Growth VP
Fidelity® Variable Insurance Products Fund - Service Class 2
 
Fidelity VIP Contrafund® Portfolio
 
Fidelity VIP Equity-Income Portfolio
 
Fidelity VIP Growth Opportunities Portfolio
 
Fidelity VIP Index 500 Portfolio
ProFunds
 
ProFund VP Bull
 
ProFund VP NASDAQ-100
 
ProFund VP Small-Cap
 
ProFund VP Short Small-Cap
 
ProFund VP Money Market
 
Access VP High Yield
 
ProFund VP Europe 30
 
ProFund VP Oil & Gas
 
ProFund VP UltraSmall-Cap
 
ProFund VP Utilities
 
ProFund VP Consumer Services
 
ProFund VP Pharmaceuticals
 
ProFund VP Small-Cap Value
 
ProFund VP Falling U.S. Dollar
 
ProFund VP Emerging Markets
 
ProFund VP International
 
ProFund VP Asia 30
 
ProFund VP Japan
 
ProFund VP Short NASDAQ-100
 
ProFund VP U.S. Government Plus
 
ProFund VP Basic Materials
 
ProFund VP Financials
 
ProFund VP Precious Metals
 
ProFund VP Telecommunications


 
S-76

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



 
1. Organization and Summary of Significant Accounting Policies (continued)
 
Subaccount Investment by Mutual Fund (continued):
 
ProFunds
   
 
ProFund VP Mid-Cap
   
 
ProFund VP Short Emerging Markets
   
 
ProFund VP Short International
   
Franklin Templeton Variable Insurance Products Trust
   
 
Franklin Templeton VIP Founding Funds Allocation Fund
   
AllianceBernstein Variable Products Series Fund
   
 
AllianceBernstein Balanced Wealth Strategy Portfolio
   

 
Each period reported on reflects a full twelve month period except as follows:
 
Subaccount
       
Inception Date
   
Transamerica International Moderate Growth Fund VP
 
May 1, 2006
   
ProFund VP Bull
       
June 12, 2006
   
ProFund VP Money Market
     
June 12, 2006
   
ProFund VP NASDAQ-100
     
June 12, 2006
   
ProFund VP Short Small-Cap
     
June 12, 2006
   
ProFund VP Small-Cap
       
June 12, 2006
   
Access VP High Yield
       
February 28, 2008
   
ProFund VP Europe 30
       
February 28, 2008
   
ProFund VP Oil & Gas
       
February 28, 2008
   
ProFund VP Ultra Small-Cap
     
February 28, 2008
   
ProFund VP Utilities
       
February 28, 2008
   
ProFund VP Consumer Services
     
February 28, 2008
   
ProFund VP Pharmaceuticals
     
February 28, 2008
   
ProFund VP Small-Cap Value
     
February 28, 2008
   
ProFund VP Falling U.S. Dollar
     
February 28, 2008
   
ProFund VP Emerging Markets
     
February 28, 2008
   
ProFund VP International
       
February 28, 2008
   
ProFund VP Asia 30
       
February 28, 2008
   
ProFund VP Japan
       
February 28, 2008
   
ProFund VP Short NASDAQ-100
     
February 28, 2008
   
ProFund VP U.S. Government Plus
     
February 28, 2008
   
ProFund VP Basic Materials
     
February 28, 2008
   
ProFund VP Financials
       
February 28, 2008
   
ProFund VP Precious Metals
     
February 28, 2008
   
ProFund VP Telecommunications
     
February 28, 2008
   
ProFund VP Mid-Cap
       
February 28, 2008
   
ProFund VP Short Emerging Markets
     
February 28, 2008
   
ProFund VP Short International
     
February 28, 2008
   
Transamerica Index 50 VP
     
May 1, 2008
   
Transamerica Index 75 VP
     
May 1, 2008
   


 
S-77

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



 
1. Organization and Summary of Significant Accounting Policies (continued)
 
Each period reported on reflects a full twelve month period except as follows:
   
Subaccount
       
Inception Date
     
Transamerica Efficient Markets VP
     
May 1, 2009
     
Transamerica Hanlon Balanced VP
     
May 1, 2009
     
Transamerica Hanlon Growth & Income VP
   
May 1, 2009
     
Transamerica Hanlon Growth VP
     
May 1, 2009
     
Transamerica Hanlon Managed Income VP
   
May 1, 2009
     
Transamerica Multi Managed Large Cap Core VP
   
May 1, 2009
     
Franklin Templeton VIP Founding Funds Allocation Fund
 
May 1, 2009
     
AllianceBernstein Balanced Wealth Strategy Portfolio
   
May 1, 2009
     
Transamerica Foxhall Emerging Markets/Pacific Rim VP
 
July 1, 2009
     
Transamerica Foxhall Global Conservative VP
   
July 1, 2009
     
Transamerica Foxhall Global Growth VP
     
July 1, 2009
     
Transamerica Foxhall Global Hard Asset VP
   
July 1, 2009
     
Transamerica Jennison Growth VP
     
April 29, 2010
     

The following Portfolio name changes were made effective during the fiscal year ended December 31, 2010:
Portfolio
     
Formerly
   
Transamerica WMC Diversified Growth VP
Transamerica Equity VP
 
Transamerica Diversified Equity VP
 
Transamerica Templeton Global VP
Transamerica Multi Managed Large Cap Core VP
Transamerica Van Kampen Large Cap Core VP
Transamerica Morgan Stanley Mid-Cap Growth VP
Transamerica Van Kampen Mid Cap Growth VP
Transamerica AllianceBernstein Dynamic Allocation VP
Transamerica Convertible Securities VP

The following Portfolio mergers were made effective during the fiscal year ended December 31, 2010:
Portfolio
     
Formerly
   
Transamerica BlackRock Large Cap Value VP
Transamerica T. Rowe Price Equity Income VP
Transamerica Jennison Growth VP
 
Transamerica Marsico Growth VP
Transamerica Balanced VP
 
Transamerica Value Balanced VP
Transamerica Diversified Equity VP
 
Transamerica Science and Technology VP
Transamerica Diversified Equity VP
 
Transamerica Munder Net50 VP

Investments

Net purchase payments received by the Separate Account are invested in the portfolios of the Mutual Funds as selected by the contract owner. Investments are stated at the closing net asset values per share on December 31, 2010.
Realized capital gains and losses from sales of shares in the Separate Account are determined on the first-in, first-out basis. Investment transactions are accounted for on the trade date (date the order to buy or sell is executed) and dividend income is recorded on the ex-dividend date. Unrealized gains or losses from investments in the Mutual Funds are included in the Statements of Operations.

 
S-78

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



1. Organization and Summary of Significant Accounting Policies (continued)
 

Dividend Income

Dividends received from the Mutual Fund investments are reinvested to purchase additional mutual fund shares.

Accounting Policy

On July 1, 2009, the FASB Accounting Standards CodificationTM (ASC or the Codification) was launched as the single source of authoritative nongovernmental accounting principles generally accepted in the United States (GAAP). Guidance in the Codification is organized by Topic, each representing a collection of related guidance (e.g., Financial Services—Insurance). Topics are further subdivided into Subtopics (e.g., Insurance Activities), and Sections (e.g., Recognition, Measurement, or Disclosure). All guidance contained in the Codification carries an equal level of authority. The Separate Account adopted guidance that establishes the Codification as the source of authoritative GAAP for the period ended September 30, 2009. The adoption required updates to the Separate Account’s financial statement disclosures, but did not impact the results of operations or financial position.
As of December 31, 2009 the Separate Account adopted ASC 855, Subsequent Events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. See Note 9 to the financial statements for additional disclosure.
The financial statements included herein have been prepared in accordance with GAAP for variable life separate accounts registered as unit investment trusts.  The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions regarding matters that affect the reported amount of assets and liabilities.  Actual results could differ from those estimates.


 
S-79

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



2. Investments

The aggregate cost of purchases and proceeds from sales of investments for the period ended December 31, 2010 were as follows:
       
Purchases
Sales
Transamerica Series Trust - Initial Class
       
 
Transamerica JPMorgan Core Bond VP
 
 $   10,776,377
 $ 11,762,049
 
Transamerica Asset Allocation - Conservative Portfolio VP
        9,290,248
      8,150,279
 
Transamerica Asset Allocation - Growth Portfolio VP
      14,032,170
    25,378,730
 
Transamerica Asset Allocation - Moderate Growth Portfolio VP
      20,310,684
    28,845,756
 
Transamerica Asset Allocation - Moderate Portfolio VP
      13,258,226
    13,654,537
 
Transamerica MFS International Equity VP
 
        4,509,153
      8,346,176
 
Transamerica Clarion Global Real Estate Securities VP
        4,742,386
      5,422,487
 
Transamerica Federated Market Opportunity VP
 
        3,663,708
    11,061,271
 
Transamerica International Moderate Growth Fund VP
        1,836,949
      1,624,263
 
Transamerica JPMorgan Mid Cap Value VP
 
           156,362
      1,673,309
 
Transamerica JPMorgan Enhanced Index VP
 
           411,504
         260,668
 
Transamerica BlackRock Large Cap Value VP
 
      20,734,684
      8,244,194
 
Transamerica AEGON High Yield Bond VP
 
      18,538,579
    11,604,168
 
Transamerica PIMCO Total Return VP
 
      15,202,395
    14,389,116
 
Transamerica Focus VP
   
        2,275,488
      4,181,356
 
Transamerica T. Rowe Price Small Cap VP
 
        8,669,269
      5,561,740
 
Transamerica Diversified Equity VP
   
      34,832,137
    25,861,105
 
Transamerica Third Avenue Value VP
 
        3,730,489
    12,479,829
 
Transamerica Balanced VP
   
    103,342,730
      8,328,038
 
Transamerica AllianceBernstein Dynamic Allocation VP
        1,090,344
      1,001,030
 
Transamerica WMC Diversified Growth VP
 
        7,956,492
    61,783,787
 
Transamerica Growth Opportunities VP
 
        7,966,473
      6,683,034
 
Transamerica Money Market VP
   
      20,069,769
    30,370,326
 
Transamerica Small/Mid-Cap Value VP
 
      12,594,060
      8,053,589
 
Transamerica U.S. Government Securities VP
 
        5,866,476
      3,449,731
 
Transamerica Morgan Stanley Mid-Cap Growth VP
 
        6,719,785
    28,770,313
 
Transamerica Index 50 VP
   
           275,303
         146,131
 
Transamerica Index 75 VP
   
           477,843
           91,032
 
Transamerica Efficient Markets VP
   
           294,176
         106,612
 
Transamerica Hanlon Balanced VP
   
        7,829,840
      1,661,281
 
Transamerica Hanlon Growth & Income VP
 
        4,869,910
      1,773,368
 
Transamerica Hanlon Growth VP
   
        6,066,485
      1,977,571


 
S-80

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



 
2.
Investments (continued)
         
       
Purchases
Sales
Transamerica Series Trust - Initial Class
       
 
Transamerica Hanlon Managed Income VP
   
 $ 16,120,653
 $   5,062,493
 
Transamerica Multi Managed Large Cap Core VP
   
      1,141,597
      1,031,895
 
Transamerica Foxhall Emerging Markets/Pacific Rim VP
   
      6,685,339
      2,746,530
 
Transamerica Foxhall Global Conservative VP
   
      1,273,749
         696,578
 
Transamerica Foxhall Global Growth VP
   
      6,703,938
      2,228,506
 
Transamerica Foxhall Global Hard Asset VP
   
      3,893,051
      1,347,806
 
Transamerica Jennison Growth VP
   
    12,195,331
      2,190,625
Fidelity® Variable Insurance Products Fund - Service Class 2
       
 
Fidelity VIP Contrafund® Portfolio
   
         911,573
      2,197,719
 
Fidelity VIP Equity-Income Portfolio
   
         350,094
         908,374
 
Fidelity VIP Growth Opportunities Portfolio
   
         526,885
      1,186,377
 
Fidelity VIP Index 500 Portfolio
   
      3,096,883
      2,400,855
ProFunds
       
 
ProFund VP Bull
   
      5,522,126
      7,423,836
 
ProFund VP NASDAQ-100
   
    14,290,068
    14,786,698
 
ProFund VP Small-Cap
   
    27,442,954
    27,278,660
 
ProFund VP Short Small-Cap
   
    29,195,666
    30,483,797
 
ProFund VP Money Market
   
    67,354,324
    72,271,788
 
Access VP High Yield
   
      2,552,132
      8,284,602
 
ProFund VP Europe 30
   
         326,538
         481,409
 
ProFund VP Oil & Gas
   
      2,378,525
      2,122,905
 
ProFund VP UltraSmall-Cap
   
    25,606,308
    23,051,516
 
ProFund VP Utilities
   
      1,064,307
      1,500,268
 
ProFund VP Consumer Services
   
      1,429,235
         802,853
 
ProFund VP Pharmaceuticals
   
         919,404
         860,126
 
ProFund VP Small-Cap Value
   
      3,460,703
      4,900,170
 
ProFund VP Falling U.S. Dollar
   
         409,892
         492,226
 
ProFund VP Emerging Markets
   
    16,213,158
      8,935,407
 
ProFund VP International
   
    12,325,998
      9,444,302
 
ProFund VP Asia 30
   
      2,950,777
      4,344,642
 
ProFund VP Japan
   
         577,564
         381,016
 
ProFund VP Short NASDAQ-100
   
      3,162,264
      3,080,477
 
ProFund VP U.S. Government Plus
   
      5,984,485
      5,173,865
 
ProFund VP Basic Materials
   
      7,109,848
      5,746,147
 
ProFund VP Financials
   
      2,695,927
      2,610,484



 
S-81

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



2.  Investments (continued)


       
Purchases
Sales
ProFunds
       
 
ProFund VP Precious Metals
   
 $   6,480,834
 $   3,528,242
 
ProFund VP Telecommunications
   
         745,576
         649,475
 
ProFund VP Mid-Cap
   
      6,767,857
    10,057,076
 
ProFund VP Short Emerging Markets
   
      3,145,335
      3,046,198
 
ProFund VP Short International
   
      2,275,473
      2,371,380
Franklin Templeton Variable Insurance Products Trust
       
 
Franklin Templeton VIP Founding Funds Allocation Fund
   
         625,472
         380,601
AllianceBernstein Variable Products Series Fund
       
 
AllianceBernstein Balanced Wealth Strategy Portfolio
   
         669,288
         382,557





 
S-82

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding

A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
Transamerica JPMorgan Core Bond VP
Transamerica Asset Allocation - Conservative VP
Transamerica Asset Allocation - Growth VP
Transamerica Asset Allocation - Moderate Growth VP
Transamerica Asset Allocation - Moderate VP
 Transamerica MFS International Equity VP
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
     1,572,007
     3,364,944
   19,983,377
   21,947,519
     6,756,498
     3,801,070
       Units purchased
        896,991
     1,564,449
     7,170,419
     6,503,158
     2,790,806
        977,992
       Units redeemed and
           
            transferred to/from
       (878,081)
    (1,932,253)
    (7,531,879)
    (7,287,962)
    (3,290,016)
    (1,301,496)
 Units outstanding at
           
   December 31, 2009
     1,590,917
     2,997,140
   19,621,917
   21,162,715
     6,257,288
     3,477,566
       Units purchased
        498,331
        929,542
     4,237,589
     4,524,291
     1,761,290
        758,249
       Units redeemed and
           
            transferred to/from
       (591,350)
       (921,873)
    (5,150,038)
    (5,434,925)
    (1,925,633)
    (1,083,476)
 Units outstanding at
           
   December 31, 2010
     1,497,898
     3,004,809
   18,709,468
   20,252,081
     6,092,945
     3,152,339
             


 
S-83

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica Clarion Global Real Estate Securities VP
 Transamerica Federated Market Opportunity VP
 Transamerica International Moderate Growth VP
 Transamerica JPMorgan Mid Cap Value VP
 Transamerica JPMorgan Enhanced Index VP
 Transamerica BlackRock Large Cap Value VP
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
     2,120,392
     2,776,710
     1,054,957
        662,629
        143,853
     2,180,067
       Units purchased
        739,041
     1,002,599
        674,116
          24,446
          58,081
        731,798
       Units redeemed and
           
            transferred to/from
       (940,938)
    (1,323,754)
       (643,827)
       (143,223)
         (55,050)
       (815,592)
 Units outstanding at
           
   December 31, 2009
     1,918,495
     2,455,555
     1,085,246
        543,852
        146,884
     2,096,273
       Units purchased
        390,938
        359,548
        373,176
            1,782
          44,830
     1,306,326
       Units redeemed and
           
            transferred to/from
       (516,686)
       (672,538)
       (372,290)
       (102,012)
         (32,401)
       (721,827)
 Units outstanding at
           
   December 31, 2010
     1,792,747
     2,142,565
     1,086,132
        443,622
        159,313
     2,680,772



 
S-84

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica AEGON High Yield Bond VP
 Transamerica PIMCO Total Return VP
 Transamerica Focus VP
 Transamerica T. Rowe Price Small Cap VP
 Transamerica Diversified Equity VP
 Transamerica Third Avenue Value VP
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
          94,690
     1,501,811
     2,303,251
     1,643,169
     8,271,349
     3,678,782
       Units purchased
     1,180,276
     1,893,853
        505,723
        996,943
     1,562,195
     1,040,099
       Units redeemed and
           
            transferred to/from
       (431,529)
    (1,345,674)
       (780,938)
    (1,059,429)
    (2,242,045)
    (1,363,191)
 Units outstanding at
           
   December 31, 2009
        843,437
     2,049,990
     2,028,036
     1,580,683
     7,591,499
     3,355,690
       Units purchased
     1,287,398
     1,480,908
        427,967
        941,251
     2,510,540
        504,836
       Units redeemed and
           
            transferred to/from
       (968,210)
    (1,486,124)
       (567,238)
       (726,308)
    (2,094,779)
       (934,867)
 Units outstanding at
           
   December 31, 2010
     1,162,625
     2,044,774
     1,888,765
     1,795,626
     8,007,260
     2,925,659
             



 
S-85

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica Balanced VP
 Transamerica AllianceBernstein Dynamic Allocation VP
 Transamerica WMC Diversified Growth VP
 Transamerica Growth Opportunities VP
 Transamerica Money Market VP
 Transamerica Small/MidCap Value VP
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
        362,719
        266,164
   49,835,316
     3,512,963
     5,511,162
     1,401,587
       Units purchased
        189,191
        101,575
     9,401,184
     1,115,145
     3,253,870
        999,795
       Units redeemed and
           
            transferred to/from
       (176,859)
       (134,497)
  (13,326,851)
    (1,410,933)
    (5,369,540)
       (864,624)
 Units outstanding at
           
   December 31, 2009
        375,051
        233,242
   45,909,649
     3,217,175
     3,395,492
     1,536,758
       Units purchased
     8,063,047
          90,861
     6,385,066
     1,020,141
     2,207,227
     1,192,376
       Units redeemed and
           
            transferred to/from
    (1,152,505)
         (95,699)
  (10,423,201)
       (948,037)
    (2,722,911)
       (920,114)
 Units outstanding at
           
   December 31, 2010
     7,285,593
        228,404
   41,871,514
     3,289,279
     2,879,808
     1,809,020
             


 
S-86

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica U.S. Government Securities VP
 Transamerica Morgan Stanley Mid-Cap Growth VP
 Transamerica Index 50 VP
 Transamerica Index 75 VP
 Transamerica Efficient Markets VP
 Transamerica Hanlon Balanced VP
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount(1)
Subaccount(1)
Units outstanding at
           
   January 1, 2009
     1,695,537
     6,901,583
          13,078
          19,265
                    -
                    -
       Units purchased
        914,893
     1,598,559
          31,212
          86,400
          12,940
        498,581
       Units redeemed and
           
            transferred to/from
    (1,862,687)
    (1,994,203)
         (34,308)
         (18,492)
           (2,235)
         (84,898)
 Units outstanding at
           
   December 31, 2009
        747,743
     6,505,939
            9,982
          87,173
          10,705
        413,683
       Units purchased
        530,962
     1,065,369
          29,239
          54,682
          25,585
        895,957
       Units redeemed and
           
            transferred to/from
       (389,632)
    (1,459,644)
         (16,641)
         (15,475)
         (10,868)
       (328,150)
 Units outstanding at
           
   December 31, 2010
        889,073
     6,111,664
          22,580
        126,380
          25,422
        981,490
             



 
S-87

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica Hanlon Growth & Income VP
 Transamerica Hanlon Growth VP
 Transamerica Hanlon Managed Income VP
 Transamerica Multi Managed Large Cap Core VP
 Transamerica Foxhall Emerging Markets/Pacific Rim VP
 Transamerica Foxhall Global Conservative VP
 
Subaccount(1)
Subaccount(1)
Subaccount(1)
Subaccount(1)
Subaccount(1)
Subaccount(1)
Units outstanding at
           
   January 1, 2009
                    -
                    -
                    -
                    -
                    -
                    -
       Units purchased
        694,889
     1,183,663
     1,867,162
        201,631
     1,263,801
        198,162
       Units redeemed and
           
            transferred to/from
       (110,464)
       (282,900)
       (297,871)
         (43,121)
       (179,151)
         (38,678)
 Units outstanding at
           
   December 31, 2009
        584,425
        900,763
     1,569,291
        158,510
     1,084,650
        159,484
       Units purchased
        611,894
        806,976
     2,109,605
          99,284
     1,005,251
        172,434
       Units redeemed and
           
            transferred to/from
       (328,892)
       (447,065)
    (1,098,745)
         (93,509)
       (636,758)
       (112,092)
 Units outstanding at
           
   December 31, 2010
        867,427
     1,260,674
     2,580,151
        164,285
     1,453,143
        219,826
             


 
S-88

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Transamerica Foxhall Global Growth VP
 Transamerica Foxhall Global Hard Asset VP
 Transamerica Jennison Growth VP
 Fidelity VIP Contrafund®
 Fidelity VIP Equity-Income
 Fidelity VIP Growth Opportunities
 
Subaccount(1)
Subaccount(1)
Subaccount(1)
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
                    -
                    -
                    -
     1,489,388
        776,801
        491,716
       Units purchased
     1,237,967
        746,838
                    -
        348,635
        198,440
        306,282
       Units redeemed and
           
            transferred to/from
       (146,889)
         (95,050)
                    -
       (452,706)
       (263,494)
       (256,805)
 Units outstanding at
           
   December 31, 2009
     1,091,078
        651,788
                    -
     1,385,317
        711,747
        541,193
       Units purchased
        947,134
        594,050
     1,290,452
        207,847
          94,729
        137,775
       Units redeemed and
           
            transferred to/from
       (537,998)
       (334,680)
       (306,886)
       (315,602)
       (149,554)
       (227,348)
 Units outstanding at
           
   December 31, 2010
     1,500,214
        911,158
        983,566
     1,277,562
        656,922
        451,620
             


 
S-89

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Fidelity VIP Index 500
 ProFund VP Bull
 ProFund VP Money Market
 ProFund VP NASDAQ-100
 ProFund VP Short Small-Cap
 ProFund VP Small-Cap
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
        631,997
        118,938
     3,316,146
        203,103
        410,993
        199,978
       Units purchased
        441,376
     2,395,456
   19,298,431
     1,349,562
   13,561,712
     7,553,912
       Units redeemed and
           
            transferred to/from
       (355,544)
    (1,445,045)
  (20,882,590)
    (1,243,030)
  (13,561,073)
    (7,633,750)
 Units outstanding at
           
   December 31, 2009
        717,829
     1,069,349
     1,731,987
        309,635
        411,632
        120,140
       Units purchased
        346,059
        886,959
     9,166,921
     1,505,895
     4,757,080
     3,286,344
       Units redeemed and
           
            transferred to/from
       (306,633)
    (1,075,814)
    (9,629,586)
    (1,534,732)
    (4,914,758)
    (3,288,678)
 Units outstanding at
           
   December 31, 2010
        757,255
        880,494
     1,269,322
        280,798
        253,954
        117,806
             


 
S-90

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 Access VP High Yield
 ProFund VP Europe 30
 ProFund VP Oil & Gas
 ProFund VP UltraSmall-Cap
 ProFund VP Utilities
 ProFund VP Consumer Services
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
     1,024,119
          36,559
        287,574
        107,616
          61,007
          19,837
       Units purchased
     1,534,177
        574,713
     1,049,560
   18,221,991
        395,387
          70,136
       Units redeemed and
           
            transferred to/from
    (1,876,098)
       (556,539)
       (735,939)
  (17,814,864)
       (232,585)
         (71,370)
 Units outstanding at
           
   December 31, 2009
        682,198
          54,733
        601,195
        514,743
        223,809
          18,603
       Units purchased
        229,327
          54,344
        500,783
     4,719,679
        174,384
        151,057
       Units redeemed and
           
            transferred to/from
       (758,394)
         (73,661)
       (473,721)
    (4,404,814)
       (234,800)
         (95,613)
 Units outstanding at
           
   December 31, 2010
        153,131
          35,416
        628,257
        829,608
        163,393
          74,047
             


 
S-91

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 ProFund VP Pharmaceuticals
 ProFund VP Small-Cap Value
 ProFund VP Falling U.S. Dollar
 ProFund VP Emerging Markets
 ProFund VP International
 ProFund VP Asia 30
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
          51,607
          21,460
          83,658
        144,687
          64,766
        112,114
       Units purchased
        759,394
        587,797
        257,616
     2,823,166
     1,708,210
     1,777,409
       Units redeemed and
           
            transferred to/from
       (751,004)
       (408,076)
       (275,851)
    (1,595,340)
    (1,027,621)
    (1,075,481)
 Units outstanding at
           
   December 31, 2009
          59,997
        201,181
          65,423
     1,372,513
        745,355
        814,042
       Units purchased
        107,557
        447,147
          54,090
     2,394,263
     2,020,875
        560,632
       Units redeemed and
           
            transferred to/from
       (104,900)
       (598,403)
         (63,400)
    (1,609,483)
    (1,789,200)
       (728,080)
 Units outstanding at
           
   December 31, 2010
          62,654
          49,925
          56,113
     2,157,293
        977,030
        646,594
             



 
S-92

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 ProFund VP Japan
 ProFund VP Short NASDAQ-100
 ProFund VP U.S. Government Plus
 ProFund VP Basic Materials
 ProFund VP Financials
 ProFund VP Precious Metals
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount
Units outstanding at
           
   January 1, 2009
            9,022
          98,269
        283,538
        129,552
        104,586
        365,031
       Units purchased
          69,637
        576,960
        751,229
     1,351,279
        763,504
     2,305,622
       Units redeemed and
           
            transferred to/from
         (60,957)
       (576,971)
       (806,417)
       (739,019)
       (572,710)
    (1,931,880)
 Units outstanding at
           
   December 31, 2009
          17,702
          98,258
        228,350
        741,812
        295,380
        738,773
       Units purchased
          93,550
        558,410
        690,923
     1,240,020
        569,587
     1,056,771
       Units redeemed and
           
            transferred to/from
         (63,009)
       (556,875)
       (617,811)
    (1,139,009)
       (567,150)
       (733,084)
 Units outstanding at
           
   December 31, 2010
          48,243
          99,793
        301,462
        842,823
        297,817
     1,062,460
             


 
S-93

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



3. Accumulation Units Outstanding
         
             
A summary of changes in equivalent accumulation units outstanding follows:
           
             
             
 
 ProFund VP Telecommunications
 ProFund VP Mid-Cap
 ProFund VP Short Emerging Markets
 ProFund VP Short International
 Franklin Templeton VIP Founding Funds Allocation
 AllianceBernstein Balanced Wealth Strategy
 
Subaccount
Subaccount
Subaccount
Subaccount
Subaccount(1)
Subaccount(1)
Units outstanding at
           
   January 1, 2009
          58,055
        121,297
        128,412
        143,672
                    -
                    -
       Units purchased
          97,255
     1,114,900
        426,409
        596,330
          18,037
          32,224
       Units redeemed and
           
            transferred to/from
       (125,696)
       (549,094)
       (482,222)
       (642,792)
           (2,657)
         (10,326)
 Units outstanding at
           
   December 31, 2009
          29,614
        687,103
          72,599
          97,210
          15,380
          21,898
       Units purchased
          96,316
        926,642
        574,392
        298,721
          48,877
          54,744
       Units redeemed and
           
            transferred to/from
         (85,978)
    (1,351,030)
       (581,879)
       (314,229)
         (31,730)
         (31,933)
 Units outstanding at
           
   December 31, 2010
          39,952
        262,715
          65,112
          81,702
          32,527
          44,709
             


 
S-94

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights
The Separate Account offers various death benefit options, which have differing fees that are charged against the contract owner's account balance.  These charges are discussed in more detail in the individual's policy.  Differences in the fee structures for these units result in different unit values, expense ratios, and total returns.
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
Expense Ratio***
Transamerica JPMorgan Core Bond VP
                   
 
12/31/2010
1,497,898
$13.49
 to
$11.83
$54,990,397
5.90%
0.00%
to
1.50%
8.24%
to
6.64%
 
12/31/2009
1,590,917
12.46
 to
11.09
54,892,177
      4.57
0.00
to
1.50
     9.58
to
        7.96
 
12/31/2008
1,572,007
11.37
 to
10.27
50,786,352
      4.47
0.00
to
1.50
     5.58
to
        2.72
 
12/31/2007
1,502,535
10.77
 to
33.47
47,127,749
      5.18
0.00
to
0.90
     6.94
to
        5.98
 
12/31/2006
1,495,262
10.07
 to
31.58
45,300,971
      5.23
0.00
to
0.90
     0.69
to
        2.99
Transamerica Asset Allocation - Conservative VP
               
 
12/31/2010
3,004,809
11.68
 to
10.89
44,599,874
      3.33
0.00
to
1.50
     8.93
to
        7.32
 
12/31/2009
2,997,140
10.72
 to
10.15
41,211,153
      4.38
0.00
to
1.50
   25.22
to
      23.37
 
12/31/2008
3,364,944
8.56
 to
8.22
37,299,335
      3.14
0.00
to
1.50
 (21.18)
to
    (17.75)
 
12/31/2007
2,022,246
10.86
 to
14.27
28,741,879
      3.22
0.00
to
0.90
     6.38
to
        5.43
 
12/31/2006
1,859,642
10.21
 to
13.53
25,092,450
      3.28
0.00
to
0.90
     2.12
to
        8.47
Transamerica Asset Allocation - Growth VP
                 
 
12/31/2010
18,709,468
10.13
 to
9.97
266,427,278
      1.10
0.00
to
1.50
   14.95
to
      13.25
 
12/31/2009
19,621,917
8.81
 to
8.80
245,375,296
      2.77
0.00
to
1.50
   29.82
to
      27.90
 
12/31/2008
19,983,377
6.79
 to
6.88
194,363,564
      2.92
0.00
to
1.50
 (39.63)
to
    (31.18)
 
12/31/2007
20,795,625
11.25
 to
16.22
337,873,349
      2.30
0.00
to
0.90
     7.76
to
        6.79
 
12/31/2006
17,905,414
10.44
 to
15.19
272,418,228
      0.96
0.00
to
0.90
     4.36
to
      14.59
Transamerica Asset Allocation - Moderate Growth VP
               
 
12/31/2010
20,252,081
10.84
 to
10.45
300,804,661
      2.21
0.00
to
1.50
   12.73
to
      11.06
 
12/31/2009
21,162,715
9.62
 to
9.41
281,532,459
      3.37
0.00
to
1.50
   28.16
to
      26.26
 
12/31/2008
21,947,519
7.51
 to
7.45
229,931,170
      3.02
0.00
to
1.50
 (32.76)
to
    (25.47)
 
12/31/2007
23,093,759
11.16
 to
15.77
363,338,011
      2.40
0.00
to
0.90
     7.81
to
        6.84
 
12/31/2006
20,972,352
10.35
 to
14.76
308,893,207
      1.64
0.00
to
0.90
     3.55
to
      12.82
Transamerica Asset Allocation - Moderate VP
               
 
12/31/2010
6,092,945
11.49
 to
10.74
91,600,425
      2.97
0.00
to
1.50
   10.38
to
        8.75
 
12/31/2009
6,257,288
10.41
 to
9.88
86,014,287
      4.21
0.00
to
1.50
   26.40
to
      24.53
 
12/31/2008
6,756,498
8.23
 to
7.93
74,201,260
      3.46
0.00
to
1.50
 (25.96)
to
    (20.67)
 
12/31/2007
6,903,785
11.12
 to
15.06
103,347,293
      3.01
0.00
to
0.90
     7.96
to
        6.99
 
12/31/2006
6,462,891
10.30
 to
14.08
90,505,789
      2.68
0.00
to
0.90
     3.01
to
      10.49
Transamerica MFS International Equity VP
                 
 
12/31/2010
3,152,339
9.56
 to
10.15
44,273,875
      1.38
0.00
to
1.50
   10.49
to
        8.86
 
12/31/2009
3,477,566
8.65
 to
9.32
44,762,291
      2.77
0.00
to
1.50
   32.68
to
      30.72
 
12/31/2008
3,801,070
6.52
 to
7.13
37,280,087
      5.17
0.00
to
1.50
 (34.78)
to
    (28.70)
 
12/31/2007
4,520,343
15.30
 to
15.30
69,174,582
      0.96
0.90
to
0.90
     8.17
to
        8.17
 
12/31/2006
4,545,134
14.15
 to
14.15
64,298,334
      1.45
0.90
to
0.90
   21.97
to
      21.97
Transamerica Clarion Global Real Estate Securities VP
               
 
12/31/2010
1,792,747
8.96
 to
9.94
45,249,664
      6.28
0.00
to
1.50
   15.67
to
      13.96
 
12/31/2009
1,918,495
7.74
 to
8.73
42,497,293
          -
0.00
to
1.50
   33.42
to
      31.45
 
12/31/2008
2,120,392
5.80
 to
6.64
35,802,121
      6.51
0.00
to
1.50
 (42.38)
to
    (33.61)
 
12/31/2007
2,640,827
10.07
 to
30.40
78,152,720
      6.51
0.00
to
0.90
   (6.70)
to
      (7.54)
 
12/31/2006
3,092,917
10.80
 to
32.88
99,559,341
      1.41
0.00
to
0.90
     7.96
to
      41.01


 
S-95

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
Transamerica Federated Market Opportunity VP
                 
 
12/31/2010
2,142,565
$10.03
 to
$9.07
$59,508,491
3.72%
0.00%
to
1.50%
(0.11)%
to
(1.59)%
 
12/31/2009
2,455,555
10.04
 to
9.22
69,300,036
     3.15
0.00
to
1.50
      4.20
to
     2.65
 
12/31/2008
2,776,710
9.63
 to
8.98
76,620,436
     4.63
0.00
to
1.50
    (4.53)
to
 (10.19)
 
12/31/2007
3,025,316
10.09
 to
32.50
90,239,892
     3.71
0.00
to
0.90
    (0.48)
to
   (1.37)
 
12/31/2006
3,472,419
10.14
 to
32.96
107,177,707
     1.66
0.00
to
0.90
      1.38
to
     1.84
Transamerica International Moderate Growth VP
                 
 
12/31/2010
1,086,132
10.45
 to
9.79
10,841,225
     2.70
0.00
to
1.50
    10.50
to
     8.87
 
12/31/2009
1,085,246
9.46
 to
8.99
9,885,528
     2.72
0.00
to
1.50
    29.69
to
   27.78
 
12/31/2008
1,054,957
7.29
 to
7.04
7,472,170
     2.39
0.00
to
1.50
  (36.12)
to
 (29.63)
 
12/31/2007
779,229
11.42
 to
11.17
8,709,877
     1.27
0.00
to
0.90
      8.69
to
     7.72
 
12/31/2006 (1)
199,220
10.50
 to
10.37
2,065,761
         -
0.00
to
0.90
      5.04
to
     3.67
Transamerica JPMorgan Mid Cap Value VP
                 
 
12/31/2010
443,622
15.12
 to
17.99
7,977,312
     1.82
0.75
to
0.90
    22.07
to
   21.89
 
12/31/2009
543,852
12.39
 to
14.76
8,022,955
     1.78
0.75
to
0.90
    25.47
to
   25.28
 
12/31/2008
662,629
9.87
 to
11.78
7,801,733
     1.39
0.75
to
0.90
  (33.38)
to
 (33.48)
 
12/31/2007
853,180
14.82
 to
17.71
15,098,211
     0.97
0.75
to
0.90
      2.06
to
     1.91
 
12/31/2006
1,072,445
14.52
 to
17.38
18,616,424
     0.80
0.75
to
0.90
    16.37
to
   16.20
Transamerica JPMorgan Enhanced Index VP
                 
 
12/31/2010
159,313
10.12
 to
10.48
2,022,985
     1.37
0.00
to
1.50
    15.17
to
   13.47
 
12/31/2009
146,884
8.78
 to
9.24
1,631,165
     2.05
0.00
to
1.50
    29.59
to
   27.68
 
12/31/2008
143,853
6.78
 to
7.24
1,244,001
     5.56
0.00
to
1.50
  (37.35)
to
 (27.64)
 
12/31/2007
162,659
10.82
 to
13.85
2,265,492
     1.28
0.00
to
0.90
      4.54
to
     3.60
 
12/31/2006
124,431
10.35
 to
13.37
1,668,793
     1.10
0.00
to
0.90
      3.48
to
   14.29
Transamerica BlackRock Large Cap Value VP
                 
 
12/31/2010
2,680,772
9.01
 to
9.13
58,169,402
     0.80
0.00
to
1.50
    10.44
to
     8.81
 
12/31/2009
2,096,273
8.16
 to
8.39
41,943,389
     1.48
0.00
to
1.50
    13.99
to
   12.31
 
12/31/2008
2,180,067
7.16
 to
7.47
38,809,530
     0.93
0.00
to
1.50
  (33.89)
to
 (25.29)
 
12/31/2007
2,530,736
10.83
 to
27.70
68,941,852
     0.95
0.00
to
0.90
      4.64
to
     3.70
 
12/31/2006
2,711,207
10.35
 to
26.71
71,712,502
     0.50
0.00
to
0.90
      3.48
to
   15.88
Transamerica AEGON High Yield Bond VP
                 
 
12/31/2010
1,162,625
12.98
 to
12.18
18,462,510
   14.76
0.00
to
1.50
    12.44
to
   10.78
 
12/31/2009
843,437
11.55
 to
11.00
12,028,440
   11.92
0.00
to
1.50
    47.24
to
   45.06
 
12/31/2008
94,690
7.84
 to
7.58
918,817
   10.45
0.00
to
1.50
  (25.20)
to
 (24.19)
 
12/31/2007
102,108
10.48
 to
13.28
1,336,203
     5.62
0.00
to
0.90
      1.85
to
     0.94
 
12/31/2006
176,750
10.29
 to
13.16
2,297,300
   11.44
0.00
to
0.90
      2.93
to
     9.96
Transamerica PIMCO Total Return VP
                   
 
12/31/2010
2,044,774
13.23
 to
11.74
30,675,838
     3.99
0.00
to
1.50
      7.19
to
     5.61
 
12/31/2009
2,049,990
12.35
 to
11.12
28,964,781
     6.81
0.00
to
1.50
    16.03
to
   14.32
 
12/31/2008
1,501,811
10.64
 to
9.72
18,475,521
     6.05
0.00
to
1.50
    (2.79)
to
   (2.76)
 
12/31/2007
1,060,366
10.94
 to
12.85
13,571,965
     2.52
0.00
to
0.90
      8.95
to
     7.97
 
12/31/2006
912,999
10.05
 to
11.91
10,849,149
     3.78
0.00
to
0.90
      0.46
to
     3.28
Transamerica Focus VP
                     
 
12/31/2010
1,888,765
10.99
 to
11.38
31,571,559
     0.88
0.00
to
1.50
    27.44
to
   25.55
 
12/31/2009
2,028,036
8.62
 to
9.06
26,897,044
     2.57
0.00
to
1.50
    27.91
to
   26.02
 
12/31/2008
2,303,251
6.74
 to
7.19
24,086,757
     2.08
0.00
to
1.50
  (36.36)
to
 (28.08)
 
12/31/2007
2,656,984
10.59
 to
16.66
44,097,690
     1.32
0.00
to
0.90
      1.04
to
     0.13
 
12/31/2006
2,868,843
10.48
 to
16.63
47,616,609
     1.00
0.00
to
0.90
      4.84
to
   17.50


 
S-96

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
Transamerica T. Rowe Price Small Cap VP
                 
 
12/31/2010
1,795,626
$13.25
 to
$12.34
$27,953,674
0.00%
0.00%
to
1.50%
34.42%
to
32.44%
 
12/31/2009
1,580,683
9.85
 to
9.32
18,450,816
       -
0.00
to
1.50
        38.70
to
     36.65
 
12/31/2008
1,643,169
7.10
 to
6.82
13,944,419
   1.72
0.00
to
1.50
      (36.25)
to
   (31.81)
 
12/31/2007
1,727,599
11.14
 to
13.39
23,180,179
       -
0.00
to
0.90
          9.61
to
       8.63
 
12/31/2006
1,776,439
10.17
 to
12.33
21,921,541
       -
0.00
to
0.90
          1.67
to
       2.67
Transamerica Diversified Equity VP
                   
 
12/31/2010
8,007,260
10.14
 to
9.65
216,229,392
   1.04
0.00
to
1.50
        16.85
to
     15.12
 
12/31/2009
7,591,499
8.68
 to
8.38
179,200,897
   1.49
0.00
to
1.50
        28.32
to
     26.42
 
12/31/2008
8,271,349
6.76
 to
6.63
153,798,351
   1.91
0.00
to
1.50
      (43.67)
to
   (33.70)
 
12/31/2007
9,194,475
12.01
 to
33.70
306,677,582
   1.54
0.00
to
0.90
        15.25
to
     14.21
 
12/31/2006
9,611,118
10.42
 to
29.51
282,192,209
   1.27
0.00
to
0.90
          4.21
to
     17.73
Transamerica Third Avenue Value VP
                   
 
12/31/2010
2,925,659
9.64
 to
10.05
74,462,852
   2.85
0.00
to
1.50
        15.43
to
     13.73
 
12/31/2009
3,355,690
8.35
 to
8.83
74,986,432
       -
0.00
to
1.50
        34.88
to
     32.89
 
12/31/2008
3,678,782
6.19
 to
6.65
61,758,740
   5.00
0.00
to
1.50
      (41.15)
to
   (33.52)
 
12/31/2007
4,281,762
10.52
 to
29.87
123,946,756
   3.90
0.00
to
0.90
          1.20
to
       0.29
 
12/31/2006
4,620,302
10.40
 to
29.78
134,550,407
   0.80
0.00
to
0.90
          3.99
to
     15.04
Transamerica Balanced VP
                     
 
12/31/2010
7,285,593
12.24
 to
11.47
114,812,439
   0.69
0.00
to
1.50
        24.12
to
     22.29
 
12/31/2009
375,051
9.86
 to
9.38
4,796,603
   1.77
0.00
to
1.50
        26.30
to
     24.43
 
12/31/2008
362,719
7.81
 to
7.54
3,708,306
   1.79
0.00
to
1.50
      (32.40)
to
   (24.65)
 
12/31/2007
440,115
11.55
 to
15.28
6,717,223
   1.12
0.00
to
0.90
        13.61
to
     12.59
 
12/31/2006
379,220
10.17
 to
13.58
5,142,053
   1.00
0.00
to
0.90
          1.66
to
       8.15
Transamerica AllianceBernstein Dynamic Allocation VP
             
 
12/31/2010
228,404
11.04
 to
9.61
3,385,087
   5.37
0.00
to
1.50
          9.29
to
       7.67
 
12/31/2009
233,242
10.10
 to
8.93
3,191,995
   3.68
0.00
to
1.50
        31.30
to
     29.36
 
12/31/2008
266,164
7.69
 to
6.90
2,793,827
   5.78
0.00
to
1.50
      (36.87)
to
   (30.98)
 
12/31/2007
279,677
12.19
 to
16.94
4,705,341
   1.85
0.00
to
0.90
        18.63
to
     17.57
 
12/31/2006
203,694
10.27
 to
14.41
2,910,028
   1.55
0.00
to
0.90
          2.74
to
       9.91
Transamerica WMC Diversified Growth VP
                 
 
12/31/2010
41,871,514
9.73
 to
9.56
611,309,502
   0.54
0.00
to
1.50
        17.81
to
     16.07
 
12/31/2009
45,909,649
8.26
 to
8.24
574,078,382
   0.95
0.00
to
1.50
        29.20
to
     27.29
 
12/31/2008
49,835,316
6.39
 to
6.47
486,736,537
   0.23
0.00
to
1.50
      (46.00)
to
   (35.27)
 
12/31/2007
54,982,922
11.84
 to
18.26
1,003,665,346
   0.02
0.00
to
0.90
        16.29
to
     15.24
 
12/31/2006
60,255,025
10.18
 to
15.85
954,551,153
       -
0.00
to
0.90
          1.84
to
       7.75
Transamerica Growth Opportunities VP
                 
 
12/31/2010
3,289,279
13.84
 to
12.69
61,258,801
   0.04
0.00
to
1.50
        35.66
to
     33.66
 
12/31/2009
3,217,175
10.20
 to
9.49
44,546,427
   0.35
0.00
to
1.50
        36.86
to
     34.84
 
12/31/2008
3,512,963
7.46
 to
7.04
35,860,695
   3.63
0.00
to
1.50
      (40.90)
to
   (29.61)
 
12/31/2007
4,037,636
12.62
 to
17.41
70,373,607
   0.05
0.00
to
0.90
        23.09
to
     21.98
 
12/31/2006
4,058,333
10.25
 to
14.28
57,967,034
   0.23
0.00
to
0.90
          2.50
to
       4.16
Transamerica Money Market VP
                   
 
12/31/2010
2,879,808
10.85
 to
9.74
55,703,313
   0.01
0.00
to
1.50
          0.01
to
     (1.47)
 
12/31/2009
3,395,492
10.85
 to
9.89
66,003,875
   0.15
0.00
to
1.50
          0.13
to
     (1.35)
 
12/31/2008
5,511,162
10.84
 to
10.02
106,465,305
   2.29
0.00
to
1.50
          2.39
to
       0.22
 
12/31/2007
3,033,916
10.58
 to
20.99
60,281,924
   4.86
0.00
to
0.90
          5.03
to
       4.09
 
12/31/2006
2,564,345
10.08
 to
20.17
50,440,206
   4.68
0.00
to
0.90
          0.78
to
       3.80


 
S-97

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Investment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 

Transamerica Small/MidCap Value VP
                   
 
12/31/2010
1,809,020
$14.36
 to
$10.83
$36,122,323
0.82%
0.00%
to
1.50%
30.41%
to
28.49%
 
12/31/2009
1,536,758
11.01
 to
8.43
23,766,218
   3.32
0.00
to
1.50
      43.21
to
41.10
 
12/31/2008
1,401,587
7.69
 to
5.98
15,296,736
   1.93
0.00
to
1.50
    (40.87)
to
(40.25)
 
12/31/2007
1,276,888
13.00
 to
18.64
23,810,752
   1.00
0.00
to
0.90
      24.74
to
23.62
 
12/31/2006
741,989
10.42
 to
15.07
11,194,015
   0.97
0.00
to
0.90
        4.20
to
17.00
Transamerica U.S. Government Securities VP
                 
 
12/31/2010
889,073
12.49
 to
11.08
11,996,681
   3.14
0.00
to
1.50
        4.40
to
2.86
 
12/31/2009
747,743
11.97
 to
10.77
9,746,046
   2.39
0.00
to
1.50
        4.47
to
2.92
 
12/31/2008
1,695,537
11.46
 to
10.47
21,286,906
   2.86
0.00
to
1.50
        7.66
to
4.69
 
12/31/2007
117,328
10.64
 to
11.91
1,376,520
   4.45
0.00
to
0.90
        6.05
to
5.10
 
12/31/2006
58,559
10.03
 to
11.34
662,140
   3.52
0.00
to
0.90
        0.34
to
2.35
Transamerica Morgan Stanley Mid-Cap Growth VP
               
 
12/31/2010
6,111,664
14.73
 to
12.81
315,951,891
   0.12
0.00
to
1.50
      33.90
to
31.92
 
12/31/2009
6,505,939
11.00
 to
9.71
256,353,724
       -
0.00
to
1.50
      60.56
to
58.19
 
12/31/2008
6,901,583
6.85
 to
6.14
171,968,478
   2.07
0.00
to
1.50
    (46.29)
to
(38.60)
 
12/31/2007
7,648,279
12.76
 to
47.36
358,556,956
       -
0.00
to
0.90
      22.53
to
21.43
 
12/31/2006
7,997,423
10.41
 to
39.00
310,555,164
       -
0.00
to
0.90
        4.10
to
8.93
Transamerica Index 50 VP
                     
 
12/31/2010
22,580
10.73
 to
10.95
237,099
   1.34
0.00
to
1.50
      11.07
to
9.43
 
12/31/2009
9,982
9.66
 to
10.00
95,207
   0.20
0.00
to
1.50
      16.62
to
14.90
 
12/31/2008 (1)
13,078
8.28
 to
8.71
107,640
       -
0.00
to
1.50
    (17.20)
to
(12.93)
Transamerica Index 75 VP
                     
 
12/31/2010
126,380
10.23
 to
10.67
1,263,507
   1.27
0.00
to
1.50
      13.15
to
11.48
 
12/31/2009
87,173
9.04
 to
9.57
776,576
   0.36
0.00
to
1.50
      23.68
to
21.85
 
12/31/2008 (1)
19,265
7.31
 to
7.85
139,984
       -
0.00
to
1.50
    (26.90)
to
(21.47)
Transamerica Efficient Markets VP
                   
 
12/31/2010
25,422
13.75
 to
13.41
344,545
   0.86
0.00
to
1.50
      12.67
to
11.01
 
12/31/2009 (1)
10,705
12.20
 to
12.08
129,907
   0.02
0.00
to
1.50
      22.03
to
20.82
Transamerica Hanlon Balanced VP
                   
 
12/31/2010
981,490
11.03
 to
10.76
10,667,540
   0.37
0.00
to
1.50
      (3.28)
to
(4.71)
 
12/31/2009 (1)
413,683
11.40
 to
11.29
4,689,366
       -
0.00
to
1.50
      14.00
to
12.87
Transamerica Hanlon Growth & Income VP
                 
 
12/31/2010
867,427
11.22
 to
10.94
9,594,997
   0.63
0.00
to
1.50
      (1.85)
to
(3.30)
 
12/31/2009 (1)
584,425
11.43
 to
11.32
6,641,823
       -
0.00
to
1.50
      14.30
to
13.17
Transamerica Hanlon Growth VP
                   
 
12/31/2010
1,260,674
11.47
 to
11.19
14,255,487
   0.94
0.00
to
1.50
      (0.44)
to
(1.91)
 
12/31/2009 (1)
900,763
11.52
 to
11.41
10,317,734
       -
0.00
to
1.50
      15.20
to
14.06
Transamerica Hanlon Managed Income VP
                 
 
12/31/2010
2,580,151
11.13
 to
10.86
28,321,102
   0.20
0.00
to
1.50
        0.39
to
(1.09)
 
12/31/2009 (1)
1,569,291
11.09
 to
10.98
17,304,606
       -
0.00
to
1.50
      10.90
to
9.80
Transamerica Multi Managed Large Cap Core VP
               
 
12/31/2010
164,285
15.82
 to
15.43
2,560,486
   0.65
0.00
to
1.50
      19.17
to
17.41
 
12/31/2009 (1)
158,510
13.27
 to
13.14
2,091,116
   0.77
0.00
to
1.50
      32.71
to
31.39


 
S-98

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
Transamerica Foxhall Emerging Markets/Pacific Rim VP
               
 
12/31/2010
1,453,143
$11.35
 to
$11.10
$16,285,688
0.31%
0.00%
to
1.50%
3.56%
to
2.03%
 
12/31/2009 (1)
1,084,650
10.96
 to
10.88
11,837,546
         -
0.00
to
1.50
       9.60
to
       8.79
Transamerica Foxhall Global Conservative VP
                 
 
12/31/2010
219,826
9.51
 to
9.30
2,063,120
      0.11
0.00
to
1.50
      (5.79)
to
      (7.18)
 
12/31/2009 (1)
159,484
10.09
 to
10.01
1,602,285
         -
0.00
to
1.50
       0.90
to
       0.15
Transamerica Foxhall Global Growth VP
                   
 
12/31/2010
1,500,214
11.64
 to
11.39
17,249,298
      0.25
0.00
to
1.50
       5.56
to
       4.00
 
12/31/2009 (1)
1,091,078
11.03
 to
10.95
11,983,788
         -
0.00
to
1.50
     10.30
to
       9.48
Transamerica Foxhall Global Hard Asset VP
                 
 
12/31/2010
911,158
10.69
 to
10.45
9,619,762
      0.14
0.00
to
1.50
       3.39
to
       1.87
 
12/31/2009 (1)
651,788
10.34
 to
10.26
6,711,223
         -
0.00
to
1.50
       3.40
to
       2.63
Transamerica Jennison Growth VP
                   
 
12/31/2010 (1)
983,566
10.84
 to
10.73
10,598,851
      0.05
0.00
to
1.50
       8.40
to
       7.32
Fidelity VIP Contrafund®
                     
 
12/31/2010
1,277,562
13.87
 to
13.87
17,720,846
      1.02
0.90
to
0.90
     15.88
to
     15.88
 
12/31/2009
1,385,317
11.97
 to
11.97
16,581,630
      1.18
0.90
to
0.90
     34.26
to
     34.26
 
12/31/2008
1,489,388
8.92
 to
8.92
13,278,218
      0.76
0.90
to
0.90
    (43.20)
to
    (43.20)
 
12/31/2007
1,662,224
15.70
 to
15.70
26,091,850
      0.74
0.90
to
0.90
     16.25
to
     16.25
 
12/31/2006
1,791,909
13.50
 to
13.50
24,195,515
      0.98
0.90
to
0.90
     10.44
to
     10.44
Fidelity VIP Equity-Income
                     
 
12/31/2010
656,922
12.49
 to
12.49
8,204,632
      1.63
0.90
to
0.90
     13.89
to
     13.89
 
12/31/2009
711,747
10.97
 to
10.97
7,805,053
      2.09
0.90
to
0.90
     28.73
to
     28.73
 
12/31/2008
776,801
8.52
 to
8.52
6,617,524
      2.18
0.90
to
0.90
    (43.32)
to
    (43.32)
 
12/31/2007
892,431
15.03
 to
15.03
13,414,208
      1.52
0.90
to
0.90
       0.36
to
       0.36
 
12/31/2006
1,015,129
14.98
 to
14.98
15,203,106
      3.03
0.90
to
0.90
     18.86
to
     18.86
Fidelity VIP Growth Opportunities
                   
 
12/31/2010
451,620
8.16
 to
8.16
3,683,913
         -
0.90
to
0.90
     22.37
to
     22.37
 
12/31/2009
541,193
6.67
 to
6.67
3,607,491
      0.26
0.90
to
0.90
     44.16
to
     44.16
 
12/31/2008
491,716
4.62
 to
4.62
2,273,581
      0.11
0.90
to
0.90
    (55.54)
to
    (55.54)
 
12/31/2007
661,082
10.40
 to
10.40
6,874,952
         -
0.90
to
0.90
     21.80
to
     21.80
 
12/31/2006
446,408
8.54
 to
8.54
3,811,402
      0.47
0.90
to
0.90
       4.18
to
       4.18
Fidelity VIP Index 500
                     
 
12/31/2010
757,255
9.89
 to
10.11
9,418,539
      1.86
0.00
to
1.50
     14.73
to
     13.03
 
12/31/2009
717,829
8.62
 to
8.94
7,869,261
      2.41
0.00
to
1.50
     26.30
to
     24.43
 
12/31/2008
631,997
6.83
 to
7.19
5,528,303
      2.38
0.00
to
1.50
    (37.16)
to
    (28.13)
 
12/31/2007
457,757
10.86
 to
13.56
6,471,158
      3.39
0.00
to
0.90
       5.18
to
       4.24
 
12/31/2006
344,135
10.33
 to
13.01
4,682,372
      1.24
0.00
to
0.90
       3.27
to
     14.41
ProFund VP Bull
                     
 
12/31/2010
880,494
9.31
 to
9.73
8,807,186
      0.14
0.00
to
1.50
     12.58
to
     10.91
 
12/31/2009
1,069,349
8.27
 to
8.78
9,581,607
      1.38
0.00
to
1.50
     24.34
to
     22.51
 
12/31/2008
118,938
6.65
 to
7.16
863,897
         -
0.00
to
1.50
    (37.67)
to
    (28.37)
 
12/31/2007
99,749
10.67
 to
11.75
1,172,564
      0.21
0.00
to
0.90
       3.55
to
       2.62
 
12/31/2006 (1)
736,714
10.31
 to
11.45
8,437,699
      0.07
0.00
to
0.90
       3.09
to
     14.52


 
S-99

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
ProFund VP Money Market
                     
 
12/31/2010
1,269,322
$10.54
 to
$9.66
$13,069,723
0.02%
0.00%
to
1.50%
0.02%
to
(1.46)%
 
12/31/2009
1,731,987
10.54
 to
9.80
17,988,781
      0.04
0.00
to
1.50
       0.03
to
      (1.45)
 
12/31/2008
3,316,146
10.53
 to
9.94
34,730,445
      0.80
0.00
to
1.50
       0.84
to
      (0.57)
 
12/31/2007
2,531,148
10.45
 to
10.47
26,514,159
      3.20
0.00
to
0.90
       3.77
to
       2.84
 
12/31/2006 (1)
144,185
10.07
 to
10.18
1,467,986
      2.09
0.00
to
0.90
       0.68
to
       1.81
ProFund VP NASDAQ-100
                     
 
12/31/2010
280,798
12.32
 to
11.49
3,763,880
          -
0.00
to
1.50
     18.24
to
     16.50
 
12/31/2009
309,635
10.42
 to
9.86
3,532,987
          -
0.00
to
1.50
     52.01
to
     49.76
 
12/31/2008
203,103
6.86
 to
6.59
1,543,465
          -
0.00
to
1.50
   (42.48)
to
    (34.13)
 
12/31/2007
956,045
11.92
 to
13.33
12,749,323
          -
0.00
to
0.90
     17.62
to
     16.57
 
12/31/2006 (1)
80,871
10.13
 to
11.43
924,473
          -
0.00
to
0.90
       1.34
to
     14.31
ProFund VP Short Small-Cap
                     
 
12/31/2010
253,954
6.12
 to
5.13
1,345,858
          -
0.00
to
1.50
   (28.94)
to
    (30.00)
 
12/31/2009
411,632
8.61
 to
7.32
3,097,540
      0.65
0.00
to
1.50
   (32.37)
to
    (33.37)
 
12/31/2008
410,993
12.73
 to
10.99
4,620,257
      2.41
0.00
to
1.50
     24.08
to
       9.92
 
12/31/2007
154,615
10.26
 to
9.13
1,411,173
      6.97
0.00
to
0.90
       4.53
to
       3.59
 
12/31/2006 (1)
18,450
9.82
 to
8.81
162,543
      0.15
0.00
to
0.90
     (1.82)
to
    (11.90)
ProFund VP Small-Cap
                     
 
12/31/2010
117,806
10.18
 to
11.15
1,271,453
          -
0.00
to
1.50
     24.79
to
     22.95
 
12/31/2009
120,140
8.15
 to
9.07
1,048,224
          -
0.00
to
1.50
     26.07
to
     24.21
 
12/31/2008
199,978
6.47
 to
7.30
1,396,212
          -
0.00
to
1.50
   (35.40)
to
    (26.96)
 
12/31/2007
160,363
10.01
 to
10.90
1,748,012
      0.23
0.00
to
0.90
     (2.21)
to
      (3.09)
 
12/31/2006 (1)
303,258
10.24
 to
11.25
3,410,298
          -
0.00
to
0.90
       2.39
to
     12.45
Access VP High Yield
                     
 
12/31/2010
153,131
13.57
 to
12.88
2,027,460
      6.13
0.00
to
1.50
     16.37
to
     14.66
 
12/31/2009
682,198
11.66
 to
11.23
7,829,265
      8.96
0.00
to
1.50
     16.91
to
     15.19
 
12/31/2008 (1)
1,024,119
9.98
 to
9.75
10,141,967
      7.35
0.00
to
1.50
     (0.23)
to
      (2.47)
ProFund VP Europe 30
                     
 
12/31/2010
35,416
8.22
 to
8.22
284,103
      1.53
0.00
to
1.50
       2.63
to
       1.12
 
12/31/2009
54,733
8.01
 to
8.13
431,550
      3.65
0.00
to
1.50
     32.30
to
     30.34
 
12/31/2008 (1)
36,559
6.05
 to
6.24
219,656
      2.60
0.00
to
1.50
   (39.47)
to
    (37.62)
ProFund VP Oil & Gas
                     
 
12/31/2010
628,257
8.70
 to
7.76
5,332,083
      0.43
0.00
to
1.50
     17.76
to
     16.02
 
12/31/2009
601,195
7.39
 to
6.69
4,371,867
          -
0.00
to
1.50
     15.50
to
     13.79
 
12/31/2008 (1)
287,574
6.40
 to
5.88
1,826,872
          -
0.00
to
1.50
   (36.01)
to
    (41.24)
ProFund VP UltraSmall-Cap
                     
 
12/31/2010
829,608
8.42
 to
9.34
6,826,647
          -
0.00
to
1.50
     48.44
to
     46.25
 
12/31/2009
514,743
5.67
 to
6.39
2,876,036
      0.09
0.00
to
1.50
     40.18
to
     38.10
 
12/31/2008 (1)
107,616
4.05
 to
4.62
432,263
      0.70
0.00
to
1.50
   (59.55)
to
    (53.76)
ProFund VP Utilities
                     
 
12/31/2010
163,393
8.84
 to
8.18
1,410,040
      2.82
0.00
to
1.50
       5.95
to
       4.38
 
12/31/2009
223,809
8.35
 to
7.84
1,838,272
      4.24
0.00
to
1.50
     10.73
to
       9.10
 
12/31/2008 (1)
61,007
7.54
 to
7.19
456,532
      1.49
0.00
to
1.50
   (24.62)
to
    (28.14)


 
S-100

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
 
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
ProFund VP Consumer Services
                   
 
12/31/2010
74,047
$11.30
 to
$12.14
$816,386
        -
0.00%
to
1.50%
21.39%
to
19.60%
 
12/31/2009
18,603
9.30
 to
10.15
170,351
        -
0.00
to
1.50
       30.80
to
28.87
 
12/31/2008 (1)
19,837
7.11
 to
7.88
140,060
        -
0.00
to
1.50
     (28.86)
to
(21.22)
ProFund VP Pharmaceuticals
                     
 
12/31/2010
62,654
10.20
 to
10.48
623,810
4.80%
0.00
to
1.50
         0.48
to
(1.01)
 
12/31/2009
59,997
10.15
 to
10.59
599,768
    1.75
0.00
to
1.50
       16.90
to
15.17
 
12/31/2008 (1)
51,607
8.69
 to
9.20
445,070
    2.58
0.00
to
1.50
     (13.13)
to
(8.04)
ProFund VP Small-Cap Value
                     
 
12/31/2010
49,925
10.70
 to
11.24
521,884
    0.13
0.00
to
1.50
       22.10
to
20.30
 
12/31/2009
201,181
8.76
 to
9.34
1,734,523
    0.18
0.00
to
1.50
       20.40
to
18.62
 
12/31/2008 (1)
21,460
7.28
 to
7.88
154,996
        -
0.00
to
1.50
     (27.25)
to
(21.24)
ProFund VP Falling U.S. Dollar
                   
 
12/31/2010
56,113
9.21
 to
8.71
504,230
        -
0.00
to
1.50
       (2.59)
to
(4.03)
 
12/31/2009
65,423
9.45
 to
9.07
608,825
    3.24
0.00
to
1.50
         3.32
to
1.79
 
12/31/2008 (1)
83,658
9.15
 to
8.91
760,102
        -
0.00
to
1.50
         8.51
to
10.88
ProFund VP Emerging Markets
                   
 
12/31/2010
2,157,293
9.03
 to
9.75
19,013,392
        -
0.00
to
1.50
         9.77
to
8.15
 
12/31/2009
1,372,513
8.22
 to
9.02
11,111,642
    0.13
0.00
to
1.50
       62.36
to
59.96
 
12/31/2008 (1)
144,687
5.07
 to
5.64
727,622
    0.75
0.00
to
1.50
     (49.34)
to
(43.64)
ProFund VP International
                     
 
12/31/2010
977,030
8.12
 to
8.44
7,742,694
        -
0.00
to
1.50
         7.80
to
6.21
 
12/31/2009
745,355
7.53
 to
7.95
5,526,517
    0.03
0.00
to
1.50
       24.65
to
22.80
 
12/31/2008 (1)
64,766
6.04
 to
6.47
388,476
    1.25
0.00
to
1.50
     (39.58)
to
(35.28)
ProFund VP Asia 30
                     
 
12/31/2010
646,594
9.76
 to
11.01
6,160,651
    0.07
0.00
to
1.50
       13.90
to
12.22
 
12/31/2009
814,042
8.57
 to
9.81
6,866,995
    1.14
0.00
to
1.50
       54.20
to
51.92
 
12/31/2008 (1)
112,114
5.56
 to
6.46
618,511
    1.21
0.00
to
1.50
     (44.43)
to
(35.44)
ProFund VP Japan
                     
 
12/31/2010
48,243
6.75
 to
6.71
317,483
        -
0.00
to
1.50
       (6.53)
to
(7.91)
 
12/31/2009
17,702
7.22
 to
7.29
125,805
    0.60
0.00
to
1.50
       10.33
to
8.70
 
12/31/2008 (1)
9,022
6.54
 to
6.71
58,614
  18.13
0.00
to
1.50
     (34.56)
to
(32.93)
ProFund VP Short NASDAQ-100
                   
 
12/31/2010
99,793
5.97
 to
5.91
581,354
        -
0.00
to
1.50
     (21.18)
to
(22.35)
 
12/31/2009
98,258
7.58
 to
7.62
732,716
    0.31
0.00
to
1.50
     (40.66)
to
(41.54)
 
12/31/2008 (1)
98,269
12.77
 to
13.03
1,246,070
    2.44
0.00
to
1.50
       27.72
to
30.26
ProFund VP U.S. Government Plus
                   
 
12/31/2010
301,462
11.21
 to
10.70
3,297,051
    0.45
0.00
to
1.50
       10.11
to
8.49
 
12/31/2009
228,350
10.18
 to
9.87
2,287,999
    0.05
0.00
to
1.50
     (32.62)
to
(33.62)
 
12/31/2008 (1)
283,538
15.11
 to
14.86
4,253,928
    1.06
0.00
to
1.50
       51.14
to
48.62
ProFund VP Basic Materials
                     
 
12/31/2010
842,823
9.95
 to
9.73
8,181,637
    0.55
0.00
to
1.50
       29.69
to
27.78
 
12/31/2009
741,812
7.67
 to
7.62
5,600,499
    0.90
0.00
to
1.50
       62.37
to
59.97
 
12/31/2008 (1)
129,552
4.72
 to
4.76
607,611
    0.21
0.00
to
1.50
     (52.76)
to
(52.38)


 
S-101

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



4.Financial Highlights (continued)
Sub
account
Year
Ended
Units
Unit FairValue
Corresponding to
Lowest to Highest
 
Expense Ratio
 
Net
Assets
Invest
ment
Income
Ratio*
Expense
Ratio
Lowest to
Highest**
Total Return
Corresponding to
Lowest to Highest
 
Expense Ratio***
 
ProFund VP Financials
                     
 
12/31/2010
297,817
$6.82
 to
$8.43
$1,983,828
0.24%
0.00%
to
1.50%
10.93%
to
9.29%
 
12/31/2009
295,380
6.15
 to
7.72
1,788,997
       1.87
0.00
to
1.50
      15.01
to
13.31
 
12/31/2008 (1)
104,586
5.35
 to
6.81
555,616
       1.56
0.00
to
1.50
    (46.51)
to
(31.89)
ProFund VP Precious Metals
                     
 
12/31/2010
1,062,460
10.75
 to
11.14
11,151,546
          -
0.00
to
1.50
      32.93
to
30.97
 
12/31/2009
738,773
8.09
 to
8.51
5,881,222
       0.91
0.00
to
1.50
      35.33
to
33.33
 
12/31/2008 (1)
365,031
5.98
 to
6.38
2,165,703
       3.70
0.00
to
1.50
    (40.24)
to
(36.21)
ProFund VP Telecommunications
                   
 
12/31/2010
39,952
9.66
 to
9.91
376,895
       3.94
0.00
to
1.50
      15.68
to
13.98
 
12/31/2009
29,614
8.35
 to
8.69
243,481
       3.96
0.00
to
1.50
        7.32
to
5.73
 
12/31/2008 (1)
58,055
7.78
 to
8.22
448,505
       1.66
0.00
to
1.50
    (22.17)
to
(17.79)
ProFund VP Mid-Cap
                     
 
12/31/2010
262,715
10.73
 to
10.80
2,750,087
          -
0.00
to
1.50
      24.05
to
22.22
 
12/31/2009
687,103
8.65
 to
8.84
5,848,174
          -
0.00
to
1.50
      32.88
to
30.91
 
12/31/2008 (1)
121,297
6.51
 to
6.75
783,701
       0.70
0.00
to
1.50
    (34.93)
to
(32.48)
ProFund VP Short Emerging Markets
                   
 
12/31/2010
65,112
5.54
 to
4.96
351,515
          -
0.00
to
1.50
    (18.42)
to
(19.63)
 
12/31/2009
72,599
6.79
 to
6.17
484,875
          -
0.00
to
1.50
    (48.71)
to
(49.47)
 
12/31/2008 (1)
128,412
13.23
 to
12.21
1,686,787
       0.08
0.00
to
1.50
      32.34
to
22.07
ProFund VP Short International
                   
 
12/31/2010
81,702
7.66
 to
6.91
610,615
          -
0.00
to
1.50
    (14.69)
to
(15.96)
 
12/31/2009
97,210
8.98
 to
8.22
859,623
          -
0.00
to
1.50
    (30.28)
to
(31.31)
 
12/31/2008 (1)
143,672
12.88
 to
11.97
1,837,683
       0.05
0.00
to
1.50
      28.85
to
19.73
Franklin Templeton VIP Founding Funds Allocation
               
 
12/31/2010
32,527
14.24
 to
13.89
456,236
       2.63
0.00
to
1.50
      10.24
to
8.61
 
12/31/2009 (1)
15,380
12.91
 to
12.79
197,428
       4.77
0.00
to
1.50
      29.14
to
27.87
AllianceBernstein Balanced Wealth Strategy
                 
 
12/31/2010
44,709
13.82
 to
13.48
609,047
       2.05
0.00
to
1.50
      10.30
to
8.67
 
12/31/2009 (1)
21,898
12.53
 to
12.41
272,849
       0.28
0.00
to
1.50
      25.33
to
24.09

*These amounts represent the dividends, excluding distributions of capital gains, received by the subaccount from the Mutual Fund, net of management fees assessed by the fund manager, divided by the average net assets.  These ratios exclude those expenses, such as mortality and expense charges, that are assessed against contract owner accounts either through reductions in the unit values or the redemption of units.  The recognition of investment income by the subaccount is affected by the timing of the declaration of dividends by the Mutual Fund in which the subaccounts invest.
**These amounts represent the annualized contract expenses of the Separate Account, consisting primarily of mortality and expense charges, for each period indicated.  These ratios include only those expenses that result in a direct reduction to unit values.  Charges made directly to contract owner accounts through the redemption of units and expenses of the Mutual Fund have been excluded.
***These amounts represent the total return for the periods indicated, including changes in the value of the Mutual Fund, and expenses assessed through the reduction of unit values.  These ratios do not include any expenses assessed through the redemption of units.  Investment options with a date notation indicate the effective date of that investment option in the variable account.  The total return is calculated for each period indicated or from the effective date through the end of the reporting period.
 
 

 
S-102

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



5. Administrative and Mortality and Expense Risk Charges

Under some forms of the contracts, a sales charge and premium taxes are deducted by WRL prior to allocation of policy owner payments to the subaccounts.  Contingent surrender charges may also apply.

Under all forms of the contracts, monthly charges against policy cash values are made to compensate WRL
 for costs of insurance provided.

A daily charge equal to an annual rate from 0.00% and 1.50% of average daily net assets is assessed to compensate WRL for assumption of mortality and expense risks in connection with the issuance and administration of the Contracts.  This charge (not assessed at the individual contract level) effectively reduces the value of a unit outstanding during the year.

6. Income Taxes

Operations of the Separate Account form a part of WRL, which is taxed as a life insurance company under Subchapter L of the Internal Revenue Code of 1986, as amended (the Code). The operations of the Separate Account are accounted for separately from other operations of WRL for purposes of federal income taxation. The Separate Account is not separately taxable as a regulated investment company under Subchapter M of the Code and is not otherwise taxable as an entity separate from WRL. Under existing federal income tax laws, the income of the Separate Account is not taxable to WRL, as long as earnings are credited under the variable life contracts.

7. Dividend Distributions

Dividends are not declared by the Separate Account, since the increase in the value of the underlying investment in the Mutual Funds is reflected daily in the accumulation unit price used to calculate the equity value within the Separate Account.  Consequently, a dividend distribution by the Mutual Funds does not change either the accumulation unit price or equity values within the Separate Account.

 
S-103

 
Western Reserve Life Assurance Co. of Ohio
WRL Series Life Account
Notes to Financial Statements
December 31, 2010



 
8. Fair Value Measurements and Fair Value Hierarchy

ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the nature of inputs used to measure fair value and enhances disclosure requirements for fair value measurements.

The Separate Account has categorized its financial instruments into a three level hierarchy which is based on the priority of the inputs to the valuation technique.  The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the instrument.

Financial assets and liabilities recorded at fair value on the Statements of Assets and Liabilities are categorized as follows:

Level 1. Unadjusted quoted prices for identical assets or liabilities in an active market.

Level 2. Quoted prices in markets that are not active or inputs that are observable either directly or indirectly for substantially the full term of the asset or liability. Level 2 inputs include the following:
 
 
         a) Quoted prices for similar assets or liabilities in active markets
         b) Quoted prices for identical or similar assets or liabilities in non-active markets
         c) Inputs other than quoted market prices that are observable
         d) Inputs that are derived principally from or corroborated by observable market
             data through correlation or other means.

Level 3. Prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. They reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset or liability.
All investments in the Mutual Funds included in the Statements of Assets and Liabilities are stated at fair value and are based upon daily unadjusted quoted prices, therefore are considered Level 1.


9. Subsequent Events


The Separate Account has evaluated the financial statements for subsequent events through the date which the financial statements were issued.  During this period, there were no subsequent events requiring recognition or disclosure in the financial statements.

                                                                                                                                                             S-104
 
 
 

 

 
Report of Independent Registered Public Accounting Firm
 
The Board of Directors
 
Western Reserve Life Assurance Co. of Ohio
 
We have audited the accompanying statutory-basis balance sheets of Western Reserve Life Assurance Co. of Ohio (the Company) as of December 31, 2010 and 2009, and the related statutory-basis statements of operations, changes in capital and surplus, and cash flow for each of the three years in the period ended December 31, 2010. Our audits also included the statutory-basis financial statement schedules required by Regulation S-X, Article 7. These financial statements and schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (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. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also 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 audits provide a reasonable basis for our opinion.
 
As described in Note 1 to the financial statements, the Company presents its financial statements in conformity with accounting practices prescribed or permitted by the Ohio Department of Insurance, which practices differ from U.S. generally accepted accounting principles. The variances between such practices and U.S. generally accepted accounting principles also are described in Note 1. The effects on the financial statements of these variances are not reasonably determinable but are presumed to be material.
 
In our opinion, because of the effects of the matter described in the preceding paragraph, the financial statements referred to above do not present fairly, in conformity with U.S. generally accepted accounting principles, the financial position of Western Reserve Life Assurance Co. of Ohio at December 31, 2010 and 2009, or the results of its operations or its cash flow for each of the three years in the period ended December 31, 2010.
 

 
G-1
 
 
 

 

However, in our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Western Reserve Life Assurance Co. of Ohio at
 
December 31, 2010 and 2009, and the results of its operations and its cash flow for each of the three years in the period ended December 31, 2010, in conformity with accounting practices prescribed or permitted by the Ohio Department of Insurance. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic statutory-basis financial statements taken as a whole, present fairly in all material respects the information set forth therein.
 
As discussed in Note 1 to the financial statements, in 2010, 2009, and 2008 in response to new accounting standards, the Company changed its method of accounting for collateral received related to certain financial transactions, deferred income taxes, and investments in loan-backed and structured securities. Also, as discussed in Note 2 to the financial statements, at
 
December 31, 2008 Western Reserve Life Assurance Co. of Ohio, with the permission of the Ohio Superintendent of Insurance, changed its policy for deferred income taxes.
 
/s/Ernst & Young LLP

April 5, 2011
 
 
G-2

 

Western Reserve Life Assurance Co. of Ohio

Balance Sheets – Statutory Basis
(Dollars in Thousands, Except per Share Amounts)

 
G-3

 
Western Reserve Life Assurance Co. of Ohio

Balance Sheets – Statutory Basis
(Dollars in Thousands, Except per Share Amounts)







 See accompanying notes.

 
WRL 2010 SEC (2)

 
G-4

 


Western Reserve Life Assurance Co. of Ohio

Statements of Operations – Statutory Basis
(Dollars in Thousands, Except per Share Amounts)


 
WRL 2010 SEC (2)
 
G-5

 

Western Reserve Life Assurance Co. of Ohio

Statements of Changes in Capital and Surplus – Statutory Basis
 (Dollars in Thousands)

See accompanying notes.

 
WRL 2010 SEC (2)
 
G-6

 

Western Reserve Life Assurance Co. of Ohio

Statements of Changes in Capital and Surplus – Statutory Basis (continued)
(Dollars in Thousands)

See accompanying notes.

 
WRL 2010 SEC (2)
 
G-7

 

Western Reserve Life Assurance Co. of Ohio

Statements of Cash Flow – Statutory Basis
 (Dollars in Thousands)



 
WRL 2010 SEC (2)
 
G-8

 

Western Reserve Life Assurance Co. of Ohio

Statements of Cash Flow – Statutory Basis (continued)
(Dollars in Thousands)

See accompanying notes.
 
 
G-9

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis
 (Dollars in Thousands)


December 31, 2010

1. Organization and Summary of Significant Accounting Policies

Organization

Western Reserve Life Assurance Co. of Ohio (the Company) is a stock life insurance company and is a wholly owned subsidiary of AEGON USA, LLC (AEGON). AEGON is an indirect, wholly owned subsidiary of AEGON N.V., a holding company organized under the laws of The Netherlands.

Nature of Business

The Company operates predominantly in the variable universal life and variable annuity areas of the life insurance business. The Company is licensed in 49 states, District of Columbia, Puerto Rico and Guam. Sales of the Company’s products are through financial planners, independent representatives, financial institutions and stockbrokers. The majority of the Company’s new life insurance, and a portion of new annuities, are written through an affiliated marketing organization.

Basis of Presentation

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

The accompanying financial statements have been prepared in conformity with accounting practices prescribed or permitted by the Ohio Department of Insurance, which practices differ from accounting principles generally accepted in the United States (GAAP). The more significant variances from GAAP are:









 
WRL 2010 SEC (2)
 
G-10

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


1. Organization and Summary of Significant Accounting Policies (continued)

Investments: Investments in bonds and mandatory redeemable preferred stocks are reported at amortized cost or fair value based on their National Association of Insurance Commissioners (NAIC) rating; for GAAP, such fixed maturity investments would be designated at purchase as held-to-maturity, trading or available-for-sale. Held-to-maturity fixed investments would be reported at amortized cost, and the remaining fixed maturity investments would be reported at fair value with unrealized holding gains and losses reported in operations for those designated as trading and as a separate component of other comprehensive income (OCI) for those designated as available-for-sale.  Fair value for GAAP is based on indexes, third party pricing services, brokers, external fund managers and internal models.  For statutory reporting, the NAIC allows insurance companies to report the fair value determined by the Securities Valuation Office of the NAIC (SVO) or determine the fair value by using a permitted valuation method.

All single class and multi-class mortgage-backed/asset-backed securities (e.g., CMOs) are adjusted for the effects of changes in prepayment assumptions on the related accretion of discount or amortization of premium of such securities using either the retrospective or prospective methods. If the fair value of the mortgage-backed/asset-backed security is less than amortized cost, an entity shall assess whether the impairment is other-than-temporary. An other-than-temporary impairment is considered to have occurred if the discounted estimated future cash flows are less than the amortized cost basis of the security. An other-than-temporary impairment is also considered to have occurred if the fair value of the mortgage-backed/asset-backed security is less than its amortized cost basis and the entity intends to sell the security or the entity does not have the intent and ability to hold the security for a period of time sufficient to recover the amortized cost basis.

If it is determined an other-than-temporary impairment has occurred as a result of the cash flow analysis, the security is written down to the discounted estimated future cash flows.  If an other-than-temporary impairment has occurred due to intent to sell or lack of intent and ability to hold, the security is written down to fair value.  Prior to 2009, if it was determined that a decline in fair value was other-than-temporary, the cost basis of the security was written down to the undiscounted estimated future cash flows.



 
G-11

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 







1. Organization and Summary of Significant Accounting Policies (continued)

For GAAP, all securities, purchased or retained, that represent beneficial interests in securitized assets (e.g., CMO, CBO, CDO, CLO, MBS and ABS securities), other than high credit quality securities, are adjusted using the prospective method when there is a change in estimated future cash flows.  If it is determined that a decline in fair value is other-than-temporary and the entity intends to sell the security or more likely than not will be required to sell the security before recovery of its amortized cost basis less any current period credit loss, the other-than-temporary impairment should be recognized in earnings equal to the entire difference between the amortized cost basis and its fair value at the impairment date.  If the entity does not intend to sell the security and it is not more likely than not that the entity will be required to sell the security before recovery, the other-than-temporary impairment should be separated into a) the amount representing the credit loss, which is recognized in earnings, and b) the amount related to all other factors, which is recognized in OCI, net of applicable taxes.  Prior to 2009, if it was determined that a decline in fair value was other-than-temporary, the cost basis of the security was written down to fair value.  If high credit quality securities are adjusted, the retrospective method is used.

Derivative instruments used in hedging transactions that meet the criteria of an effective hedge are valued and reported in a manner that is consistent with the hedged asset or liability. Embedded derivatives are not accounted for separately from the host contract. Derivative instruments used in hedging transactions that do not meet or no longer meet the criteria of an effective hedge are accounted for at fair value, and the changes in the fair value are recorded in unassigned surplus as unrealized gains and losses.  Under GAAP, the effective and ineffective portions of a single hedge are accounted for separately, an embedded derivative within a contract that is not clearly and closely related to the economic characteristics and risk of the host contract is accounted for separately from the host contract and valued and reported at fair value, and the change in fair value for cash flow hedges is credited or charged directly to a separate component of capital and surplus rather than to income as required for fair value hedges.

Derivative instruments are also used in replication transactions.  In these transactions, the derivative is valued in a manner consistent with the cash investment and replicated asset.  For GAAP, the derivative is reported at fair value with the changes in the fair value reported in income.



 
G-12

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 





1. Organization and Summary of Significant Accounting Policies (continued)

Investments in real estate are reported net of related obligations rather than on a gross basis as for GAAP. Real estate owned and occupied by the Company is included in investments rather than reported as an operating asset as under GAAP, and investment income and operating expenses for statutory reporting include rent for the Company’s occupancy of those properties. Changes between depreciated cost and admitted amounts are credited or charged directly to unassigned surplus rather than to income as would be required under GAAP.

Valuation allowances are established for mortgage loans, if necessary, based on the difference between the net value of the collateral, determined as the fair value of the collateral less estimated costs to obtain and sell, and the recorded investment in the mortgage loan. Under GAAP, such allowances are based on the present value of expected future cash flows discounted at the loan’s effective interest rate or, if foreclosure is probable, on the estimated fair value of the collateral.

The initial valuation allowance and subsequent changes in the allowance for mortgage loans are charged or credited directly to unassigned surplus as part of the change in asset valuation reserve (AVR), rather than being included as a component of earnings as would be required under GAAP.

Valuation Reserves: Under a formula prescribed by the NAIC, the Company defers the portion of realized capital gains and losses on sales of fixed income investments, principally bonds and mortgage loans, attributable to changes in the general level of interest rates and amortizes those deferrals over the remaining period to maturity of the bond or mortgage loan based on groupings of individual securities sold in five year bands. That net deferral is reported as the interest maintenance reserve (IMR) in the accompanying balance sheets. Realized capital gains and losses are reported in income net of federal income tax and transfers to the IMR. Under GAAP, realized capital gains and losses would be reported in the statement of operations on a pre-tax basis in the period that the assets giving rise to the gains or losses are sold.

The AVR provides a valuation allowance for invested assets. The AVR is determined by an NAIC prescribed formula with changes reflected directly in unassigned surplus; AVR is not recognized for GAAP.



 
G-13

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 






1. Organization and Summary of Significant Accounting Policies (continued)

Securities Lending Assets and Liabilities:  Beginning December 31, 2010, for securities lending programs, cash collateral received which may be sold or repledged by the Company is reflected as a one-line entry on the balance sheet (securities lending reinvested collateral assets) and a corresponding liability is established to record the obligation to return the cash collateral. Collateral received which may not be sold or repledged is not recorded on the Company’s balance sheet.  Prior to 2010, cash collateral received from securities lending was not recorded on the Company’s balance sheet because the cash collateral was restricted.  Under GAAP the reinvested collateral is included within invested assets (i.e. it is not one-line reported).

Subsidiaries: The accounts and operations of the Company’s subsidiaries are not consolidated with the accounts and operations of the Company as would be required under GAAP.

Policy Acquisition Costs: The costs of acquiring and renewing business are expensed when incurred. Under GAAP, acquisition costs related to traditional life insurance and certain long-duration accident and health insurance, to the extent recoverable from future policy revenues, would be deferred and amortized over the premium-paying period of the related policies using assumptions consistent with those used in computing policy benefit reserves; for universal life insurance and investment products, to the extent recoverable from future gross profits, deferred policy acquisition costs are amortized generally in proportion to the present value of expected gross profits from surrender charges and investment, mortality and expense margins.

Nonadmitted Assets: Certain assets designated as “nonadmitted”, primarily net deferred tax assets and agent debit balances, and other assets not specifically identified as an admitted asset within the NAIC Accounting Practices and Procedures Manual (NAIC SAP), are excluded from the accompanying balance sheets and are charged directly to unassigned surplus. Under GAAP, such assets are included in the balance sheet to the extent they are not impaired.





 
G-14

 

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)







1. Organization and Summary of Significant Accounting Policies (continued)

Universal Life and Annuity Policies:  Revenues for universal life and annuity policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received.  Benefits incurred represent surrenders and death benefits paid and the change in policy reserves. Premiums received and benefits incurred for annuity policies without mortality or morbidity risk and guaranteed interest in group annuity contracts are recorded directly to a policy reserve account using deposit accounting, without recognizing premium income or benefits expense. Interest on these policies is reflected in other benefits. Under GAAP, for universal life policies, premiums received in excess of policy charges would not be recognized as premium revenue and benefits would represent interest credited to the account values and the excess of benefits paid over the policy account value. Under GAAP, for all annuity policies without significant mortality risk, premiums received and benefits paid would be recorded directly to the reserve liability.

Benefit Reserves: Certain policy reserves are calculated based on statutorily required interest and mortality assumptions rather than on estimated expected experience or actual account balances as would be required under GAAP.

Reinsurance: Any reinsurance amounts deemed to be uncollectible have been written off through a charge to operations.  In addition, a liability for reinsurance balances would be established for unsecured policy reserves ceded to reinsurers not authorized to assume such business. Changes to the liability are credited or charged directly to unassigned surplus. Under GAAP, an allowance for amounts deemed uncollectible would be established through a charge to earnings.

Policy and contract liabilities ceded to reinsurers have been reported as reductions of the related reserves rather than as assets as would be required under GAAP.

Commissions allowed by reinsurers on business ceded are reported as income when incurred rather than being deferred and amortized with deferred policy acquisition costs as required under GAAP.




 
G-15

 

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)







1. Organization and Summary of Significant Accounting Policies (continued)

Deferred Income Taxes:  Effective December 31, 2009, the Company began computing deferred income taxes in accordance with Statement of Statutory Accounting Principles (SSAP) No. 10R, Income Taxes – Revised, A Temporary Replacement of SSAP No. 10, discussed in further detail in the Recent Accounting Pronouncement section of this note.  Under SSAP 10R, deferred income tax assets are limited to 1) the amount of federal income taxes paid in prior years that can be recovered through loss carrybacks for existing temporary differences that reverse during a timeframe corresponding with the Internal Revenue Service tax loss carryback provisions, not to exceed three years, plus 2) the lesser of the remaining gross deferred income tax assets expected to be realized within three years of the balance sheet date or 15% of capital and surplus excluding any net deferred income tax assets, electronic data processing equipment and operating software and any net positive goodwill, plus 3) the amount of remaining gross deferred income tax assets that can be offset against existing gross deferred income tax liabilities after considering the character (i.e., ordinary versus capital) of the deferred tax assets and liabilities. The remaining deferred income tax assets are nonadmitted.

Deferred income taxes do not include amounts for state taxes. Under GAAP, state taxes are included in the computation of deferred income taxes, a deferred income tax asset is recorded for the amount of gross deferred income tax assets expected to be realized in all future years, and a valuation allowance is established for deferred income tax assets not realizable.

Policyholder Dividends:  Policyholder dividends are recognized when declared rather than over the term of the related policies.

Statements of Cash Flow: Cash, cash equivalents and short-term investments in the statements of cash flow represent cash balances and investments with initial maturities of one year or less. Under GAAP, the corresponding caption of cash and cash equivalents includes cash balances and investments with initial maturities of three months or less.

The effects of the foregoing variances from GAAP on the accompanying statutory-basis financial statements have not been determined by the Company, but are presumed to be material.



 
G-16

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)





1. Organization and Summary of Significant Accounting Policies (continued)

Other significant accounting policies are as follows:

Investments

Investments in bonds, except those to which the SVO has ascribed an NAIC designation of 6, are reported at amortized cost using the interest method.

Single class and multi-class mortgage-backed/asset-backed securities are valued at amortized cost using the interest method, including anticipated prepayments, except for those with an initial NAIC designation of 6, which are valued at the lower of amortized cost or fair value. Prepayment assumptions are obtained from dealer surveys or internal estimates and are based on the current interest rate and economic environment. The retrospective adjustment method is used to value all such securities, except principal-only and interest-only securities, which are valued using the prospective method.

Investments in both affiliated and unaffiliated preferred stocks in good standing are reported at cost or amortized cost. Investments in preferred stocks not in good standing are reported at the lower of cost or fair value, and the related net unrealized capital gains (losses) are reported in unassigned surplus along with any adjustment for federal income taxes.  Non-redeemable preferred stocks are reported at fair value or lower of cost or fair value, and the related net unrealized gains (losses) are reported in unassigned surplus with any adjustment for federal income taxes.

Hybrid securities, as defined by the NAIC, are securities designed with characteristics of both debt and equity and provide protection to the issuer’s senior note holders.  These securities meet the definition of a bond, in accordance with SSAP No. 26, Bonds, excluding Loan-backed and Structured Securities and therefore, are reported at amortized cost or fair value based upon their NAIC rating.

Common stocks of affiliated noninsurance subsidiaries are reported based on underlying audited GAAP equity.  The net change in the subsidiaries’ equity is included in the change in net unrealized capital gains or losses.

There are no restrictions on common or preferred stock.

Home office properties are reported at cost less allowances for depreciation. Depreciation of home office properties is computed principally by the straight-line method.

Short-term investments include investments with remaining maturities of one year or less at the time of acquisition and are principally stated at amortized cost.


 
G-17

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

1. Organization and Summary of Significant Accounting Policies (continued)

Cash equivalents are short-term highly liquid investments with original maturities of three months or less and are principally stated at amortized cost.

Mortgage loans are reported at unpaid principal balances, less an allowance for impairment.  A mortgage loan is considered to be impaired when it is probable that the Company will be unable to collect all principal and interest amounts due according to the contractual terms of the mortgage agreement.  When management determines that the impairment is other-than-temporary, the mortgage loan is written down to realizable value and a realized loss is recognized.

Investments in Low Income Housing Tax Credit (LIHTC) Properties are valued at amortized cost.  Tax credits are recognized in operations in the tax reporting year in which the tax credit is utilized by the Company.

Realized capital gains and losses are determined using the specific identification method and are recorded net of related federal income taxes.  Changes in admitted asset carrying amounts of bonds, mortgage loans, preferred and common stocks are credited or charged directly to unassigned surplus.

For dollar repurchase agreements, the Company receives cash collateral in an amount at least equal to the fair value of the securities transferred by the Company in the transaction as of the transaction date.  Cash received as collateral will be invested as needed or used for general corporate purposes of the Company.

The carrying values of all investments are reviewed on an ongoing basis for credit deterioration or changes in estimated cash flows. If this review indicates a decline in fair value that is other-than-temporary, the carrying value of the investment is reduced to its fair value, and a specific writedown is taken for all investments other than loan-backed or structured securities, which are reduced to the present value of expected cash flows where
the Company has the ability and intent to hold the security until recovery. Such reductions in carrying value are recognized as realized losses on investments.

Interest income is recognized on an accrual basis. The Company does not accrue income on bonds in default, mortgage loans on real estate in default and/or foreclosure or which are delinquent more than twelve months, or real estate where rent is in arrears for more than three months. Further, income is not accrued when collection is uncertain. At December 31, 2010 and 2009, the Company did not exclude any investment income due and accrued with respect to such practices.


 
G-18

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



1. Organization and Summary of Significant Accounting Policies (continued)

Derivative Instruments

Futures are marked to market on a daily basis and a cash payment is made or received by the Company.  These payments are recognized as realized gains or losses in the financial statements.

Interest rate swaps are the primary derivative financial instruments used in the overall asset/liability management process to modify the interest rate characteristics of the underlying asset or liability.  These interest rate swaps generally provide for the exchange of the difference between fixed and floating rate amounts based on an underlying notional amount.  Typically, no cash is exchanged at the outset of the swap contract and a single net payment is exchanged each due date.  Swaps that meet hedge accounting rules are carried in a manner consistent with the hedged item, generally amortized cost, in the financial statements.  If the swap is terminated prior to maturity, proceeds are exchanged equal to the fair value of the contract.   These gains and losses may be included in IMR or
AVR if the hedged instrument receives that treatment.  Swaps not meeting hedge accounting rules are carried at fair value with fair value adjustments recorded in unassigned surplus.

Premiums and Annuity Considerations

Revenues for policies with mortality or morbidity risk (including annuities with purchase rate guarantees) consist of the entire premium received and are recognized over the premium paying periods of the related policies. Premiums received for annuity policies without mortality or morbidity risk are recorded using deposit accounting, and recorded directly to an appropriate policy reserve account, without recognizing premium income.

Aggregate Reserves for Policies and Contracts

Life, annuity and accident and health benefit reserves are developed by actuarial methods and are determined based on published tables using statutorily specified interest rates and valuation methods that will provide, in the aggregate, reserves that are greater than or equal to the minimum required by law.

The Company waives deduction of deferred fractional premiums upon death of the insured and refunds portions of premiums beyond the date of death. Surrender values on policies do not exceed the corresponding benefit reserves.



 
G-19

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



1. Organization and Summary of Significant Accounting Policies (continued)

Additional premiums are charged or additional mortality charges are assessed for policies issued on substandard lives according to underwriting classification.  Additional reserves are established when the results of cash flow testing under various interest rate scenarios indicate the need for such reserves or the net premiums exceed the gross premiums on any insurance in force.

Tabular interest, tabular less actual reserves released and tabular cost have been determined by formula. Tabular interest on funds not involving life contingencies has also been determined by formula.

The aggregate policy reserves for life insurance policies are based principally upon the 1941, 1958, 1980 and 2001 Commissioners’ Standard Ordinary Mortality Tables. The reserves are calculated using interest rates ranging from 2 to 5.5 percent and are computed principally on the Net Level Premium Valuation and the Commissioners’ Reserve Valuation Methods. Reserves for universal life policies are based on account balances adjusted for the Commissioners’ Reserve Valuation Method.

Deferred annuity reserves are calculated according to the Commissioners’ Annuity Reserve Valuation Method including excess interest reserves to cover situations where the future interest guarantees plus the decrease in surrender charges are in excess of the maximum valuation rates of interest. Reserves for immediate annuities and supplementary contracts with life contingencies are equal to the present value of future payments assuming interest rates ranging from 4 to 11.25 percent and mortality rates, where appropriate, from a variety of tables.

Accident and health policy reserves are equal to the greater of the gross unearned premiums or any required mid-terminal reserves plus net unearned premiums and the present value of amounts not yet due on both reported and unreported claims.

The liabilities related to guaranteed investment contracts and policyholder funds left on deposit with the Company generally are equal to fund balances less applicable surrender charges.

Policy and Contract Claim Reserves

Claim reserves represent the estimated accrued liability for claims reported to the Company and claims incurred but not yet reported through the statement date. These reserves are estimated using either individual case-basis valuations or statistical analysis techniques. These estimates are subject to the effects of trends in claim severity and frequency. The estimates are continually reviewed and adjusted as necessary as experience develops or new information becomes available.

 
G-20

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

1. Organization and Summary of Significant Accounting Policies (continued)
 
Liability for Deposit-Type Contracts
 

Deposit-type contracts do not incorporate risk from the death or disability of policyholders. These types of contracts may include supplemental contracts and certain annuity contracts. Deposits and withdrawals on these contracts are recorded as a direct increase or decrease, respectively, to the liability balance, and are not reflected as premiums, benefits or changes in reserve in the statement of operations.

Reinsurance

Coinsurance premiums, commissions, expense reimbursements and reserves related to reinsured business are accounted for on bases consistent with those used in accounting for the original policies and the terms of the reinsurance contracts. Gains associated with reinsurance of inforce blocks of business are included in unassigned surplus and amortized into income over the estimated life of the policies. Premiums ceded and recoverable losses have been reported as a reduction of premium income and benefits, respectively. Policy liabilities and accruals are reported in the accompanying financial statements net of reinsurance ceded.

Separate Accounts

Separate accounts held by the Company primarily represent funds which are administered for individual variable universal life and variable annuity contracts. Assets held in trust for purchases of variable universal life and variable annuity contracts and the Company’s corresponding obligation to the contract owners are shown separately in the balance sheet. The assets in the accounts, carried at estimated fair value, consist of underlying mutual fund shares, common stocks, long-term bonds and short-term investments. The separate accounts, held for individual policyholders, do not have any minimum guarantees, and the investment risks associated with the fair value changes are borne entirely by the policyholder.

The Company received variable contract premiums of $378,162, $456,377 and $732,493, in 2010, 2009 and 2008, respectively. All variable account contracts are subject to discretionary withdrawal by the policyholder at the fair value of the underlying assets less the current surrender charge. Separate account contract holders have no claim against the assets of the general account.



 
G-21

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



1. Organization and Summary of Significant Accounting Policies (continued)

Income and gains and losses with respect to the assets in the separate accounts accrue to the benefit of the contract owners and, accordingly, the operations of the separate accounts are not included in the accompanying financial statements. The Company received $319,607, $342,329 and $113,994, in 2010, 2009 and 2008, respectively, related to fees associated with investment management, administration and contractual guarantees for separate accounts.

Stock Option Plan, Long-Term Incentive Compensation and Stock Appreciation Rights Plans

Prior to 2002 and in 2005 through 2008, AEGON N.V. sponsored a stock option plan for eligible employees of the Company. Pursuant to the plan, the option price at the date of grant is equal to the fair value of the stock. Under statutory accounting principles, the Company does not record any expense related to this plan.  No stock options were issued during 2010 or 2009.

The Company's employees participate in various stock appreciation rights (SAR) plans issued by AEGON.  In accordance with Statement of SSAP No. 13, Stock Options and Stock Purchase Plans, the expense related to these plans for the Company's employees has been charged to the Company, with an offsetting amount credited to paid-in surplus.    No benefit or expense relating to these plans was recorded by the company for the year ended December 31, 2010. The Company recorded a benefit of $7 and $1,628 for the years ended December 31, 2009 and 2008, respectively.  In addition, the Company recorded an adjustment to paid-in surplus for the income tax effect related to these plans over and above the amount reflected in the statement of operations in the amount of $3 for the year ended December 31, 2008.  The Company did not record an adjustment to paid-in surplus for the income tax effect related to these plans for the years ended December 31, 2010 or 2009.

Recent Accounting Pronouncements

Effective December 31, 2010, the Company adopted modifications made to SSAP No. 91R, Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities.  As a result of these modifications, for securities lending programs, collateral received by the Company’s agent that can be sold or re-pledged is reported on the balance sheet.  Collateral received and reinvestment of that collateral by the Company are reflected as a one-line entry on the balance sheet (securities lending reinvested collateral asset).  A separate liability is also established to record the obligation to return the cash collateral (payable for securities lending).  This change in accounting principle increased assets and liabilities by $193,926 with no impact to surplus.


 
G-22

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

1. Organization and Summary of Significant Accounting Policies (continued)

Effective December 31, 2010, the Company adopted SSAP No. 100, Fair Value Measurements, including recent modifications and clarifications made to the standard.  This statement defines fair value, establishes a framework for measuring fair value and establishes disclosure requirements about fair value, and it applies under other statutory accounting pronouncements that require or permit fair value measurements.  The adoption of this new accounting principle had no impact to the Company’s results of operations or financial position.  See Note 4 for further details.

During 2010, revisions were adopted to certain paragraphs of SSAP No. 43R, Loan-backed and Structured Securities to clarify the accounting for gains and losses between AVR and IMR.  The revisions clarify that an AVR / IMR bifurcation analysis should be performed when SSAP No. 43R securities are sold (not just as a result of impairment).  These changes have an effective date of January 1, 2011 and are to be applied on a prospective basis.

During 2010, revisions were made to SSAP No. 43R to clarify the definitions of loan-backed and structured securities.  The revised definitions will most likely result in more securities being accounted for under SSAP No. 43R.  Companies are to prospectively apply the clarified guidance effective January 1, 2011.  The Company is in the process of determining the impact of these changes.



 
G-23

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

1. Organization and Summary of Significant Accounting Policies (continued)

Effective September 30, 2009, the Company adopted SSAP No. 43R.  This statement establishes statutory accounting principles for investments in loan-backed and structured securities.  The SSAP supersedes SSAP No. 98, Treatment of Cash Flows When Quantifying Changes in Valuation and Impairments and paragraph 13 of SSAP No. 99, Accounting for Certain Securities Subsequent to an Other-Than-Temporary Impairment.  SSAP No. 43R changes the accounting for other-than-temporary impairments (OTTI).  If the Company intends to sell a security or lacks the intent or ability to hold the security until it recovers to its amortized cost basis, the security shall be written down to its fair value.  If the Company does not expect to recover the entire amortized cost basis of a security, an  OTTI shall be recognized as a realized loss equal to the difference between the security’s amortized cost basis and the present value of cash flows expected to be collected, discounted at the effective interest rate as outlined in the SSAP.  Prior to the adoption of SSAP No. 43R, loan-backed and structured securities were accounted for in accordance with SSAP No. 43, which called for those securities to be impaired and written down using undiscounted cash flows.  The cumulative effect of the adoption of this standard is the difference between the present value of expected cash flows for securities identified as having an OTTI compared with their amortized cost basis as of July 1, 2009.  This change in accounting principle reduced surplus by a net amount of $10 ($6 net of tax), which includes impairments of $4,270 offset by NAIC 6 rated securities that were already reported at lower of cost or market at the time of the implementation of SSAP No. 43R of $4,260, which have been removed from the component of change in net unrealized gains/losses.




 
G-24

 

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



1. Organization and Summary of Significant Accounting Policies (continued)

Effective December 31, 2009, the Company began computing deferred income taxes in accordance with SSAP No. 10R.  This statement establishes statutory accounting principles for current and deferred federal and foreign income taxes and current state income taxes.  This statement temporarily replaces SSAP No. 10, Income Taxes.  Under SSAP No. 10R, gross deferred tax assets (DTAs) shall be admitted in an amount equal to the amount of federal income taxes paid in prior years that can be recovered through loss carrybacks for existing temporary differences that reverse by the end of the subsequent calendar year and the lesser of the amount of adjusted gross DTAs, expected to be realized within one year of the balance sheet date or 10% of capital and surplus excluding any net deferred income tax assets, electronic data processing equipment and operating system software and any net positive goodwill that can be offset against existing gross deferred income tax liabilities (DTLs) after considering the character.  If the Company’s risk-based capital level (RBC) is above 250% where an action level could occur as a result of a trend test, the Company may elect to admit a higher amount of adjusted gross DTAs.  When elected, additional DTAs are admitted for taxes paid in prior years that can be recovered through loss carryback provisions  for existing temporary differences that reverse within three years of the balance sheet date and the lesser of the remaining gross
DTAs expected to be realized within three years of the balance sheet date or 15% of capital and surplus excluding any net deferred income tax assets, electronic data processing equipment and operating software and any positive net goodwill plus the amount of remaining gross DTAs that can be offset against gross DTLs after considering the character (i.e., ordinary versus capital) of the DTAs and DTLs.  Prior to the adoption of SSAP No. 10R, the Company obtained permission from the state of Ohio to compute deferred income taxes using a permitted practice, which is discussed in detail in Note 2 – Prescribed and Permitted Statutory Accounting Practices.  The election of the permitted practice at December 31, 2008 resulted in an increase to surplus of $45,322, which has been reflected as an aggregate write-in for other than special surplus funds.  At December 31, 2009, the Company elected to admit additional deferred tax assets pursuant to SSAP No. 10R. The cumulative effect of the election of this statement is the difference between the calculation of the admitted DTA per SSAP No. 10R and the SSAP No. 10 methodology at December 31, 2009 as the use of the permitted practice expired as of December 15, 2009.  As a result of this election, surplus increased by $70,527 and $46,066 at December 31, 2010 and 2009 respectively, which has been reflected as an aggregate write-in for other than special surplus funds on the 2010 financial statements.




 
G-25

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


1. Organization and Summary of Significant Accounting Policies (continued)

Effective December 31, 2009 the Company adopted amendments to SSAP No. 9, Subsequent Events, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. The guidance requires the disclosure of the date through which an entity has evaluated subsequent events and whether that date represents the date the financial statements were issued or were available to be issued. The adoption did not impact the Company’s results of operations or financial position. See Note 13 for further discussion of the Company’s consideration of subsequent events.

In September 2008, the NAIC issued SSAP No. 99.  This statement establishes the statutory accounting principles for the treatment of premium or discount applicable to certain securities subsequent to the recognition of an OTTI.  Prior to SSAP No. 99, the Company’s previously impaired investments were reported in accordance with SSAP No. 26, Bonds, excluding Loan-backed and Structured Securities, SSAP No. 32, Investments in Preferred Stock and SSAP No. 43, Loan-backed and Structured Securities.  The Company adopted SSAP No. 99 on January 1, 2009.  The adoption of this statement was accounted for prospectively and therefore there was no impact to the Company’s financial statements at adoption.

Reclassifications

Certain reclassifications have been made to the 2009 and 2008 financial statements to conform to the 2010 presentation.

2. Prescribed and Permitted Statutory Accounting Practices

The financial statements of the Company are presented on the basis of accounting practices prescribed by the Insurance Department of the State of Ohio.  The Insurance Department of the State of Ohio recognizes only statutory accounting practices prescribed or permitted by the State of Ohio for determining and reporting the financial condition and results of operation of an insurance company for determining its solvency under Ohio Insurance Law.  The NAIC Accounting Practices and Procedures Manual (NAIC SAP) has been adopted as a component of prescribed or permitted practices by the State of Ohio.



 
G-26

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)






2. Prescribed and Permitted Statutory Accounting Practices (continued)

At December 31, 2008, the Company, with the permission of the Ohio Superintendent of Insurance, determined the admitted amount of deferred income tax assets pursuant to Ohio Bulletin 2009-04.  Bulletin 2009-04 increased the realization period for purposes of determining the admissibility of deferred tax assets in accordance with the requirements of SSAP No. 10, Paragraph 10(b)(i) from one year to three years from the balance sheet date and expanded the limit on net deferred tax assets for Paragraph 10(b)(ii) from 10% of adjusted capital and surplus to 15%.  The Company did not utilize this permitted practice during 2010 or 2009 and instead opted to calculate deferred income taxes using the provisions of SSAP No. 10R.

A reconciliation of the Company's net income (loss) and capital and surplus between NAIC SAP and practices prescribed and permitted by the State of Ohio is shown below:


 
G-27

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
 
3. Fair Values of Financial Instruments

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

Cash, Cash Equivalents and Short-Term Investments: The carrying amounts reported in the accompanying balance sheets for these financial instruments approximate their fair values.

Bonds and Stocks:  The NAIC allows insurance companies to report the fair value determined by the SVO or to determine the fair value by using a permitted valuation method.  The fair values of bonds and stocks are reported or determined using the following pricing sources:  indexes, third party pricing services, brokers, external fund managers and internal models.


 
G-28

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)




3. Fair Values of Financial Instruments (continued)

For fixed maturity securities (including redeemable preferred stock) not actively traded, fair values are estimated using values obtained from independent pricing services, or, in the case of private placements, estimated by discounting the expected future cash flows using current market rates applicable to the coupon rate, credit and maturity of the investments.

Mortgage Loans on Real Estate: The fair values for mortgage loans on real estate are estimated utilizing discounted cash flow analyses, using interest rates reflective of current market conditions and the risk characteristics of the loans.

Policy Loans:  Carrying value of policy loans approximates their fair value.

Securities Lending Reinvested Collateral: The cash collateral from securities lending is reinvested in various short term and long term debt instruments.  The fair values of these investments are determined using the methods described above under Cash, Cash Equivalents and Short - Term Investments and Bonds and Stocks.

Derivative Financial Instruments: The estimated fair values of interest rate swaps, including interest rate and currency swaps, are based on pricing models or formulas using current assumptions.

Short-Term Notes Receivable from Affiliates:  The carrying amounts reported in the accompanying balance sheets for these financial instruments approximate their fair value.

Deposit-Type Contracts:  The carrying amounts of deposit-type contracts reported in the accompanying balance sheets approximate their fair values.

Separate Account Assets: The fair value of separate account assets are based on quoted market prices.

Separate Account Annuity Liabilities: Separate account annuity liabilities are based upon the fair value of the related separate account assets.

Investment Contract Liabilities: Fair values for the Company’s liabilities under investment contracts are estimated using discounted cash flow calculations, based on interest rates currently being offered for similar contracts with maturities consistent with those remaining for the contracts being valued.

Receivable from/Payable to Parent, Subsidiaries, and Affiliates: The carrying amount of receivable from/payable to affiliates approximates their fair value.

 
G-29

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

3. Fair Values of Financial Instruments (continued)

Fair values for the Company’s insurance contracts other than investment-type contracts (including separate account universal life liabilities) 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.

The following sets forth a comparison of the estimated fair values and carrying amounts of the Company’s financial instruments:




 
 
 
G-30

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


3. Fair Values of Financial Instruments (continued)

The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Fair values are based on quoted market prices when available.  When market prices are not available, fair value is generally estimated using discounted cash flow analyses, incorporating current market inputs for similar financial instruments with comparable terms and credit quality (matrix pricing).  In instances where there is little or no market activity for the same or similar instruments, the Company estimates fair value using methods, models and assumptions that management believes market participants would use to determine a current transaction price.  These valuation techniques involve some level of management estimation and judgment which becomes significant with increasingly complex instruments or pricing models.  Where appropriate, adjustments are included to reflect the risk inherent in a particular methodology, model or input employed.

The Company's financial assets and liabilities carried at fair value are classified, for disclosure purposes, based on a hierarchy defined by SSAP No. 100.  The hierarchy gives the highest ranking to fair values determined using unadjusted quoted prices in active markets for identical assets and liabilities (Level 1), and the lowest ranking to fair values determined using methodologies and models with unobservable inputs (Level 3). An asset’s or a liability’s classification is based on the lowest level input that is significant to its measurement.  For example, a Level 3 fair value measurement may include inputs that are both observable (Levels 1 and 2) and unobservable (Level 3).   The levels of the fair value hierarchy are as follows:

 Level 1 -                 Unadjusted quoted prices for identical assets or liabilities in active marketsaccessible at the measurement date.

 
Level 2 -
Quoted prices in markets that are not active or inputs that are observable either directly or indirectly for substantially the full term of the asset or liability.  Level 2 inputs include the following:

a)  
Quoted prices for similar assets or liabilities in active markets
b)  
Quoted prices for identical or similar assets or liabilities in non-active markets
c)  
Inputs other than quoted market prices that are observable




 
G-31

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


3. Fair Values of Financial Instruments (continued)

d)  
Inputs that are derived principally from or corroborated by observable market data through correlation or other means

 
Level 3 -
Prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement.  They reflect the Company’s own assumptions about the assumptions a market participant would use in pricing the asset or liability.

The Company accounts for its investments in affiliated common stock using the equity method of accounting; as such, they are not included in the following disclosures as they are not carried at fair value on the balance sheet.




 
 
G-32

 

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



3. Fair Values of Financial Instruments (continued)

Fair Value Measurements

During 2010, amendments were made to SSAP No. 100 to eliminate the requirement to differentiate and report fair value measurements on separate recurring and non-recurring schedules.  Instead, for December 31, 2010, all fair value measurements will be reported on a single schedule by class.  The 2009 schedules were not required to be restated.

The following table provides information about the Company’s financial assets and liabilities measured at fair value as of December 31, 2010:






 
 
G-33

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

3. Fair Values of Financial Instruments (continued)

Bonds classified in Level 2 are valued using inputs from third party pricing or corroborated broker quotes.  Level 3 measurements for bonds are primarily those valued using non-corroborated broker quotes or internal modeling.

Short-term investments are classified as Level 2 as they are carried at amortized cost, which approximates fair value.

For derivatives, those classified as Level 2 represent over-the-counter (OTC) contracts valued using pricing models based on the net present value of estimated future cash flows, directly observed prices from exchange-traded derivatives, other OTC trades, or external pricing services.

The following table summarizes the changes in assets and liabilities classified in Level 3 for 2010:
The Company’s policy is to recognize transfers in and out of Level 3 as of the beginning of the reporting period.

The following table provides information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2009:

 
 
G-34

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

3. Fair Values of Financial Instruments (continued)

The following table summarizes the changes in assets and liabilities classified in Level 3 for 2009:
 
 
 
Assets measured at fair value on a non-recurring basis

For the year ended December 31, 2009, the Company reported certain assets at fair value on a non-recurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment).  The Company reported the following financial instruments at fair value on a non-recurring basis:



 

 
G-35

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



4. Investments

The carrying amount and estimated fair value of investments in bonds are as follows:


 


 

 
G-36

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

4. Investments (continued)

At December 31, 2010 and 2009, respectively, for bonds that have been in a continuous loss position for greater than or equal to twelve months, the Company held 31 and 61 with a carrying amount of $105,753 and $157,040 and an unrealized loss of $16,109 and $33,409, with an average price of 84.8 and 78.7 (fair value/amortized cost).  Of this portfolio, 79.3% and 81.0% were investment grade with associated unrealized losses of $9,864 and $23,639, respectively.

At December 31, 2010 and 2009, respectively, for bonds that have been in a continuous loss position for less than twelve months, the Company held 52 and 63  securities with a carrying amount of $147,068 and $290,130 and an unrealized loss of $5,653 and $7,985 with an average price of 96.2 and 97.3 (fair value/amortized cost).  Of this portfolio, 100.0% and 99.40% were investment grade with associated unrealized losses of $5,653 and $7,808, respectively.

The estimated fair value of bonds with gross unrealized losses at December 31, 2010 and 2009 are as follows:





 
G-37

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
 
4. Investments (continued)

The carrying amount and estimated fair value of bonds at December 31, 2010, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without penalties.

The Company closely monitors below investment grade holdings and those investment grade issuers where the Company has concerns. The Company also regularly monitors industry sectors. Non-structured securities in unrealized loss positions that are considered other-than-temporary are written down to fair value. Structured securities considered other-than-temporarily impaired are written down to discounted estimated cash flows if the impairment is the result of cash flow analysis.  If the Company has an intent to sell or lack of ability to hold a structured security, it is written down to fair value. The Company considers relevant facts and circumstances in evaluating whether the impairment is other-than-temporary including: (1) the probability of the Company collecting all amounts due according to the contractual terms of the security in effect at the date of acquisition; (2) the Company’s decision to sell a security prior to its maturity at an amount below its carrying amount; and (3) the Company’s ability to hold a structured security for a period of time to allow for recovery of the value to its carrying amount. Additionally, financial condition, near term prospects of the issuer and nationally recognized credit rating changes are monitored.  For asset-backed securities, cash flow trends and underlying levels of collateral are monitored.  The Company will record a charge to the statement of operations to the extent that these securities are subsequently determined to be other-than-temporarily impaired.

Asset-backed securities (ABS), Commercial mortgage-backed securities (CMBS), and Residential mortgage-backed securities (RMBS) are securitizations of underlying pools of assets. At December 31, 2010, the Company’s ABS, CMBS, and RMBS portfolios had fair values less than the carrying amounts of $12,243, $1,555 and $1,872, respectively. 



 
G-38

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

4. Investments (continued)

All ABS, CMBS and RMBS assets are monitored and reviewed at least quarterly. Where ratings have declined to below investment grade on nonhousing related ABS, the individual debt securities have been modeled to determine if cash flow models indicate a credit event will impact future cash flows and resulting impairments have been taken.  For non-conduit CMBS, the Company’s internal asset specialist works closely with the Company’s real estate valuation group to determine underlying asset valuation and risk. For housing related ABS, conduit CMBS and RMBS, detailed cash flow models using the current collateral pool and capital structure on the portfolio are performed. Model output is generated under base and several stress-case scenarios. The Company’s internal asset specialists utilize widely recognized industry modeling software to perform a loan-by-loan, bottom-up approach to modeling. Key assumptions used in the models are projected defaults, loss severities and prepayments. Each of these key assumptions varies greatly based on the significantly diverse characteristics of the current collateral pool for each security. Once the entire pool is modeled, results are then closely analyzed by the Company’s internal asset specialist to determine whether or not our particular tranche or holding is at risk for not collecting all contractual cash flows, taking into account the seniority and other terms of the tranches held.  If cash flow models indicate a credit event will impact future cash flows and the Company does not have the intent to sell the tranche or holding and does have the intent and ability to hold the security, the security is impaired to discounted cash flows.

As the remaining unrealized losses in the ABS, CMBS and RMBS portfolios relate to holdings where the Company expects to receive full principal and interest, the Company does not consider the underlying investments to be impaired as of December 31, 2010.

Subprime mortgages are loans to homebuyers who have weak or impaired credit histories, are loans that are non-conforming or are loans that are second in priority.  The Company does not sell or buy subprime mortgages directly.   The Company's exposure to subprime mortgages is through ABS.  These securities are pools of mortgages that have been securitized and offered to investors as asset-backed securities, where the mortgages are collateral.  Most of the underlying mortgages within the pool have FICO scores below 660 at issuance.  Therefore, the ABS has been classified by the Company as a subprime mortgage position.  Also included in the Company's total subprime mortgage position are ABS with second lien mortgages as collateral.  The second lien mortgages may not necessarily have subprime FICO scores; however, the Company has included these ABS in its subprime position as it is the second priority in terms of repayment.  The Company does not have any "direct" residential mortgages to subprime borrowers outside of the ABS structures.




 
G-39

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

4. Investments (continued)

The actual cost, carrying amount and fair value of the Company's subprime residential mortgage-backed ABS holdings at December 31, 2010 are $45,281, $40,139 and $34,206, respectively.  At December 31, 2009, the actual cost, carrying amount and fair value of the Company’s subprime residential mortgage-backed ABS holdings were $48,205, $43,240 and $33,365, respectively.

The following table provides the aggregate totals for loan-backed securities with a recognized OTTI due to intent to sell or lack of intent and ability to hold, in which the security is written down to fair value. There were no securities other-than-temporary impaired during 2010 due to intent to sell or lack of intent and ability to hold.

The following tables provide the aggregate totals for loan-backed securities with a recognized OTTI due to the Company’s cash flow analysis, in which the security is written down to estimated future cash flows discounted at the security’s effective yield.


 


 
G-40

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
4. Investments (continued)

The following loan-backed and structured securities were held at December 31,2010, for which an OTTI had been previously recognized:



 
 
G-41

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

 
 
4. Investments (continued)

The unrealized losses of loan-backed and structured securities where fair value is less than cost or amortized cost for which an OTTI has not been recognized in earnings as of December 31, 2010 and 2009 is as follows:





Detail of net investment income is presented below:



 
 
G-42

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
 
4. Investments (continued)

Proceeds from sales and other disposals of bonds and preferred stock and related gross realized capital gains and losses were as follows:



 
The Company had gross realized losses of $468, $8,814 and $4,739 in 2010, 2009 and 2008, respectively, which relate to losses recognized on other-than-temporary declines in fair values of bonds.


 
 
G-43

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
 
4. Investments (continued)

Net realized capital gains (losses) on investments are summarized below:

The Company did not have any recorded investments in restructured securities at December 31, 2010.  At December 31, 2009,  the Company had recorded investments in restructured securities of $740.  The capital losses taken as a direct result of restructures in 2009 were $782. The Company often has impaired a security prior to the restructure date.  These impairments are not included in the calculation of restructure-related losses and are accounted for as a realized loss, reducing the cost basis of the security involved.

The changes in net unrealized capital gains and losses on investments were as follows:


 
 
G-44

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
 
4. Investments (continued)

At December 31, 2010 and 2009, bonds with an aggregate carrying value of $3,973 and $4,013, respectively, were on deposit with certain state regulatory authorities or were restrictively held in bank custodial accounts for benefit of such state regulatory authorities, as required by statute.

During 2010 and 2009, the Company did not issue any mortgage loans.

During 2010, 2009 and 2008, no mortgage loans were foreclosed and transferred to real estate. At December 31, 2010 and 2009, the Company held a mortgage loan loss reserve in the asset valuation reserve of $85 and $48, respectively.

At December 31, 2010, the Company had five LIHTC investments.  The remaining years of unexpired tax credits ranged from one to eleven and none of the properties were subject to regulatory review.  The length of time remaining for holding periods ranged from five to sixteen years.  The amount of contingent equity commitments expected to be paid during the years 2011 to 2012 is $1,024.  The Company has no contingent equity commitments related to LIHTC beyond the year 2012.  There were no impairment losses, write-downs or reclassifications during 2010 related to these credits.

At December 31, 2009, the Company had four LIHTC investments.  The remaining years of unexpired tax credits ranged from two to eleven and none of the properties were subject to regulatory review.  The length of time remaining for holding periods ranged from six to fifteen years.  The amount of contingent equity commitments expected to be paid during the years 2010 to 2012 is $1,056.  The Company has no contingent equity commitments related to LIHTC beyond the year 2012.  There were no impairment losses, write-downs or reclassifications during 2009 related to these credits.

The following tables provide the carrying value of state transferable tax credits gross of any related tax liabilities and total unused transferable tax credits by state and in total as of December 31, 2010 and 2009:

 
G-45

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
 
4. Investments (continued)
     
*The unused amount reflects credits that the Company deems will be realizable in the period from 2011 to 2014.

The Company estimated the utilization of the remaining state transferable tax credits by projecting a future tax liability based on projected premium, tax rates and tax credits and comparing the projected future tax liability to the availability of remaining state transferable tax credits.  The Company had no impairment losses related to state transferable tax credits as of December 31, 2010 and 2009.

The Company issues products providing the customer a return based on various global equity market indices.  The Company uses global future contracts and/or options to hedge the liability option risk associated with these products.

The Company is exposed to credit related losses in the event of nonperformance by counterparties to financial instruments, but it does not expect any counterparty to fail to meet their obligations given their high credit ratings of ‘A’ or better.  The credit exposure of swaps is represented by the fair value contracts, aggregated at a counterparty level, with a positive fair value at the reporting date.

The Company has entered into collateral agreements with certain counterparties wherein the counterparty is required to post assets on the Company’s behalf.  The posted amount is equal to the difference between the net positive fair value of the contracts and an agreed upon threshold that is based on the credit rating of the counterparty.  Inversely, if the net fair value of all contracts with this counterparty is negative, the Company is required to post assets instead.  At December 31, 2010, the Company does not have any contracts, aggregated at a counterparty level, with a positive fair value.  At December 31, 2010, the fair value of all contracts, aggregated at a counterparty level, with a negative fair value amount to $971.

At December 31, 2010 and 2009, respectively, the Company has recorded $(971) and $(748) for the component of derivative instruments utilized for hedging purposes that did not qualify for hedge accounting.  This has been recorded directly to unassigned surplus as an unrealized loss.


 
G-46

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


4. Investments (continued)

The Company did not recognize any unrealized gains or losses during 2010 or 2009 that represented the component of derivative instruments gain or loss that was excluded from the assessment of hedge effectiveness.

The Company uses variance swaps to reduce market risk in minimum guarantee equity index contracts arising from mismatches between assets and liabilities.  A variance swap is an arrangement whereby two parties (counterparties) enter into an agreement to pay a specified amount linked to the underlying index upon termination.  The final fair value is calculated using a combination of the value of the underlying at termination, and the value of the variance swap at initiation multiplied by an underlying notional amount.  Generally, no cash is exchanged at the outset of the contract. Periodic interest payments and a final payout upon termination can be made by either party.

Derivative instruments are subject to market risk, which is the possibility that future changes in market prices may make the instruments less valuable.  The Company uses derivatives as hedges, consequently, when the value of the derivative changes, the value of a corresponding hedged asset or liability will move in the opposite direction.  Market risk is a consideration when changes in the value of the derivative and the hedged item do not completely offset (correlation or basis risk) which is mitigated by active measuring and monitoring.

At December 31, 2010 and 2009, respectively, the Company had outstanding receive fixed - pay fixed swaps with a notional amount of $4 and $5.

Under exchange traded futures and options, the Company agrees to purchase a specified number of contracts from other parties and to post a variation margin on a daily basis in an amount equal to the difference in the daily fair values of those contracts.  The parties with whom the Company enters into exchange traded futures and options are regulated futures commissions merchants who are members of a trading exchange.  The Company recognized net realized gains (losses) from futures contracts in the amount of $(9,000), $(22,205) and $9,756 for the years ended December 31, 2010, 2009 and 2008, respectively.








 
G-47

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


4. Investments (continued)

Open futures contracts at December 31, 2010 and 2009, are as follows:



5. Reinsurance

The Company reinsures portions of certain insurance policies which exceed its established limits, thereby providing a greater diversification of the risk and minimizing exposure on larger risks. The Company remains contingently liable with respect to any insurance ceded, and this would become an actual liability in the event that the assuming insurance company became unable to meet its obligations under the reinsurance treaty.

Premiums earned reflect the following reinsurance amounts:




 
G-48

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
5. Reinsurance (continued)

The Company received reinsurance recoveries in the amount of $76,107, $69,659 and $40,858 during 2010, 2009 and 2008, respectively. At December 31, 2010 and 2009, estimated amounts recoverable from reinsurers that have been deducted from policy and contract claim reserves totaled $18,652 and $18,173, respectively. The aggregate reserves for policies and contracts were reduced for reserve credits for reinsurance ceded at December 31, 2010 and 2009 of $332,318 and $315,335, respectively.  As of December 31, 2010 and 2009, the amount of reserve credits for reinsurance ceded that represented unauthorized affiliated companies were $280,574 and $265,816, respectively.

The Company would experience no reduction in surplus at December 31, 2010 if all reinsurance agreements were cancelled.

Effective December 31, 2010, the Company entered into a reinsurance agreement with Transamerica Life Insurance Company (TLIC), an affiliate, to cede on a 100% quota share basis a block of variable universal life business on a modified coinsurance basis.  Reserves on the block were $1,013,110, with assets backing the block comprised of $853,669 of separate account assets and $159,441 of general account assets.  The Company received consideration of $193,000, resulting in a pre-tax gain of $193,000.  The net of tax gain of $125,450 was credited to surplus in accordance with SSAP No. 61, Life, Deposit-Type and Accident and Health Reinsurance.

The Company entered into an indemnity reinsurance agreement effective December 31, 2008, with Transamerica International Re (Bermuda) Ltd. (TIRe), an affiliate of the Company, to cede on a 100% quota share basis the net liabilities associated with certain of the Company's variable annuity products on a coinsurance and modified coinsurance basis.  The Company ceded reserves on a coinsurance basis of $133,875, received consideration of $12,780 and established a funds withheld liability of $121,095.  The pre-tax gain of $12,780 ($8,307 on a net of tax basis) has been reclassified to equity in accordance with SSAP 61. The Company ceded general account and separate account reserves on a modified coinsurance basis of $303,642 and $1,703,276, respectively. An initial reinsurance premium equal to the reserves ceded was recorded, resulting in no gain or loss on the modified coinsurance portion on this transaction. The Company amortized $8,307 into earnings with a corresponding charge to unassigned surplus during 2009. At December 31, 2010 and 2009, the Company holds collateral in the form of letters of credit of $27,000 and $26,000, respectively, from the assuming company.







 
G-49

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

5. Reinsurance (continued)

Effective October 1, 2008 the Company recaptured various guaranteed minimum death benefit riders included in certain of its variable annuity contracts that were previously ceded to TIRe, an affiliate, under a 2001 reinsurance agreement.  The Company released a funds withheld liability of $14,716 associated with this business and paid recapture consideration of $36,703.   Reserves recaptured included $71,423 of GMDB reserves and $1,927 of claim reserves.  The resulting pre-tax loss of $95,337 was included in the statement of operations in accordance with SSAP No. 61.  In addition, the unamortized pre-tax ceded gain held by the Company in unassigned surplus resulting from the original reinsurance transaction was released into income in the amount of $5,925 ($3,851 net of tax).  Prior to this transaction, the Company had amortized $1,367 on a pre-tax basis ($889 on a net of tax basis) into earnings for 2008, with a corresponding charge to unassigned surplus.

During 2010, 2009 and 2008, the Company amortized deferred gains from reinsurance transactions occurring prior to 2008 of $24, for each respective year, into earnings on a net of tax basis with a corresponding charge to unassigned surplus.

Letters of credit held for all unauthorized reinsurers as of December 31, 2010 and 2009 were $107,200 and $77,700, respectively.

6. Income Taxes

The net deferred income tax asset at December 31, 2010 and 2009 and the change from the prior year are comprised of the following components:



 
 
G-50

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)



 
 
G-51

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

The main components of deferred income tax amounts are as follows:





 
 
G-52

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)


The Company did not record a valuation allowance for deferred tax assets as of December 31, 2010. The valuation allowance for deferred tax assets as of December 31, 2009 was $4,817.  The valuation allowance is primarily related to deferred tax assets of a capital character that in the judgment of management, are not more likely than not to be realized.


 
 
G-53

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

As discussed in Note 1, the Company has elected to admit deferred tax assets pursuant to SSAP No. 10R, paragraph 10.e. for the 2010 and 2009 reporting periods.  The amount of admitted adjusted gross deferred income tax assets under each component of SSAP No. 10R is as follows:



 
 
G-54

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)




 
 
G-55

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)


·  
10.a. – Federal income taxes paid in prior year that can be recovered through loss carrybacks for existing temporary differences that reverse by the end of the subsequent calendar year
·  
10.b.i. – Adjusted gross DTAs, after the application of 10.a., expected to be realized within one year
·  
10.b.ii. – 10% of adjusted statutory capital and surplus as shown on most recently filed statement
·  
10.c. – Adjusted gross DTAs, after the application of 10.a. and 10.b., that can be offset against gross DTLs after considering the character of the DTAs and DTLs
·  
10.d. – If the reporting entity’s financial statements and risk-based capital (RBC) calculated using an admitted adjusted gross DTA as the sum of 10.a., 10.b., and 10.c. results in the Company’s RBC level being above the maximum RBC level where an action level could occur as a result of the trend test (i.e., 250%); then the Company may elect to admit a higher amount of adjusted gross DTAs as calculated in paragraph 10.e.
·  
10.e.i. – Federal income taxes paid in prior years that can be recovered through loss carrybacks for existing temporary differences that reverse during a timeframe corresponding with IRS tax loss carryback provisions, not to exceed three years
·  
10.e.ii.(a) – Adjusted gross DTAs, after the application of 10.e.i, expected to be realized within three years
·  
10.e
·  
.ii.(b) – 15% of adjusted statutory capital and surplus as shown on most recently filed statement
·  
10.e.iii. – Adjusted gross DTAs, after the application of 10.e.i. and 10.e.ii., that can be offset against DTLs after considering the character of the DTAs and DTLs



 
G-56

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

Total increased admitted adjusted gross DTAs as the result of the application of paragraph 10.e. SSAP No. 10R, Income Taxes - A Temporary Replacement of SSAP No. 10:



 

 
G-57

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
6. Income Taxes (continued)
*As reported on the statutory balance sheet for the most recently filed statement with the domiciliary state commissioner adjusted in accordance with SSAP No. 10R, Paragraph 10.b.ii

·  
XXX denotes breakout between ordinary and capital is not applicable to this information.

 
 
G-58

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

The impact of tax planning strategies at December 31, 2010 was as follows:


Current year income taxes incurred consist of the following major components:





 
 
G-59

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

The Company's current income tax incurred and change in deferred income tax differs from the amount obtained by applying the federal statutory rate of 35% to income before tax as follows:






 
 
G-60

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

6. Income Taxes (continued)

For federal income tax purposes, the Company joins in a consolidated income tax return filing with its indirect parent company, Transamerica Corporation, and other affiliated companies. The method of allocation between the companies is subject to a written tax allocation agreement.  Under the terms of the tax allocation agreement, allocations are based on separate income tax return calculations.  The Company is entitled to recoup federal income taxes paid in the event the future losses and credits reduce the greater of the Company's separately computed income tax liability or the consolidated group's income tax liability in the year generated.  The Company is also entitled to recoup federal income taxes paid in the event the losses and credits reduce the greater of the Company's separately computed income tax liability or the consolidated group's income tax liability in any carryback or carryforward year when so applied.  Intercompany income tax balances are settled within thirty days of payment to or filing with the Internal Revenue Service. A tax return has not yet been filed for 2010.

The Company incurred income taxes during 2010 and 2009 of $112,172 and $44,526, respectively, which will be available for recoupment in the event of future net losses.  The Company did not incur income taxes during 2008 which will be available for recoupment in the event of future net losses.

The amount of tax contingencies calculated for the Company as of December 31, 2010 and 2009 is $2,144 and $1,573, respectively.  The total amount of tax contingencies that, if recognized, would affect the effective income tax rate is $2,144.  The Company classifies interest and penalties related to income taxes as interest expense and penalty expense, respectively.  The Company’s interest expense related to income taxes for the years ending December 31, 2010, 2009 and 2008 is $87, $61 and $36, respectively.  The total interest payable balance as of December 31, 2010 and 2009 is $184 and $97, respectively.  The Company recorded no liability for penalties.  It is not anticipated that the total amounts of unrecognized tax benefits will significantly increase within twelve months of the reporting date.

The Company’s federal income tax returns have been examined by the Internal Revenue Service and closing agreements have been executed through 2000. The examination for the years 2001 through 2004 and 2005 through 2006 have been completed and resulted in tax return adjustments that are currently being appealed.  The Company believes that there are adequate defenses against or sufficient provisions established related to any open or contested tax positions.  An examination is currently underway for the years 2007 and 2008.




 
G-61

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)


7. Policy and Contract Attributes

A portion of the Company’s policy reserves and other policyholders’ funds relate to liabilities established on a variety of the Company’s products, primarily separate accounts that are not subject to significant mortality or morbidity risk; however, there may be certain restrictions placed upon the amount of funds that can be withdrawn without penalty. The amount of reserves on these products, by withdrawal characteristics, is summarized as follows:




 
 
G-62

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

7. Policy and Contract Attributes (continued)

Information regarding the separate accounts of the Company is as follows:



 
WRL 2010 SEC (2)
 
G-63

 
Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)



7. Policy and Contract Attributes (continued)




 
 
G-64

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
7. Policy and Contract Attributes (continued)

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

The legal insulation of separate account assets prevents such assets from being generally available to satisfy claims resulting from the general account.  At December 31, 2010 and 2009, the Company’s separate account statement included legally insulated assets of $7,401,665 and $7,156,201, respectively.  The assets legally insulated from general account claims at December 31, 2010 are attributed to the following products:


Some separate account liabilities are guaranteed by the general account.  In accordance with the guarantees provided, if the investment proceeds are insufficient to cover the rate of return guaranteed for the product, the policyholder proceeds will be remitted by the general account.  As of December 31, 2010, the general account of the Company had a maximum guarantee for separate account liabilities of $667,392.  To compensate the general account for the risk taken, the separate account paid risk charges of $12,187 to the general account in 2010.  As of December 31, 2010, the general account of the Company had paid $20,835 toward separate account guarantees.

The Company does not participate in securities lending transactions within the separate account.

 
G-65

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
7. Policy and Contract Attributes (continued)

Effective December 31, 2009, the Company adopted Actuarial Guideline XLIII (AG 43) which replaces Actuarial Guidelines 34 and 39.  AG 43 specifies statutory reserve requirements for variable annuity contracts with benefit guarantees (VACARVM) and without benefit guarantees and related products.  The AG 43 reserve calculation includes variable annuity products issued after January 1, 1981. Examples of covered guaranteed benefits include guaranteed minimum accumulation benefits, return of premium death benefits, guaranteed minimum income benefits, guaranteed minimum withdrawal benefits and guaranteed payout annuity floors.  The Aggregate Reserve for contracts falling within the scope of AG 43 is equal to the Conditional Tail Expectation (CTE) Amount, but not less than the Standard Scenario Amount (SSA). The Company reported a decrease in reserves and an increase in net income of $11,412 at December 31, 2009, related to the adoption of AG 43 and changes in the underlying assumptions.

To determine the CTE Amount, the Company used 1,000 of the pre-packaged scenarios developed by the American Academy of Actuaries (AAA) produced in October 2005 and prudent estimate assumptions based on Company experience. The SSA was determined using the assumptions and methodology prescribed in AG 43 for determining the SSA.

At December 31, 2010 and 2009, the Company had variable and separate account annuities with minimum guaranteed benefits as follows:






 
 
G-66

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
7. Policy and Contract Attributes (continued)

Reserves on the Company’s traditional life insurance products are computed using mean reserving methodologies.  These methodologies result in the establishment of assets for the amount of the net valuation premiums that are anticipated to be received between the policy’s paid-through date to the policy’s next anniversary date. At December 31, 2010 and 2009, the gross premium and loading amounts related to these assets (which are reported as premiums deferred and uncollected), are as follows:

At December 31, 2010 and 2009, the Company had insurance in force aggregating $4,531,669 and $5,012,732 respectively, in which the gross premiums are less than the net premiums required by the valuation standards established by the Ohio Department of Insurance.  The Company established policy reserves of $25,534 and $28,044 to cover these deficiencies at December 31, 2010 and 2009, respectively.

The Company anticipates investment income as a factor in the premium deficiency calculation, in accordance with SSAP No. 54, Individual and Group Accident and Health Contracts.

8. Capital and Surplus

The Company is subject to limitations, imposed by the Ohio Department of Insurance, on the payment of dividends to its parent company, AEGON. Generally, dividends during any twelve month period may not be paid, without prior regulatory approval, in excess of the greater of (a) 10 percent of statutory surplus as of the preceding December 31, or (b) net income for the preceding year. Subject to the availability of unassigned surplus at the time of such dividend, the maximum payment which may be made in 2011, without the prior approval of insurance regulatory authorities, is $123,139.




 
G-67

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

8. Capital and Surplus (continued)

On December 23, 2010, the Company paid a common stock dividend of $100,000 to its parent company, AEGON.  The entire amount was considered an extraordinary dividend.  On December 30, 2009, the Company paid a common stock dividend of $65,000 to its parent company.  Of this amount, $23,400 was considered an ordinary dividend and $41,600 was considered an extraordinary dividend.  On December 29, 2008 the Company paid a $200,000 common stock dividend to its parent company.  Of this amount, $131,600 was considered an ordinary cash dividend and $68,400 was considered an extraordinary dividend.  The Company received approval from the Ohio Department of Insurance to make these dividend payments.

Life and health insurance companies are subject to certain risk-based capital (RBC) requirements as specified by the NAIC. Under those requirements, the amount of capital and surplus maintained by a life or health insurance company is to be determined based on the various risk factors related to it. At December 31, 2010, the Company meets the minimum RBC requirements.

9. Securities Lending

The Company participates in an agent-managed securities lending program.  The Company receives collateral equal to 102% of the fair value of the loaned government/other domestic securities as of the transaction date.  If the fair value of the collateral is at any time less than 102% of the fair value of the loaned securities, the counterparty is mandated to deliver additional collateral, the fair value of which, together with the collateral already held in connection with the lending transaction, is at least equal to 102% of the fair value of the loaned government/other domestic securities.  In the event the Company loans a foreign security and the denomination of the currency of the collateral is other than the denomination of the currency of the loaned foreign security, the Company receives and maintains collateral equal to 105% of the fair value of the loaned security.

At December 31, 2010 and 2009, respectively, securities in the amount of $187,773 and $31,795 were on loan under securities lending agreements.  The collateral the Company received from securities lending was in the form of cash and on open terms. This cash collateral is reinvested and is not available for general corporate purposes. The reinvested cash collateral had a fair value of $193,683 and $32,264 at December 31, 2010 and 2009, respectively.







 
G-68

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
9. Securities Lending (continued)

The Company did not participate in repurchase or dollar repurchase agreements at December 31, 2010 or 2009.

The contractual maturities of the securities lending collateral positions are as follows:


The maturity dates of the reinvested securities lending collateral are as follows:



 
 
G-69

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)
9. Securities Lending (continued)

The Company’s sources of cash that it uses to return the cash collateral is dependent upon the liquidity of the current market conditions.  Under current conditions, the Company has securities with a par value of $193,956 (fair value of $193,683) that are currently tradable securities that could be sold and used to pay for the $193,824 in collateral calls that could come due under a worst-case scenario.

10. Retirement and Compensation Plans

The Company’s employees participate in a qualified defined benefit plan sponsored by AEGON. The Company has no legal obligation for the plan. The Company recognizes pension expense equal to its allocation from AEGON. The pension expense is allocated among the participating companies based on International Accounting Standards 19 (IAS 19), Accounting for Employee Benefits as a percent of salaries. The benefits are based on years of service and the employee’s compensation during the highest five consecutive years of employment. Pension expense allocated to the Company aggregated $1,442, $1,518 and $1,444 for the years ended December 31, 2010, 2009 and 2008, respectively. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974.

The Company’s employees also participate in a defined contribution plan sponsored by AEGON which is qualified under Section 401(k) of the Internal Revenue Service Code. Employees of the Company who customarily work at least 1,000 hours during each calendar year and meet the other eligibility requirements are participants of the plan. Participants may elect to contribute up to twenty-five percent of their salary to the plan. The Company will match an amount up to three percent of the participant’s salary. Participants may direct all of their contributions and plan balances to be invested in a variety of investment options. The plan is subject to the reporting and disclosure requirements of the Employee Retirement and Income Security Act of 1974. Expense related to this plan was $­­­­702, $736 and $793 for the years ended December 31, 2010, 2009 and 2008, respectively.












 
G-70

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

10. Retirement and Compensation Plans (continued)

AEGON sponsors supplemental retirement plans to provide the Company’s senior management with benefits in excess of normal pension benefits. The plans are noncontributory and benefits are based on years of service and the employee’s compensation level. The plans are unfunded and nonqualified under the Internal Revenue Code. In addition, AEGON has established incentive deferred compensation plans for certain key employees of the Company. The Company’s allocation of expense for these plans for 2010, 2009 and 2008 was insignificant. AEGON also sponsors an employee stock option plan/stock appreciation rights for employees of the Company and a stock purchase plan for its producers, with the participating affiliated companies establishing their own eligibility criteria, producer contribution limits and company matching formula. These plans have been funded as deemed appropriate by management of AEGON and the Company.

In addition to pension benefits, the Company participates in plans sponsored by AEGON that provide postretirement medical, dental and life insurance benefits to employees meeting certain eligibility requirements. Portions of the medical and dental plans are contributory. The postretirement plan expenses are charged to affiliates in accordance with an intercompany cost sharing arrangement. The Company expensed $192, $201 and $143 for the years ended 2010, 2009 and 2008, respectively.

11. Related Party Transactions

The Company shares certain officers, employees and general expenses with affiliated companies.

The Company is party to a Cost Sharing agreement between AEGON companies, providing for services needed.  The Company is also party to a Management and Administrative and Advisory agreement with AEGON USA Realty Advisors, Inc. whereby the Advisor serves as the administrator and advisor for the Company’s mortgage loan operations by administering the day-to-day real estate and mortgage loan operations of the Company.  AEGON USA Investment Management, LLC acts as a discretionary investment manager under an Investment Management Agreement with the Company.  The Company provides office space, marketing and administrative services to certain affiliates. The net amount received by the Company as a result of being a party to these agreements was $18,600, $13,174 and $113 during 2010, 2009 and 2008, respectively. The Company has an administration service agreement with Transamerica Asset Management, Inc. to provide administrative services to the AEGON/Transamerica Series Trust.  The Company received $23,672, $21,446 and $30,230 from this agreement during 2010, 2009 and 2008, respectively.



 
G-71

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

11. Related Party Transactions (continued)

Receivables from and payables to affiliates and intercompany borrowings bear interest at the thirty-day commercial paper rate. At December 31, 2010, and 2009, the Company reported a net amount of $(7,123),  and $(4,361), respectively, due (to) from affiliates.  Terms of settlement require that these amounts are settled within 90 days.  During 2010, 2009 and 2008, the Company paid net interest of $38, $132 and $924, respectively, to affiliates.

At December 31, 2009 the Company had a short-term intercompany note receivable of $27,000 from AEGON due by September 29, 2010 at .25% interest.  In accordance with SSAP No. 25, Accounting for and Disclosures about Transactions with Affiliates and Other Related Parties, this note was reported on the balance sheet as a short-term investment. The note was repaid prior to its due date.

In prior years, the Company purchased life insurance policies covering the lives of certain employees of the Company from an affiliate. At December 31, 2010 and 2009, the cash surrender value of these policies was $71,167 and $68,798, respectively.

12. Commitments and Contingencies

The Company is a party to legal proceedings involving a variety of issues incidental to its business.  Lawsuits may be brought in nearly any federal or state court in the United States or in an arbitral forum.  In addition, there continues to be significant federal and state regulatory activity relating to financial services companies.  The Company’s legal proceedings are subject to many variables, and given its complexity and scope, outcomes cannot be predicted with certainty. Although legal proceedings sometimes include substantial demands for compensatory and punitive damages, and injunctive relief, it is management’s opinion that damages arising from such demands will not be material to the Company’s financial position or results of operations.



 
 
G-72

Western Reserve Life Assurance Co. of Ohio

Notes to Financial Statements – Statutory Basis (continued)
 (Dollars in Thousands)

12. Commitments and Contingencies (continued)

The Company is subject to insurance guaranty laws in the states in which it writes business. These laws provide for assessments against insurance companies for the benefit of policyholders and claimants in the event of insolvency of other insurance companies. Assessments are charged to operations when received by the Company except where right of offset against other taxes paid is allowed by law. Amounts available for future offsets are recorded as an asset on the Company’s balance sheet. The future obligation for known insolvencies has been accrued based on the most recent information available from the National Organization of Life and Health Insurance Guaranty Association. Potential future obligations for unknown insolvencies are not determinable by the Company and are not required to be accrued for financial reporting purposes. The Company has established a reserve of $3,448 and $3,330 with no offsetting premium tax benefit at December 31, 2010 and 2009, respectively, for its estimated share of future guaranty fund assessments related to several major insurer insolvencies. The guaranty fund expense was $95, $58 and $36 for 2010, 2009 and 2008, respectively.

The Company has contingent commitments of $1,151 and $1,056 at December 31, 2010 and 2009, respectively, for joint ventures, partnerships and limited liability companies, which includes commitments for LIHTC’s of $1,024 and $1,056, respectively, at December 31, 2010 and 2009.

The Company is required by the Commodity Futures Trading Commission (CFTC) to maintain assets on deposit with brokers for futures trading activity done on behalf of the Company.  The broker has a secured interest with priority in the pledged assets, however, the Company has the right to recall and substitute the pledged assets.  At December 31, 2010 and 2009 respectively, the Company pledged assets in the amount of $16,342 and $14,394 to satisfy the requirements of futures trading accounts.

13. Subsequent Events

The financial statements are adjusted to reflect events that occurred between the balance sheet date and the date when the financial statements are available to be issued, April 5, 2011, provided they give evidence of conditions that existed at the balance sheet date (Type I).  Events that are indicative of conditions that arose after the balance sheet date are disclosed, but do not result in an adjustment of the financial statements themselves (Type II).  As of April 5, 2011, the Company has not identified any Type I or Type II subsequent events for the year ended December 31, 2010.





 
WRL 2010 SEC (2)
 
G-73

 


 



Statutory-Basis Financial
Statement Schedules

WRL 2010 SEC (2)
 
G-74

 

Western Reserve Life Assurance Co. of Ohio

Summary of Investments – Other Than
Investments in Related Parties
 (Dollars in Thousands)

December 31, 2010

Schedule I

 (1)           Original cost of equity securities and, as to fixed maturities, original cost reduced by repayments and adjusted for amortization of premiums or accruals of discounts.

 
WRL 2010 SEC (2)
 
G-75

 

Western Reserve Life Assurance Co. of Ohio

Supplementary Insurance Information
(Dollars in Thousands)

Schedule III

 
*Allocations of net investment income and other operating expenses are based on a number of assumptions and estimates, and the results would change if different methods were applied.

 
WRL 2010 SEC (2)
 
G-76

 

 Western Reserve Life Assurance Co. of Ohio

Reinsurance
(Dollars in Thousands)

Schedule IV


 
WRL 2010 SEC (2)
 
G-77

 
PART C - OTHER INFORMATION
Item 26.                    Exhibits

(a)
 
Resolution of the Board of Directors of Western Reserve establishing the separate account (1)
(b)
 
Not Applicable
(c)
 
Distribution of Policies
 
(i)
Master Service and Distribution Compliance Agreement (2)
 
(ii)
Amendment to Master Service and Distribution Compliance Agreement (3)
 
(iii)
Form of Broker/Dealer Supervisory and Service Agreement (3)
 
(iv)
Principal Underwriting Agreement (3)
 
(v)
First Amendment to Principal Underwriting Agreement (3)
 
(vi)
Second Amendment to Principal Underwriting Agreement (10)
 
(vii)
Third Amendment to Principal Underwriting Agreement (13)
 
(viii)
Form of Amendment No. 2 And Novation To The Amended And Restated Principal Underwriting Agreement between Transamerica Capital Inc. and Western Reserve (17)
 
(ix)
Amended and Restated Principal Underwriting Agreement between Transamerica Capital Inc. and Western Reserve. (25)
(d)
(i)
Specimen Flexible Premium Variable Life Insurance Policy (1)
 
(ii)
Endorsement (EL101) (3)
 
(iii)
Terminal Illness Accelerated Death Benefit Rider (1)
(e)
 
Application for Flexible Premium Variable Life Insurance Policy (9)
(f)
(i)
Second Amended Articles of Incorporation of Western Reserve (2)
 
(ii)
Certificate of First Amendment to the Second Amended Articles of Incorporation of Western Reserve (4)
 
(iii)
Amended Code of Regulations (By-Laws) of Western Reserve (2)
(g)
 
Reinsurance Contracts
 
(i)
Reinsurance Treaty dated September 30, 2000 and Amendments Thereto (8)
 
(ii)
Reinsurance Treaty dated July 1, 2002 and Amendments Thereto (8)
(h)
 
Participation Agreements
 
(i)
Participation Agreement Among Variable Insurance Products Fund, Fidelity Distributors Corporation and Western Reserve Life Assurance Co. of Ohio dated June 14, 1999 (5)
 
(ii)
Amendment No. 1 dated March 15, 2000 to Participation Agreement -Variable Insurance Products Fund (6)
 
(iii)
Second Amendment dated April 12, 2001 to Participation Agreement – Variable Insurance Products Fund (7)
 
(iv)
Participation Agreement Among Variable Insurance Products Fund II, Fidelity Distributors Corporation and Western Reserve Life Assurance Co. of Ohio dated June 14, 1999 (5)
 
(v)
Amendment No. 1 dated March 15, 2000 to Participation Agreement -Variable Insurance Products Fund II (6)
 
(vi)
Second Amendment dated April 12, 2001 to Participation Agreement – Variable Insurance Products Fund II (7)
 
(vii)
Participation Agreement Among Variable Insurance Products Fund III, Fidelity Distributors Corporation and Western Reserve Life Assurance Co. of Ohio dated June 14, 1999 (5)
 
(viii)
Amendment No. 1 dated March 15, 2000 to Participation Agreement – Variable Insurance Products Fund III (6)
 
(ix)
Second Amendment dated April 12, 2001 to Participation Agreement – Variable Insurance Products Fund III (7)
 
(x)
Third Amendment to Participation Agreement Among Variable Insurance Products Fund II, Fidelity distributors Corporation and Western Reserve dated September 1, 2003 (11)
 
(xi)
Fourth Amendment to Participation Agreement Among Variable Insurance products Fund II, Fidelity Distributors Corporation and Western Reserve dated December 1, 2003 (12)
 
(xii)
Participation Agreement between AEGON/Transamerica Series Fund, Inc. and Western Reserve dated February 21, 2001 and Amendments thereto (12)
 
(xiii)
Amendment No. 21 to Participation Agreement between AEGON/Transamerica Series Fund, Inc. and Western Reserve dated September 1, 2003 (11)
 
(xiv)
Amendment No. 22 to Participation Agreement between AEGON/Transamerica Series Fund, Inc. and Western Reserve dated December 1, 2003 (12)
 
(xv)
Amendment No. 23 to Participation Agreement between AEGON/Transamerica Series Fund, Inc. and Western Reserve dated May 1, 2004 (13)
 
(xvi)
Amended and Restated Fund Participation Agreement Between Access Variable Insurance Trust and Western Reserve dated May 1, 2004 (13)
 
(xvii)
Participation Agreement between AEGON/Transamerica Series Fund, Inc. and Western Reserve dated February 21, 2001 and Amendments thereto (12)
 
(xviii)
Amendment No. 25 to Participation Agreement between AEGON/Transamerica Series Trust and Western Reserve dated March 28, 2005 (16)
 
(xix)
Amendment No. 26 to Participation Agreement between AEGON/Transamerica Series Trust and Western Reserve dated September 1, 2005 (16)
 
(xx)
Amendment No. 1 to Participation Agreement among Western Reserve, ProFunds, Access One Trust and ProFunds Advisors LLC dated June 1, 2007 (21)
 
(xxi)
Amendment No. 2 to Participation Agreement among Western Reserve, ProFunds, Access One Trust and ProFunds Advisors LLC dated August 30, 2007 (21)
 
(xxii)
Participation Agreement Among Western Reserve, ProFunds, Access One Trust and ProFund Advisors LLC dated June 6, 2006 (17)
 
(xxiii)
Amendment No. 3 to Participation Agreement among Western Reserve, ProFunds, Access One Trust and ProFund Advisors LLC dated February 28, 2008. (22)
 
(xxiv)
Amendment No. 3 to Participation Agreement among Western Reserve, ProFunds, Access One Trust and ProFund Advisors LLC dated February 28, 2008. (22)
 
(xxv)
Amendment No. 27 to Participation Agreement between AEGON/Transamerica Series Trust and Western Reserve dated May 1, 2006 (21)
 
(xxvi)
Amendment No. 28 to Participation Agreement between AEGON/Transamerica Series Trust and Western Reserve dated May 1, 2007 (21)
 
(xxvii)
Amendment No. 29 to Participation Agreement between Transamerica Series Trust (formerly, AEGON/Transamerica Series Trust) dated May 1, 2008. (22)
 
(xxviii)
Participation Agreement Among AllianceBernstein Variable Products Series Fund, Inc. and Western Reserve dated November 1, 2009 (23)
 
(xxix)
Participation Agreement Among Franklin Templeton Variable Insurance Products Trust, Franklin/Templeton Distributors, Inc., Western Reserve Life Assurance Co. of Ohio and Transamerica Capital, Inc. dated November 10, 2008 (23)
 
(xxx)
Amendment No. 33 to Participation Agreement between Transamerica Series Trust and Western Reserve dated May 1, 2009 (23)
 
(xxxi)
Amendment to Participation Agreement Among AllianceBernstein Variable Products Series Fund, Inc. and Western Reserve dated May 1, 2009 (23)
 
(xxxii)
Amendment No. 1 to Participation Agreement Among Franklin Templeton Variable Insurance Products Trust, Franklin/Templeton Distributors, Inc., Western Reserve Life Assurance Co. of Ohio and Transamerica Capital, Inc. dated May 1, 2009 (23)
 
(xxxiii)
Amendment to Participation Agreement Among Western Reserve Life Assurance Co. of Ohio, Variable Insurance Products Fund II, Variable Insurance Products Fund V, and Fidelity Distributors Corporation dated August 30, 2007(24)
 
(xxxiv)
Amendment No. 34 to Participation Agreement Between Transamerica Series Trust and Western Reserve Life Assurance Co. of Ohio dated November 1, 2009(24)
 
(xxxv)
Amendment No. 35 to Participation Agreement Between Transamerica Series Trust and Western Reserve Life Assurance Co. of Ohio dated November 1, 2009(24)
 
(xxxvi)
Amendment No. 36 to Participation Agreement between Transamerica Series Trust and Western Reserve Life Assurance Co. of Ohio dated May 1, 2011 (25)
 
(xxxvii)
Amendment No. 2 to Participation Agreement between AllianceBernstein Variable Products Series Fund, Inc. and Western Reserve dated May 1, 2011(25)
 
 
(xxxviii)
Amendment No. 5 among Fidelity Variable Insurance Products Funds II, Fidelity Distributors Corporation and Western Reserve dated May 1, 2004(25)
 
(xxxvix)
Amendment No. 6 among Fidelity Variable Insurance Products Funds II, Fidelity Distributors Corporation and Western Reserve dated June 27, 2007(25)
 
(xl)
Amendment No. 7 among Fidelity Variable Insurance Products Funds II, Fidelity Distributors Corporation and Western Reserve dated August 30, 2007(24)
 
(xli)
Amendment No. 8 among Fidelity Variable Insurance Products Funds II, Fidelity Distributors Corporation and Western Reserve dated May 1, 2011(25)
 
(xlii)
Amendment No.5 among Franklin Templeton Variable Insurance Products Trust, Franklin/Templeton Distributors, Inc., Western Reserve Life Assurance Co. of Ohio and Transamerica Capital, Inc. dated May 1, 2011(25)
(i)
 
Not Applicable
(j)
 
Not Applicable
(k)
 
Opinion and Consent of Arthur D. Woods, Esq. as to the Legality of the Securities being Registered
(l)
 
Opinion and Consent of Lorne Schinbein as to Actuarial Matters Pertaining to the Securities Being Registered
(m)
 
Sample Hypothetical Illustration (14)
(n)
 
Other Opinions:
 
(i)
Written Consent of Ernst & Young LLP
(o)
 
Not Applicable
(p)
 
Not Applicable
(q)
(i)
Memorandum describing issuance, transfer and redemption procedures (1)
(r)
 
Powers of Attorney (23)
   
Eric J. Martin
   
Brenda K. Clancy
   
Arthur C. Schneider
   
Charles T. Boswell
   
John R. Hunter
   
Darryl D. Button (24)
 
 
(1)
This exhibit was previously filed on Post-Effective Amendment No. 16 to Form S-6 Registration Statement dated April 21, 1998 (File No. 33-31140) and is incorporated herein by reference.
(2)
This exhibit was previously filed on Post-Effective Amendment No. 11 to Form N-4 Registration Statement dated April 20, 1998 (File No. 33-49556) and is incorporated herein by reference.
(3)
This exhibit was previously filed on Post-Effective Amendment No. 4 to Form S-6 Registration Statement dated April 21, 1999 (File No. 333-23359) and is incorporated herein by reference.
(4)
This exhibit was previously filed on Post-Effective Amendment No. 5 to Form S-6 Registration Statement dated April 19, 2000 (File No. 333-23359) and is incorporated herein by reference.
(5)
This exhibit was previously filed on the Initial Registration Statement to Form S-6 Registration Statement dated September 23, 1999 (File No. 333-57681) and is incorporated herein by reference.
(6)
This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form N-4 Registration Statement dated April 10, 2000 (File No. 333-93169) and is incorporated herein by reference.
(7)
This exhibit was previously filed on Post-Effective Amendment No. 16 to Form S-6 Registration Statement dated April 16, 2001 (File No. 33-69138) and is incorporated herein by reference.
(8)
This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form N-6 Registration Statement dated January 31, 2003 (File No. 333-100993) and is incorporated herein by reference.
(9)
This exhibit was previously filed on Post-Effective Amendment No. 1 to Form N-6 Registration Statement dated April 22, 2003 (File No. 333-100993) and is incorporated herein by reference.
(10)
This exhibit was previously filed on the Initial Registration Statement to Form N-4 Registration Statement dated September 5, 2003 (File No. 333-108525) and is incorporated herein by reference.
(11)
This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form N-6 Registration Statement dated October 9, 2003 (File No. 333-107705) and is incorporated herein by reference.
(12)
This exhibit was previously filed on the Initial Registration Statement to Form N-6 Registration Statement dated November 7, 2003 (File No. 333-110315) and is incorporated herein by reference.
(13)
This exhibit was previously filed on Post-Effective Amendment No. 1 to Form N-6 Registration Statement dated February 26, 2004 (File No. 333-107705) and is incorporated herein by reference.
(14)
This exhibit was previously filed on Post-Effective Amendment No. 23 to Form N-6 Registration Statement dated April 28, 2004 (File No. 33-31140) and is incorporated herein by reference.
(15)
This exhibit was previously filed on Post-Effective Amendment No. 3 to Form N-6 Registration Statement dated February 28, 2005 (File No. 333-107705) and is incorporated herein by reference.
(16)
This exhibit was previously filed on the Initial Registration Statement to Form N-6 Registration Statement dated September 28, 2005 (File No. 33-128650) and is incorporated herein by reference.
(17)
This exhibit was previously filed on the Initial Registrations Statement to Form N-6 Registration Statement dated June 14, 2006 (File No. 333-135005) and is incorporated herein by reference.
(18)
This exhibit was previously filed on Post-Effective Amendment No. 1 to Form N-6 Registration Statement
dated April 12, 2007 (File No. 333- 135005) and is incorporated herein by reference.
(19)
This exhibit was previously filed on Pre-Effective Amendment No. 2 to Form N-6 Registration Statement dated October 16, 2006 (File No. 333-135005) and is incorporated herein by reference.
(20)
This exhibit was previously filed on the Initial Registration Statement to Form N-6 Registration System dated June 28, 2007 and is incorporated herein by reference.
(21)
This exhibit was previously filed on Pre-Effective Amendment No. 1 to Form N-6 Registration Statement dated October 16, 2007 (File No. 333-144117) and is incorporated herein by reference.
(22)
This exhibit was previously filed on Post-Effective Amendment No. 6 to Form N-6 Registration Statement dated April 11, 2008 (File No. 333-110315) and is incorporated herein by reference.
(23)
This exhibit was previously filed on Post-Effective Amendment No. 6 to Form N-6 Registration Statement dated April 27, 2009 (File No. 333-135005) and is incorporated herein by reference.
(24)
This exhibit was previously filed on Post-Effective Amendment No. 7 to Form N-6 Registration Statement dated (April 14, 2010) (File No. 333-135005) and is incorporated herein by reference.
(25)
This exhibit was previously filed on Post-Effective Amendment No.13 to Form N-6 Registration Statement dated April 18, 2011 (File No. 333-110315) and is incorporated herein by reference.

Item 27.                    Directors and Officers of the Depositor

Name
Principal Business Address
Position and Offices with Depositor
 
Darryl D. Button
(1)
Director
Charles T. Boswell
(2)
Director and Chief Executive Officer
Brenda K. Clancy
(1)
Chairman of the Board and President
Arthur C. Schneider
(1)
Director, Senior Vice President and Chief Tax Officer
Eric J. Martin
(1)
Vice President and Corporate Controller
John R. Hunter
(1)
Director and Chief Financial Officer
 
(1)  
4333 Edgewood Road, N.E., Cedar Rapids, Iowa 52499-0001
(2)  
570 Carillon Parkway, St. Petersburg, Florida 33716

Item 28.  Persons Controlled by or Under Common Control with the Depositor or Registrant


 

 
C-1

 



Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Academy Alliance Holdings Inc.
Canada
100% Creditor Resources, Inc.
Holding company
Academy Alliance Insurance Inc.
Canada
100% Creditor Resources, Inc.
Insurance
AEGON Alliances, Inc.
Virginia
100% Commonwealth General Corporation
Insurance company marketing support
AEGON Asset Management Services, Inc.
Delaware
100% AUSA Holding Co.
Registered investment advisor
AEGON Assignment Corporation
Illinois
100% AEGON Financial Services Group, Inc.
Administrator of structured settlements
AEGON Assignment Corporation of Kentucky
Kentucky
100% AEGON Financial Services Group, Inc.
Administrator of structured settlements
AEGON Canada ULC
Canada
AEGON Canada Holding B.V. owns 168,250,001 shares of Common Stock; 1,500 shares of Series III Preferred stock; 2 shares of Series II Preferred stock.  TIHI Canada Holding, LLC owns 1,441,941.26 shares of Class B - Series I Preferred stock.
Holding company
AEGON Capital Management Inc.
Canada
100% AEGON Asset Management (Canada) B.V.
Portfolio management company/investment advisor
AEGON-CMF GP, LLC
Delaware
Transamerica Realty Services, Inc. is sole Member
Investment in commercial mortgage loans
AEGON Core Mortgage Fund, LP
Delaware
General Partner - AEGON-CMF GP, LLC
Investment in mortgages
AEGON Direct Marketing Services, Inc.
Maryland
Monumental Life Insurance Company owns 103,324 shares; Commonwealth General Corporation owns 37,161 shares
Marketing company
AEGON Direct Marketing Services Australia Pty Ltd.
Australia
100% Transamerica Direct Marketing Asia Pacific Pty Ltd.
Marketing/operations company
AEGON Direct Marketing Services e Corretora de Seguros Ltda.
Brazil
749,000 quota shares owned by AEGON DMS Holding B.V.; 1 quota share owned by AEGON International B.V.
Brokerage company
AEGON Direct Marketing Services Europe Ltd.
United Kingdom
100% Cornerstone International Holdings, Ltd.
Marketing
AEGON Direct Marketing Services Hong Kong Limited
China
100% AEGON DMS Holding B.V.
Provide consulting services ancillary to the marketing of insurance products overseas.
AEGON Direct Marketing Services Insurance Broker (HK) Limited
Hong Kong
100% AEGON Direct Marketing Services Hong Kong Limited
Brokerage company
AEGON Direct Marketing Services International, Inc.
Maryland
100% AUSA Holding Company
Marketing arm for sale of mass marketed insurance coverage
AEGON Direct Marketing Services Japan K.K.
Japan
100% AEGON DMS Holding B.V.
Marketing company
AEGON Direct Marketing Services Korea Co., Ltd.
Korea
100% AEGON DMS Holding B.V.
Provide consulting services ancillary to the marketing of insurance products overseas.
AEGON Direct Marketing Services Mexico, S.A. de C.V.
Mexico
100% AEGON DMS Holding B.V.
Provide management advisory and technical consultancy services.
 
 
C-2

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
AEGON Direct Marketing Services Mexico Servicios, S.A. de C.V.
Mexico
100% AEGON DMS Holding B.V.
 Provide marketing, trading, telemarketing and advertising services in favor of any third party, particularly in favor of insurance and reinsurance companies.
AEGON Direct Marketing Services, Inc.
Taiwan
100% AEGON DMS Holding B.V.
Authorized business:  Enterprise management consultancy, credit investigation services, to engage in business not prohibited or restricted under any law of R.O.C., except business requiring special permission of government
AEGON Direct Marketing Services (Thailand) Ltd.
Thailand
93% Transamerica International Direct Marketing Consultants, LLC; remaining 7% held by various AEGON employees
Marketing of insurance products in Thailand
AEGON Financial Services Group, Inc.
Minnesota
100% Transamerica Life Insurance Company
Marketing
AEGON Fund Management Inc.
Canada
100% AEGON Asset Management (Canada) B.V.
Mutual fund manager
AEGON Funding Company, LLC.
Delaware
100% AEGON USA, LLC
Issue debt securities-net proceeds used to make loans to affiliates
AEGON Institutional Markets, Inc.
Delaware
100% Commonwealth General Corporation
Provider of investment, marketing and administrative services to insurance companies
AEGON Life Insurance Agency Inc.
Taiwan
100% AEGON Direct Marketing Services, Inc.  (Taiwan Domiciled)
Life insurance
AEGON Managed Enhanced Cash, LLC
Delaware
Members:  Transamerica Life Insurance Company  (90.2543%) ; Monumental Life Insurance Company (9.7457%)
Investment vehicle for securities lending cash collateral
AEGON Management Company
Indiana
100% AEGON U.S. Holding Corporation
Holding company
AEGON N.V.
Netherlands
22.446% of Vereniging AEGON Netherlands Membership Association
Holding company
AEGON Stable Value Solutions Inc.
Delaware
100% Commonwealth General Corporation
Principle Business:  Provides management services to the stable value division of AEGON insurers who issue synthetic GIC contracts.
AEGON Structured Settlements, Inc.
Kentucky
100% Commonwealth General Corporation
Administers structured settlements of plaintiff’s physical injury claims against property and casualty insurance companies
AEGON U.S. Holding Corporation
Delaware
100% Transamerica Corporation
Holding company
AEGON USA Asset Management Holding, LLC
Iowa
100% AUSA Holding Company
Holding company
AEGON USA Investment Management, LLC
Iowa
100% AEGON USA Asset Management Holding, LLC
Investment advisor
AEGON USA Real Estate Services, Inc.
Delaware
100% AEGON USA Realty Advisors, Inc.
Real estate and mortgage holding company
AEGON USA Realty Advisors, LLC
Iowa
Sole Member - AEGON USA Asset Management Holding, LLC
Administrative and investment services
 
 
C-3

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
AEGON USA Realty Advisors of California, Inc.
Iowa
100% AEGON USA Realty Advisors, Inc.
Investments
AEGON USA Travel and Conference Services LLC
Iowa
100% Money Services, Inc.
Travel and conference services
AEGON USA, LLC
Iowa
100% AEGON U.S. Holding Corporation
Holding company
AFSG Securities Corporation
Pennsylvania
100% Commonwealth General Corporation
Inactive
ALH Properties Eight LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Eleven LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Four LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Nine LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Seven LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Seventeen LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Sixteen LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Ten LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Twelve LLC
Delaware
100% FGH USA LLC
Real estate
ALH Properties Two LLC
Delaware
100% FGH USA LLC
Real estate
American Bond Services LLC
Iowa
100% Transamerica Life Insurance Company (sole member)
Limited liability company
ARC Reinsurance Corporation
Hawaii
100% Transamerica Corporation
Property & Casualty Insurance
ARV Pacific Villas, A California Limited Partnership
California
General Partners - Transamerica Affordable Housing, Inc. (0.5%); Non-Affiliate of AEGON, Jamboree Housing Corp. (0.5%).  Limited Partner:  Transamerica Life Insurance Company (99%)
Property
Asia Business Consulting Company
China
100% Asia Investments Holdings, Limited
Provide various services upon request from Beijing Dafu Insurance Agency.
Asia Investments Holdings, Limited
Hong Kong
99% Transamerica Life Insurance Company
Holding company
AUSA Holding Company
Maryland
100% AEGON USA, LLC
Holding company
AUSA Properties, Inc.
Iowa
100% AUSA Holding Company
Own, operate and manage real estate
AUSACAN LP
Canada
General Partner - AUSA Holding Co. (1%); Limited Partner - AEGON USA, LLC  (99%)
Inter-company lending and general business
Bay Area Community Investments I, LLC
California
70%Transamerica Life Insurance Company; 30% Monumental Life Insurance Company
Investments in low income housing tax credit properties
Bay State Community Investments I, LLC
Delaware
100% Monumental Life Insurance Company
Investments in low income housing tax credit properties
Bay State Community Investments II, LLC
Delaware
100% Monumental Life Insurance Company
Investments in low income housing tax credit properties
Beijing Dafu Insurance Agency Co. Ltd.
Peoples Republic of China
10% owned by WFG China Holdings, Inc.; 90% owned by private individual (non-AEGON associated)
Insurance Agency
Canadian Premier Holdings Ltd.
Canada
100% AEGON DMS Holding B.V.
Holding company
Canadian Premier Life Insurance Company
Canada
100% Canadian Premier Holdings Ltd.
Insurance company
 
 
C-4

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Capital General Development Corporation
Delaware
2.64 shares of common stock owned by AEGON USA,  LLC 18.79 shares of common stock owned by Commonwealth General Corporation
Holding company
CBC Insurance Revenue Securitization, LLC
Delaware
100% Clark Consulting, LLC
Special purpose
CC Matteson, LLC
Illinois
Members:  Monumental Life Insurance Company (83.03%); Pan-American Life Insurance Company, a non-affiliate of AEGON (9.75%); Nationwide Life Insurance Company, a non-affiliate of AEGON (7.22%)
 Ownership of commercial real estate acquired via remedies enforcement.
Chicago Community Housing Fund I, LLC
Delaware
100% Transamerica Life Insurance Company
Investments
Clark/Bardes (Bermuda) Ltd.
Bermuda
100% Clark, LLC
Insurance agency
Clark, LLC
Delaware
Sole Member - Diverisified Investment Advisors, Inc.
Holding company
Clark Consulting, LLC
Delaware
100% Clark, LLC
Financial consulting firm
Clark Investment Strategies, inc.
Delaware
100% Clark Consulting, LLC
Registered investment advisor
Clark Securities, Inc.
California
100% Clark Consulting, LLC
Broker-Dealer
Commonwealth General Corporation
Delaware
100% AEGON U.S. Holding Corporation
Holding company
Consumer Membership Services Canada Inc.
Canada
100% Canadian Premier Holdings Ltd.
Marketing of credit card protection membership services in Canada
Cornerstone International Holdings Ltd.
UK
100% AEGON DMS Holding B.V.
Holding company
CRG Insurance Agency, Inc.
California
100% Clark Consulting, Inc.
Insurance agency
Creditor Resources, Inc.
Michigan
100% AUSA Holding Co.
Credit insurance
CRI Canada Inc.
Canada
100% Creditor Resources, Inc.
Holding company
CRI Credit Group Services Inc.
Canada
100% Creditor Resources, Inc.
Holding company
CRI Solutions Inc.
Maryland
100% Creditor Resources, Inc.
Sales of reinsurance and credit insurance
Cupples State LIHTC Investors, LLC
Delaware
100% Garnet LIHTC Fund VIII, LLC
Investments
Diversified Actuarial Services, Inc.
Massachusetts
100% Diversified Investment Advisors, Inc.
Employee benefit and actuarial consulting
Diversified Investment Advisors, Inc.
Delaware
100% AUSA Holding Company
Registered investment advisor
Diversified Investors Securities Corp.
Delaware
100% Diversified Investment Advisors, Inc.
Broker-Dealer
Erfahrungsschatz GmbH
Germany
100% Cornerstone International Holdings, Ltd.
Marketing/membership
FD TLIC, LIMITED LIABILITY COMPANY
New York
100% Transamerica Life Insurance Company
Broadway production
FD TLIC Ltd.
United Kingdom
100% FD TLIC, LLC
Theatre production
FGH Realty Credit LLC
Delaware
100% FGH USA, LLC
Real estate
FGH USA LLC
Delaware
100% RCC North America LLC
Real estate
FGP 90 West Street LLC
Delaware
100% FGH USA LLC
Real estate
FGP West Mezzanine LLC
Delaware
100% FGH USA LLC
Real estate
FGP West Street LLC
Delaware
100% FGP West Mezzanine LLC
Real estate
FGP West Street Two LLC
Delaware
100% FGH USA LLC
Real estate
Fifth FGP LLC
Delaware
100% FGH USA LLC
Real estate
 
 
C-5

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Financial Planning Services, Inc.
District of Columbia
100% Commonwealth General Corporation
Special-purpose subsidiary
First FGP LLC
Delaware
100% FGH USA LLC
Real estate
Fourth & Market Funding, LLC
Delaware
Commonwealth General Corporation owns 0% participating percentage, but is Managing Member.  Ownership:  99% Monumental Life Insurance Company and 1% Garnet Assurance Corporation II
Inactive
Fourth FGP LLC
Delaware
100% FGH USA LLC
Real estate
Garnet Assurance Corporation
Kentucky
100%Transamerica Life Insurance Company
Investments
Garnet Assurance Corporation II
Iowa
100% Commonwealth General Corporation
Business investments
Garnet Assurance Corporation III
Iowa
100% Transamerica Life Insurance Company
Business investments
Garnet Community Investments, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments II, LLC
Delaware
100% Monumental Life Insurance Company
Securities
Garnet Community Investments III, LLC
Delaware
100%Transamerica Life Insurance Company
Business investments
Garnet Community Investments IV, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments V, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments VI, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments VII, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments VIII, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments IX, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments X, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments XI, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments XII, LLC
Delaware
100% Monumental Life Insurance Company
Investments
Garnet Community Investments XVIII, LLC
Delaware
100% Transamerica Life Insurance Company
Investments
Garnet Community Investments XX, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet Community Investments XXIV, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Real estate investments
Garnet Community Investments XXV, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet Community Investment XXVI, LLC
Delaware
100% Transamerica Life Insurance Company
Investments
Garnet Community Investments XXVII, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
 
 
C-6

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Garnet Community Investment XXVIII, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet Community Investments XXIX, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet Community Investments XXX, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet LIHTC Fund II, LLC
Delaware
Members:  Garnet Community Investments II, LLC (0.01%); Metropolitan Life Insurance Company, a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund III, LLC
Delaware
Members:  Garnet Community Investments III, LLC (0.01%); Jefferson-Pilot Life Insurance Company, a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund IV, LLC
Delaware
Members:  Garnet Community Investments IV, LLC (0.01%); Goldenrod Asset Management, Inc., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund V, LLC
Delaware
Members:  Garnet Community Investments V, LLC (0.01%); Lease Plan North America, Inc., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund VI, LLC
Delaware
Members:  Garnet Community Investments VI, LLC (0.01%); Pydna Corporation, a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund VII, LLC
Delaware
Members:  Garnet Community Investments VII, LLC (0.01%); J.P. Morgan Chase Bank, N.A., a non-AEGON affiliate(99.99%)
Investments
Garnet LIHTC Fund VIII, LLC
Delaware
Members:  Garnet Community Investments VIII, LLC (0.01%); J.P. Morgan Chase Bank, N.A., a non-AEGON affiliate(99.99%)
Investments
Garnet LIHTC Fund IX, LLC
Delaware
Members:  Garnet Community Investments IX, LLC (0.01%); Bank of America, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund X, LLC
Delaware
Members:  Garnet Community Investments X, LLC (0.01%); Goldenrod Asset Management, a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XI, LLC
Delaware
Members:  Garnet Community Investments XI, LLC (0.01%); NorLease, Inc., a non-AEGON affiliate (99.99%)
Investments


 

 
C-7

 


Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Garnet LIHTC Fund XII, LLC
Delaware
Garnet Community Investments XII, LLC (.01%); and the following non-AEGON affiliates: Bank of America, N.A.( 73.39%); J.P. Morgan Chase Bank, N.A. (13.30%); NorLease, Inc. (13.30%)
Investments
Garnet LIHTC Fund XII-A, LLC
Delaware
Garnet Community Investments XII, LLC (0.01%); Bank of America, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XII-B, LLC
Delaware
Garnet Community Investments XII, LLC (0.01%); J.P. Morgan Chase Bank, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XII-C, LLC
Delaware
Garnet Community Investments XII, LLC (.01%); NorLease, Inc., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XIII, LLC
Delaware
Garnet Community Investments XII, LLC (.01%); and the following non-AEGON affiliates: Bank of America, N.A.( 73.39%); J.P. Morgan Chase Bank, N.A. (13.30%); NorLease, Inc. (13.30%)
Investments
Garnet LIHTC Fund XIII-A, LLC
Delaware
Garnet Community Investments XII, LLC (.01%); J.P. Morgan Chase Bank, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XIII-B, LLC
Delaware
Garnet Community Investments XII, LLC (.01%); Norlease, Inc., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XIV, LLC
Delaware
0.01% Garnet Community Investments, LLC; 49.995% Wells Fargo Bank, N.A.; and 49.995% Goldenrod Asset Management, Inc.
Investments
Garnet LIHTC Fund XV, LLC
Delaware
Members:  Garnet Community Investments, LLC (0.01%); Bank of America, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XVI, LLC
Delaware
Members:  Garnet Community Investments, LLC (0.01%); FNBC Leasing Corporation, a non-AEGON entity (99.99%)
Investments
Garnet LIHTC Fund XVII, LLC
Delaware
 Members: Garnet Community Investments, LLC (0.01%); I NG USA Annuity and Life Insurance company, a non-affiliate of AEGON  (12.999%), and ReliaStar Life Insurance Company, a non-affiliate of AEGON (86.991%).
Investments
 
 
C-8

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Garnet LIHTC Fund XVIII, LLC
Delaware
Members:  Garnet Community Investments XVIII, LLC (0.01%); Verizon Capital Corp., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XIX, LLC
Delaware
Members:  Garnet Community Investments, LLC (0.01%); Bank of America, N.A., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XX, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet LIHTC Fund XXI, LLC
Delaware
100% Garnet Community Investments, LLC
Investments
Garnet LIHTC Fund XXII, LLC
Delaware
Members:  Garnet Community Investments, LLC (0.01%); Norlease, Inc., a non-AEGON affiliate (99.99%)
Investments
Garnet LIHTC Fund XXIII, LLC
Delaware
Members:  Garnet Community Investments, LLC (0.01%); Idacorp Financial Services, Inc. (99.99%)
Investments
Garnet LIHTC Fund XXIV, LLC
Delaware
100% Garnet Community Investments, LLC
Investments
Garnet LIHTC Fund XXV, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet LIHTC Fund XXVI, LLC
Delaware
Members:  Garnet Community Investments XXVI, LLC (0.01%); American Income Life Insurance Company, a non-affiliate of AEGON (99.99%)
Investments
Garnet LIHTC Fund XXVII, LLC
Delaware
Sole Member - Transamerica Life Insurance Company
Investments
Garnet LIHTC Fund XXVIII, LLC
Delaware
Sole Member - Garnet Community Investments XXVIII, LLC
Real estate investments
Garnet LIHTC Fund XXIX, LLC
Delaware
Managing Member - Garnet Community Investments XXIX, LLC
Investments
Garnet LIHTC Fund XXX, LLC
Delaware
Managing Member - Garnet Community Investments XXX, LLC
Investments
Global Preferred Re Limited
Bermuda
100% AEGON USA, LLC
Reinsurance
Horizons Acquisition 5, LLC
Florida
Sole Member - PSL Acquisitions Operating, LLC
Development company
Horizons St. Lucie Development, LLC
Florida
Sole Member - PSL Acquisitions Operating, LLC
Development company
Innergy Lending, LLC
Delaware
50% World Financial Group, Inc.; 50% ComUnity Lending, Inc.(non-AEGON entity)
In the process of being dissolved
Intersecurities Insurance Agency, Inc.
California
100% Western Reserve Life Assurance Co. of Ohio
Insurance agency
Investment Advisors International, Inc.
Delaware
100% AUSA Holding Company
Investments
Investors Warranty of America, Inc.
Iowa
100% AUSA Holding Co.
Leases business equipment
Legacy General Insurance Company
Canada
100% Canadian Premier Holdings Ltd.
Insurance company
 
 
C-9

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Life Investors Alliance, LLC
Delaware
100% Transamerica Life Insurance Company
Purchase, own, and hold the equity interest of other entities
Life Investors Financial Group, Inc.
Iowa
100% AUSA Holding Company
Special-purpose subsidiary
LIICA Holdings, LLC
Delaware
Sole Member:  Transamerica Life Insurance Company
To form and capitalize LIICA Re I, Inc.
LIICA Re I, Inc.
Vermont
100% LIICA Holdings, LLC
Captive insurance company
LIICA Re II, Inc.
Vermont
100%Transamerica Life Insurance Company
Captive insurance company
Massachusetts Fidelity Trust Company
Iowa
100% AUSA Holding Co.
Trust company
MLIC Re I, Inc.
Vermont
100% Stonebridge Life Insurance Company
Captive insurance company
Money Services, Inc.
Delaware
100% AUSA Holding Co.
Provides financial counseling for employees and agents of affiliated companies
Monumental General Administrators, Inc.
Maryland
100% AUSA Holding Company
Provides management services to unaffiliated third party administrator
Monumental Life Insurance Company
Iowa
99.72% Capital General Development Corporation; .28% Commonwealth General Corporation
Insurance Company
nVISION Financial, Inc.
Iowa
100% AUSA Holding Company
Special-purpose subsidiary
National Association Management and Consultant Services, Inc.
Maryland
100% Monumental General Administrators, Inc.
Provides actuarial consulting services
NEF Investment Company
California
100% Transamerica Life Insurance Company
Real estate development
New Markets Community Investment Fund, LLC
Iowa
50% AEGON Institutional Markets, Inc.; 50% AEGON USA Realty Advisors, Inc.
Community development entity
Oncor Insurance Services, LLC
Iowa
Sole Member - Life Investors Financial Group, Inc.
Direct sales of term life insurance
Peoples Benefit Services, Inc.
Pennsylvania
100%   Stonebridge Life Insurance Company
Special-purpose subsidiary
Pine Falls Re, Inc.
Vermont
100% Stonebridge Life Insurance Company
Captive insurance company
Primus Guaranty, Ltd.
Bermuda
Partners are:  Transamerica Life Insurance Company (13.1%) and non-affiliates of AEGON:  XL Capital, Ltd. (34.7%); CalPERS/PCO Corporate Partners Fund, LLC (13.0%); Radian Group (11.1%). The remaining 28.1% of stock is publicly owned.
Provides protection from default risk of investment grade corporate and sovereign issues of financial obligations.
Prisma Holdings, Inc. I
Delaware
100% AEGON USA Asset Management Holding, LLC
Holding company
Prisma Holdings, Inc. II
Delaware
100% AEGON USA Asset Management Holding, LLC
Holding company
PSL Acquisitions, LLC
Iowa
Sole Member:  Investors Warranty of America, Inc.
Aquirer of Core Florida mortgage loans from Investors Warranty and holder of foreclosed read estate.
PSL Acquisitions Operating, LLC
Iowa
Sole Member:  Investors Warranty of America, Inc.
Owner of Core subsidiary entities
Pyramid Insurance Company, Ltd.
Hawaii
100% Transamerica Corporation
Property & Casualty Insurance
 
 
C-10

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Quantitative Data Solutions, LLC
Delaware
100% Transamerica Life Insurance Company
Special purpose corporation
RCC North America LLC
Delaware
100% AEGON USA, LLC
Real estate
Real Estate Alternatives Portfolio 1 LLC
Delaware
Members:  Transamerica Life Insurance Company (90.959%); Monumental Life Insurance Company (6.301%); Transamerica Financial Life Insurance Company (2.74%). Manager:  AEGON USA Realty Advisors, Inc.
Real estate alternatives investment
Real Estate Alternatives Portfolio 2 LLC
Delaware
Members are:  Transamerica Life Insurance Company (90.25%); Transamerica Financial Life Insurance Company (7.5%); Stonebridge Life Insurance Company (2.25%).  Manager:  AEGON USA Realty Advisors, Inc.
Real estate alternatives investment
Real Estate Alternatives Portfolio 3 LLC
Delaware
Members are:  Transamerica Life Insurance Company (73.4%); Monumental Life Insurance Company (25.6%); Stonebridge Life Insurance Company (1%).  Manager:  AEGON USA Realty Advisors, Inc.
Real estate alternatives investment
Real Estate Alternatives Portfolio 3A, Inc.
Delaware
Members:  Monumental Life Insurance Company (37%);   Transamerica Financial Life Insurance Company (9.4%); Transamerica Life Insurance Company (52.6%); Stonebridge Life Insurance Company (1%)
Real estate alternatives investment
Real Estate Alternatives Portfolio 4 HR, LLC
Delaware
Members are:  Transamerica Life Insurance Company (64%);  Monumental Life Insurance Company (32%); Transamerica Financial Life Insurance Company (4%).  Manager:  AEGON USA Realty Advisors, Inc.
Investment vehicle for alternative real estate investments that are established annually for our affiliated companies common investment
Real Estate Alternatives Portfolio 4 MR, LLC
Delaware
Members are:  Transamerica Life Insurance Company (64%);  Monumental Life Insurance Company (32%); Transamerica Financial Life Insurance Company (4%).  Manager:  AEGON USA Realty Advisors, Inc.
Investment vehicle for alternative real estate investments that are established annually for our affiliated companies common investment
Real Estate Alternatives Portfolio 5 RE, LLC
Delaware
AEGON USA Realty Advisors, LLC is non-owner Manager; no ownership interests at this time.
Real estate investments
Realty Information Systems, Inc.
Iowa
100% Transamerica Realty Services, LLC
Information Systems for real estate investment management


 

 
C-11

 


Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Retirement Project Oakmont
California
General Partner: Transamerica Oakmont Retirement Associates, a CA limited partnership; Transamerica Life Insurance Company (limited partner); and Oakmont Gardens, a CA limited partnership (non-AEGON entity limited partner).  General Partner of Transamerica Oakmont Retirement Associates is Transamerica Oakmont Corporation. 100 units of limited partnership interests widely held by individual investors.
Senior living apartment complex
River Ridge Insurance Company
Vermont
100% AEGON Management Company
Captive insurance company
Second FGP LLC
Delaware
100% FGH USA LLC
Real estate
Selient Inc.
Canada
100% Canadian Premier Holdings Ltd.
Application service provider providing loan origination platforms to Canadian credit unions.
Seventh FGP LLC
Delaware
100% FGH USA LLC
Real estate
Short Hills Management Company
New Jersey
100% AEGON U.S. Holding Corporation
Holding company
Southwest Equity Life Insurance Company
Arizona
Voting common stock is allocated 75% of total cumulative vote - AEGON USA,  LLC. Participating Common stock (100% owned by non-AEGON shareholders) is allocated 25% of total cumulative vote.
Insurance
St. Lucie West Development Company, LLC
Florida
Sole Member - PSL Acquisitions Operating, LLC
Development company
Stonebridge Benefit Services, Inc.
Delaware
100% Commonwealth General Corporation
Health discount plan
Stonebridge Casualty Insurance Company
Ohio
100% AEGON USA, LLC
Insurance company
Stonebridge Group, Inc.
Delaware
100% Commonwealth General Corporation
General purpose corporation
Stonebridge International Insurance Ltd.
UK
100% Cornerstone International Holdings Ltd.
General insurance company
Stonebridge Life Insurance Company
Vermont
100% Commonwealth General Corporation
Insurance company
Stonebridge Reinsurance Company
Vermont
100% Stonebridge Life Insurance Company
Captive insurance company
TAH-MCD IV, LLC
Iowa
Sole Member - Transamerica Affordable Housing, Inc.
Serve as the general partner for McDonald Corporate Tax Credit Fund IV Limited Partnership
TAH Pentagon Funds, LLC
Iowa
Sole Member - Transamerica Affordable Housing, Inc.
Serve as a general partner in a lower-tier tax credit entity
TAHP Fund 1, LLC
Delaware
Investor Member:  Monumental Life Insurance Company
Real estate investments
TAHP Fund 2, LLC
Delaware
Sole Member - Garnet LIHTC Fund VIII, LLC
Low incoming housing tax credit
 
 
C-12

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
TAHP Fund VII, LLC
Delaware
Investor Member:  Garnet LIHTC Fund XIX, LLC
Real estatement investments
TCF Asset Management Corporation
Colorado
100% TCFC Asset Holdings, Inc.
A depository for foreclosed real and personal property
TCFC Air Holdings, Inc.
Delaware
100% Transamerica Commercial Finance Corporation, I
Holding company
TCFC Asset Holdings, Inc.
Delaware
100% Transamerica Commercial Finance Corporation, I
Holding company
TCFC Employment, Inc.
Delaware
100% Transamerica Commercial Finance Corporation, I
Used for payroll for employees at Transamerica Finance Corporation
The AEGON Trust Advisory Board:    Mark W. Mullin, Alexander R. Wynaendts, and Craig D. Vermie
Delaware
AEGON International B.V.
Voting Trust
The RCC Group, Inc.
Delaware
100% FGH USA LLC
Real estate
THH Acquisitions, LLC
Iowa
Sole Member - Investors Waranty of America, Inc.
Acquirer of Core South Carolina mortgage loans from Investors Warranty of America, Inc. and holder of foreclosed real estate.
TIHI Canada Holding, LLC
Iowa
Sole Member - Transamerica International Holdings, Inc.
Holding company
TIHI Mexico, S. de R.L. de C.V.
Mexico
95% Transamerica International Holdings, Inc.; 5% Transamerica Life Insurance Company
To render and receive all kind of administrative, accountant, mercantile and financial counsel and assistance to and from any other Mexican or foreign corporation, whether or not this company is a shareholder of them
Tradition Development Company, LLC
Florida
Sole Member - PSL Acquisitions Operating, LLC
Development company
Tradition Irrigation Company, LLC
Florida
Sole Member - PSL Acquisitions Operating, LLC
Irrigation company
Transamerica Accounts Holding Corporation
Delaware
100% TCFC Asset Holdings, Inc.
Holding company
Transamerica Advisors Life Insurance Company
Arkansas
100% AEGON USA, LLC
Insurance company
Transamerica Advisors Life Insurance Company of New York
New York
100% AEGON USA, LLC
Insurance company
Transamerica Affinity Services, Inc.
Maryland
100% AEGON Direct Marketing Services, Inc.
Marketing company
Transamerica Affordable Housing, Inc.
California
100% Transamerica Realty Services, LLC
General partner LHTC Partnership
Transamerica Annuity Service Corporation
New Mexico
100% Transamerica International Holdings, Inc.
Performs services required for structured settlements
Transamerica Asset Management, Inc.
Florida
Western Reserve Life Assurance Co. of Ohio owns 77%; AUSA Holding Co. owns 23%.
Fund advisor
Transamerica Aviation LLC
Delaware
100% TCFC Air Holdings, Inc.
Special purpose corporation
Transamerica Capital, Inc.
California
100% AUSA Holding Co.
Broker/Dealer
Transamerica Commercial Finance Corporation, I
Delaware
100% Transamerica Finance Corporation
Holding company
Transamerica Consultora Y Servicios Limitada
Chile
95% Transamerica Life Insurance Company; 5% Transamerica International Holdings, Inc.
Special purpose limited liability corporation
 
 
C-13

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Transamerica Consumer Finance Holding Company
Delaware
100% TCFC Asset Holdings, Inc.
Consumer finance holding company
Transamerica Corporation
Delaware
100% The AEGON Trust
Major interest in insurance and finance
Transamerica Corporation
Oregon
100% Transamerica Corporation
Holding company
Transamerica Direct Marketing Asia Pacific Pty Ltd.
Australia
100% AEGON DMS Holding B.V.
Holding company
Transamerica Direct Marketing Consultants, LLC
Maryland
51% Hugh J. McAdorey; 49% AEGON Direct Marketing Services, Inc.
Provide consulting services ancillary to the marketing of insurance products overseas.
Transamerica Direct Marketing Consultants Private Limited
India
100% AEGON DMS Holding B.V.
Marketing consultant
Transamerica Distribution Finance - Overseas, Inc.
Delaware
100% TCFC Asset Holdings, Inc.
Commercial Finance
Transamerica Finance Corporation
Delaware
100% Transamerica Corporation
Commercial & Consumer Lending & equipment leasing
Transamerica Financial Advisors, Inc. (f/k/a InterSecurities, Inc.)
Delaware
1,00 shares owned by AUSA Holding Company; 209 shares owned by Transamerica International Holdings, Inc.
Broker/Dealer
Transamerica Financial Life Insurance Company
New York
87.40% AEGON USA, LLC; 12.60% Transamerica Life Insurance Company
Insurance
Transamerica Fund Services, Inc.
Florida
Western Reserve Life Assurance Co. of Ohio owns 44%; AUSA Holding Company owns 56%
Mutual fund
Transamerica Funding LP
U.K.
99% Transamerica Leasing Holdings, Inc.; 1% Transamerica Commercial Finance Corporation, I
Intermodal leasing
Transamerica Home Loan
California
100% Transamerica Consumer Finance Holding Company
Consumer mortgages
Transamerica Insurance Marketing Asia Pacific Pty Ltd.
Australia
100% Transamerica Direct Marketing Asia Pacific Pty Ltd.
Insurance intermediary
Transamerica International Direct Marketing Consultants, LLC
Maryland
51% Hugh J. McAdorey; 49% AEGON Direct Marketing Services, Inc.
Provide consulting services ancillary to the marketing of insurance products overseas.
Transamerica International Holdings, Inc.
Delaware
100% AEGON USA, LLC
Holding company
Transamerica International RE (Bermuda) Ltd.
Bermuda
100% AEGON USA, LLC
Reinsurance
Transamerica International Re Escritório de Representação no Brasil Ltd
Brazil
95% Transamerica International Re(Bermuda) Ltd.; 5% Transamerica International Holdings, Inc.
Insurance and reinsurance consulting
Transamerica Investment Holdings, LLC
Delaware
100 shares of Class A stock owned by Transamerica Investment Services, Inc.; 1,902.82 shares of Class B stock owned by Professional Members (employees of Transamerica Investment Services, Inc.)
Holding company
 
 
C-14

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Transamerica Investment Management, LLC
Delaware
81.75% Transamerica Investment Services, Inc. as Original Member; 18.25% owned by Professional Members (employees of Transamerica Investment Services, Inc.)
Investment advisor
Transamerica Investment Services, LLC
Delaware
100% AEGON USA Asset Management Holding, LLC
Holding company
Transamerica Investors, Inc.
Maryland
100% Transamerica Asset Management, Inc.
Open-end mutual fund
Transamerica Leasing Holdings, Inc.
Delaware
100% Transamerica Finance Corporation
Holding company
Transamerica Life (Bermuda) Ltd.
Bermuda
100% Transamerica  Life Insurance Company
Long-term life insurer in Bermuda - - will primarily write fixed universal life and term insurance
Transamerica Life Canada
Canada
100% AEGON Canada ULC
Life insurance company
Transamerica Life Insurance Company
Iowa
676,190 shares Common Stock owned by Transamerica International Holdings, Inc.; 86,590 shares of Preferred Stock owned by Transamerica Corporation;  30,564 shares of Preferred Stock owned by AEGON USA, LLC
Insurance
Transamerica Life Solutions, LLC
Delaware
Investors Warranty of America, Inc. - sole member
Provision of marketing, training, educational, and support services to life insurance professionals relating to the secondary market for life insurance, primarily through its affiliation with LexNet, LP, a life settlements marketplace.
Transamerica Minerals Company
California
100% Transamerica Realty Services, LLC
Owner and lessor of oil and gas properties
Transamerica Oakmont Corporation
California
100% Transamerica International Holdings, Inc.
General partner retirement properties
Transamerica Oakmont Retirement Associates
California
General Partner is Transamerica Oakmont Corporation. 100 units of limited partnership interests widely held by individual investors.
Senior living apartments
Transamerica Pacific Insurance Company, Ltd.
Hawaii
26,000 shares common stock owned by Commonwealth General Corporation; 1,000 shares of common stock owned by Transamerica International Holdings, Inc.
Life insurance
Transamerica Pyramid Properties LLC
Iowa
100% Transamerica Life Insurance Company
Realty limited liability company
Transamerica Realty Investment Properties LLC
Delaware
100% Transamerica Life Insurance Company
Realty limited liability company
Transamerica Realty Services, LLC
Delaware
AUSA Holding Company - sole Member
Real estate investments
Transamerica Retirement Management, Inc.
Minnesota
100% AEGON Financial Services Group, Inc.
Life Insurance and underwriting services
 
 
C-15

 
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Transamerica Retirement Services Corp.
Ohio
100% AUSA Holding Company
Record keeping
Transamerica Small Business Capital, Inc.
Delaware
100% TCFC Asset Holdings, Inc.
Holding company
Transamerica Trailer Leasing Sp. Z.O.O.
Poland
100% Transamerica Leasing Holdings, Inc.
Leasing
Transamerica Vendor Financial Services Corporation
Delaware
100% TCFC  Asset Holdings, Inc.
Provides commercial leasing
United Financial Services, Inc.
Maryland
100% AEGON USA,  LLC
General agency
Universal Benefits, LLC
Iowa
100% AUSA Holding Co.
Third party administrator
Western Reserve Life Assurance Co. of Ohio
Ohio
100% AEGON USA, LLC
Insurance
WFG China Holdings, Inc.
Delaware
100% World Financial Group, Inc.
Hold interest in Insurance Agency located in Peoples Republic of China
WFG Insurance Agency of Puerto Rico, Inc.
Puerto Rico
100% World Financial Group Insurance Agency, Inc.
Insurance agency
WFG Properties Holdings, LLC
Georgia
100% World Financial Group, Inc.
Marketing
WFG Property & Casualty Insurance Agency of California, Inc.
California
100% WFG Property & Casualty Insurance Agency, Inc.
Insurance agency
WFG Property & Casualty Insurance Agency of Nevada, Inc.
Nevada
100% WFG Property & Casualty Insurance Agency, Inc.
Insurance agency
WFG Property & Casualty Insurance Agency, Inc.
Georgia
100% World Financial Group Insurance Agency, Inc.
Insurance agency
WFG Reinsurance Limited
Bermuda
51% owned by World Financial Group, Inc; remaining 49% is annually offered to independent contractors associated with WFG Reinsurance Ltd.
Reinsurance
WFG Securities of Canada, Inc.
Canada
100% World Financial Group Holding Company of Canada, Inc.
Mutual fund dealer
World Financial Group Holding Company of Canada Inc.
Canada
100% Transamerica International Holdings, Inc.
Holding company
World Financial Group, Inc.
Delaware
100% AEGON Asset Management Services, Inc.
Marketing
World Financial Group Insurance Agency of Canada Inc.
Ontario
50% World Financial Group Holding Co. of Canada Inc.; 50% World Financial Group Subholding Co. of Canada Inc.
Insurance agency
World Financial Group Insurance Agency of Hawaii, Inc.
Hawaii
100% World Financial Group Insurance Agency, Inc.
Insurance agency
World Financial Group Insurance Agency of Massachusetts, Inc.
Massachusetts
100% World Financial Group Insurance Agency, Inc.
Insurance agency
World Financial Group Insurance Agency of Wyoming, Inc.
Wyoming
100% World Financial Group Insurance Agency, Inc.
Insurance agency
World Financial Group Insurance Agency, Inc.
California
100% Western Reserve Life Assurance Co. of Ohio
Insurance agency
World Financial Group Subholding Company of Canada Inc.
Canada
100% World Financial Group Holding Company of Canada, Inc.
Holding company
World Group Securities, Inc.
Delaware
100% AEGON Asset Management Services, Inc.
Broker-dealer
Zahorik Company, Inc.
California
100% AUSA Holding Co.
Inactive
Name
Jurisdiction of Incorporation
Percent of Voting
Securities Owned
Business
Zero Beta Fund, LLC
Delaware
Members are:  Transamerica Life Insurance Company (74.0181%);  Monumental Life Insurance Company (23.6720%); Transamerica Financial Life Insurance Company (2.3097%).  Manager:  AEGON USA Investment Management LLC
Aggregating vehicle formed to hold various fund investments.


Item 29.                 Indemnification

Provisions exist under the Ohio General Corporation Law, the Second Amended Articles of Incorporation of Western Reserve and the Amended Code of Regulations of Western Reserve whereby Western Reserve may indemnify certain persons against certain payments incurred by such persons.  The following excerpts contain the substance of these provisions.

Ohio General Corporation Law

Section 1701.13  Authority of corporation.

(E)(1)                  A corporation may indemnify or agree to indemnify any person who was or is a party or is threatened to be made a party, to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative, other than an action by or in the right of the corporation, by reason of the fact that he is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation (including a subsidiary of this corporation), domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise, against expenses, including attorneys' fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit, or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.  The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendre or its equivalent, shall not, of itself create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the corporation, and with respect to any criminal action or proceeding, he had reasonable cause to believe that his conduct was unlawful.

(2)          A corporation may indemnify or agree to indemnify any person who was or is a party, or is threatened to be made a party to any threatened, pending, or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that he is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation, domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise, against expenses, including attorneys' fees, actually and reasonably incurred by him in connection with the defense or settlement of such action or suit if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, except that no indemnification shall be made in respect of any of the following:

(a)          Any claim, issue, or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his duty to the corporation unless, and only to the extent that the court of common pleas, or the court in which such action or suit was brought determines upon application that, despite the adjudication of liability, but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses as the court of common pleas or such other court shall deem proper;

 
C-16

 
(b)          Any action or suit in which the only liability asserted against a director is pursuant to section 1701.95 of the Revised Code.

(3)          To the extent that a director, trustee, officer, employee, or agent has been successful on the merits or otherwise in defense of any action, suit, or proceeding referred to in divisions (E)(1) and (2) of this section, or in defense of any claim, issue, or matter therein, he shall be indemnified against expenses, including attorneys' fees, actually and reasonably incurred by him in connection therewith.

(4)          Any indemnification under divisions (E)(1) and (2) of this section, unless ordered by a court, shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the director, trustee, officer, employee, or agent is proper in the circumstances because he has met the applicable standard of conduct set forth in divisions (E)(1) and (2) of this section. Such determination shall be made as follows:

(a)          By a majority vote of a quorum consisting of directors of the indemnifying corporation who were not and are not parties to or threatened with any such action, suit, or proceeding;

(b)          If the quorum described in division (E)(4)(a) of this section is not obtainable or if a majority vote of a quorum of disinterested directors so directs, in a written opinion by independent legal counsel other than an attorney, or a firm having associated with it an attorney, who has been retained by or who has performed services for the corporation, or any person to be indemnified within the past five years;

(c)          By the shareholders;

(d)          By the court of common pleas or the court in which such action, suit, or proceeding was brought.

Any determination made by the disinterested directors under division (E)(4)(a) or by independent legal counsel under division (E)(4)(b) of this section shall be promptly communicated to the person who threatened or brought the action or suit by or in the right of the corporation under division (E)(2) of this section, and within ten days after receipt of such notification, such person shall have the right to petition the court of common pleas or the court in which such action or suit was brought to review the reasonableness of such determination.

(5)(a)  Unless at the time of a director's act or omission that is the subject of an action, suit or proceeding referred to in divisions (E)(1) and (2) of this section, the articles or the regulations of a corporation state by specific reference to this division that the provisions of this division do not apply to the corporation and unless the only liability asserted against a director in an action, suit, or proceeding referred to in divisions (E)(1) and (2) of this section is pursuant to section 1701.95 of the Revised Code, expenses, including attorney's fees, incurred by a director in defending the action, suit, or proceeding shall be paid by the corporation as they are incurred, in advance of the final disposition of the action, suit, or proceeding upon receipt of an undertaking by or on behalf of the director in which he agrees to do both of the following:

(i)  Repay such amount if it is proved by clear and convincing evidence in a court of competent jurisdiction that his action or failure to act involved an act or omission undertaken with deliberate intent to cause injury to the corporation or undertaken with reckless disregard for the best interests of the corporation;

(ii)  Reasonably cooperate with the corporation concerning the action, suit, or proceeding.

(b)          Expenses, including attorneys' fees incurred by a director, trustee, officer, employee, or agent in defending any action, suit, or proceeding referred to in divisions (E)(1) and (2) of this section, may be paid by the corporation as they are incurred, in advance of the final disposition of the action, suit, or proceeding as authorized by the directors in the specific case upon receipt of an undertaking by or on behalf of the director, trustee, officer, employee, or agent to repay such amount, if it ultimately is determined that he is entitled to be indemnified by the corporation.

 
C-17

 
(6)          The indemnification authorized by this section shall not be exclusive of, and shall be in addition to,  any other rights granted to those seeking indemnification under the articles or the regulations or any agreement, vote of shareholders or disinterested directors, or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a director, trustee, officer, employee, or agent and shall inure to the benefit of the heirs, executors, and administrators of such a person.

(7)          A corporation may purchase and maintain insurance or furnish similar protection, including but not limited to trust funds, letters of credit, or self-insurance on behalf of or for any person who is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation,  domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise against any liability asserted against him and incurred by him in any such capacity, or arising out of his status as such, whether or not the corporation would have the power to indemnify him against such liability under this section.  Insurance may be purchased from or maintained with a person in which the corporation has a financial interest.

(8)          The authority of a corporation to indemnify persons pursuant to divisions (E)(1) and (2) of this section does not limit the payment of expenses as they are incurred, indemnification, insurance, or other protection that may be provided pursuant to divisions (E)(5), (6), and (7) of this section.  Divisions (E)(1) and (2) of this section do not create any obligation to repay or return payments made by the corporation pursuant to divisions (E)(5), (6), or (7).

(9)          As used in this division, references to "corporation" include all constituent corporations in a consolidation or merger and the new or surviving corporation, so that any person who is or was a director, officer, employee, or agent of such a constituent corporation, or is or was serving at the request of such constituent corporation as a director, trustee, officer, employee or agent of another corporation,  domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise, shall stand in the same position under this section with respect to the new or surviving corporation as he would if he had served the new or surviving corporation in the same capacity.

Second Amended Articles of Incorporation of Western Reserve

ARTICLE EIGHTH

EIGHTH:  (1)  The corporation may indemnify or agree to indemnify any person who was or is a party or is threatened to be made a party, to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative, other than an action by or in the right of the corporation, by reason of the fact that he is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation (including a subsidiary of this corporation), domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise, against expenses, including attorneys' fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit, or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.  The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendre or its equivalent, shall not, of itself create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the corporation, and with respect to any criminal action or proceeding, he had reasonable cause to believe that his conduct was unlawful.

(2)           The corporation may indemnify or agree to indemnify any person who was or is a party, or is threatened to be made a party to any threatened, pending, or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that he is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation (including a subsidiary of this corporation), domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise against expenses, including attorneys' fees, actually and reasonably incurred by him in connection with the defense or settlement of such action or suit if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, except that no indemnification shall be made in respect of any claim, issue, or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his duty to the corporation unless, and only to the extent that the court of common pleas, or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability, but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses as the court of common pleas or such other court shall deem proper.

 
C-18

 
(3)           To the extent that a director, trustee, officer, employee, or agent has been successful on the merits or otherwise in defense of any action, suit, or proceeding referred to in sections (1) and (2) of this article, or in defense of any claim, issue, or matter therein, he shall be indemnified against expenses, including attorneys' fees, actually and reasonably incurred by him in connection therewith.

(4)                                                               Any indemnification under sections (1) and (2) of this article, unless ordered by a court, shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the director, trustee, officer, employee, or agent is proper in the circumstances because he has met the applicable standard of conduct set forth in sections (1) and (2) of this article.  Such determination shall be made (a) by a majority vote of a quorum consisting of directors of the indemnifying corporation who were not and are not parties to or threatened with any such action, suit, or proceeding, or (b) if such a quorum is not obtainable or if a majority vote of a quorum of disinterested directors so directs, in a written opinion by independent legal counsel other than an attorney, or a firm having associated with it an attorney, who has been retained by or who has performed services for the corporation, or any person to be indemnified within the past five years, or (c) by the shareholders, or (d) by the court of common pleas or the court in which such action, suit, or proceeding was brought.  Any determination made by the disinterested directors under section (4)(a) or by independent legal counsel under section (4)(b) of this article shall be promptly communicated to the person who threatened or brought the action or suit by or in the right of the corporation under section (2) of this article, and within ten days after receipt of such notification, such person shall have the right to petition the court of common pleas or the court in which such action or suit was brought to review the reasonableness of such determination.

(5)                                                               Expenses, including attorneys' fees incurred in defending any action, suit, or proceeding referred to in sections (1) and (2) of this article, may be paid by the corporation in advance of the final disposition of such action, suit, or proceeding as authorized by the directors in the specific case upon receipt of a written undertaking by or on behalf of the director, trustee, officer, employee, or agent to repay such amount, unless it shall ultimately be determined that he is entitled to be indemnified by the corporation as authorized in this article.  If a majority vote of a quorum of disinterested directors so directs by resolution, said written undertaking need not be submitted to the corporation.  Such a determination that a written undertaking need not be submitted to the corporation shall in no way affect the entitlement of indemnification as authorized by this article.
(6)                                                               The indemnification provided by this article shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under the articles or the regulations or any agreement, vote of shareholders or disinterested directors, or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a director, trustee, officer, employee, or agent and shall inure to the benefit of the heirs, executors, and administrators of such a person.

(7)                                                               The Corporation may purchase and maintain insurance on behalf of any person who is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, trustee, officer, employee, or agent of another corporation (including a subsidiary of this corporation), domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise against any liability asserted against him and incurred by him in any such capacity or arising out of his status as such, whether or not the corporation would have the power to indemnify him against such liability under this section.

(8)                                                               As used in this section, references to "the corporation" include all constituent corporations in a consolidation or merger and the new or surviving corporation, so that any person who is or was a director, officer, employee, or agent of such a constituent corporation, or is or was serving at the request of such constituent corporation as a director, trustee, officer, employee or agent of another corporation (including a subsidiary of this corporation), domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise shall stand in the same position under this article with respect to the new or surviving corporation as he would if he had served the new or surviving corporation in the same capacity.

 
C-19

 
(9)          The foregoing provisions of this article do not apply to any proceeding against any trustee, investment manager or other fiduciary of an employee benefit plan in such person's capacity as such, even though such person may also be an agent of this corporation.  The corporation may indemnify such named fiduciaries of its employee benefit plans against all costs and expenses, judgments, fines, settlements or other amounts actually and reasonably incurred by or imposed upon said named fiduciary in connection with or arising out of any claim, demand, action, suit or proceeding in which the named fiduciary may be made a party by reason of being or having been a named fiduciary, to the same extent it indemnifies an agent of the corporation.  To the extent that the corporation does not have the direct legal power to indemnify, the corporation may contract with the named fiduciaries of its employee benefit plans to indemnify them to the same extent as noted above.  The corporation may purchase and maintain insurance on behalf of such named fiduciary covering any liability to the same extent that it contracts to indemnify.

Amended Code of Regulations of Western Reserve

ARTICLE V

Indemnification of Directors and Officers

Each Director, officer and member of a committee of this Corporation, and any person who may have served at the request of this Corporation as a Director, officer or member of a committee of any other corporation in which this Corporation owns shares of capital stock or of which this Corporation is a creditor (and his heirs, executors and administrators) shall be indemnified by the Corporation against all expenses, costs, judgments, decrees, fines or penalties as provided by, and to the extent allowed by, Article Eighth of the Corporation's Articles of Incorporation, as amended.

Rule 484 Undertaking

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers, and controlling persons of Western Reserve pursuant to the foregoing provisions or otherwise, Western Reserve 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 is, therefore, unenforceable.  In the event that a claim for indemnification against such liabilities (other than the payment by Western Reserve of expenses incurred or paid by a director, officer or controlling person of Western Reserve 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, Western Reserve 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 of 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.


 

 
C-20

 


Item 30.                    Principal Underwriter

(a)       Transamerica Capital, Inc. serves as the principal underwriter for:

Transamerica Capital, Inc. serves as the principal underwriter for the Retirement Builder Variable Annuity Account, Separate Account VA A, Separate Account VA B, Separate Account VA C, Separate Account VA D, Separate Account VA E, Separate Account VA F, Separate Account VA I, Separate Account VA J, Separate Account VA K, Separate Account VA L, Separate Account VA P, Separate Account VA Q, Separate Account VA R, Separate Account VA S, Separate Account VA W, Separate Account VA X, Separate Account VA Y; Separate Account VA EE, Separate Account VA FF, Separate Account VA-1, Separate Account VA-2L, Separate Account VA-5, Separate Account VA-6, Separate Account VA-7, Separate Account VA-8, Separate Account Fund B, Separate Account Fund C, Transamerica Corporate Separate Account Sixteen, Transamerica Separate Account R3, Separate Account VL, Separate Account VUL-1; Separate Account VUL-2, Separate Account VUL-3, Separate Account VUL-4, Separate Account VUL-5, Separate Account VUL-6, Separate Account VUL A, and Variable Life Account A. These accounts are separate accounts of Transamerica Life Insurance Company.

Transamerica Capital, Inc. serves as principal underwriter for Separate Account VA BNY, Separate Account VA GNY, Separate Account VA HNY, Separate Account VA QNY, Separate Account VA WNY, Separate Account VA YNY, TFLIC Separate Account VNY, Separate Account VA-2LNY, TFLIC Separate Account C, Separate Account VA-5NLNY, Separate Account VA-6NY, TFLIC Series Annuity Account and TFLIC Series Life Account.  These accounts are separate accounts of Transamerica Financial Life Insurance Company.

Transamerica Capital, Inc. serves as principal underwriter for Separate Account VA U, Separate Account VA V, Separate Account VA AA, WRL Series Life Account, WRL Series Life Account G, WRL Series Life Corporate Account, WRL Series Annuity Account and WRL Series Annuity Account B.  These accounts are separate accounts of Western Reserve Life Assurance Co. of Ohio.

Transamerica Capital, Inc. also serves as principal underwriter for Separate Account VA BB, Separate Account VA CC, Separate Account VA WM, and Separate Account VL E.  This account is a separate account of Monumental Life Insurance Company.

Transamerica Capital, Inc. also serves as principal underwriter for Merrill Lynch Life Variable Annuity Separate Account, Merrill Lynch Life Variable Annuity Separate Account A, Merrill Lynch Life Variable Annuity Separate Account B, Merrill Lynch Life Variable Annuity Separate Account C, Merrill Lynch Life Variable Annuity Separate Account D, Merrill Lynch Variable Life Separate Account, and Merrill Lynch Life Variable Life Separate Account II.  These accounts are separate accounts of Transamerica Advisors Life Insurance Company (formerly, Merrill Lynch Life Insurance Company ) .

Transamerica Capital, Inc. also serves as principal underwriter for ML of New York Variable Annuity Separate Account, ML of New York Variable Annuity Separate Account A, ML of New York Variable Annuity Separate Account B, ML of New York Variable Annuity Separate Account C, ML of New York Variable Annuity Separate Account D, ML of New York Variable Life Separate Account, and ML of New York Variable Life Separate Account II.  These accounts are separate accounts of Transamerica Advisors Life Insurance Company of New York (formerly, ML Life Insurance Company of New York ) .

Transamerica Capital, Inc. also serves as principal underwriter for Transamerica Series Trust, Transamerica Funds and Transamerica Investors, Inc.

 
C-21

 
(b)           Directors and Officers of Transamerica Capital, Inc.:

 
Name
Principal
Business Address
 
Position and Offices with Underwriter
 
Michael W. Brandsma
(2)
Director, President and Chief Financial Officer
 
David W. Hopewell
(2)
Director
Thomas A. Swank
(2)
Director
Blake S. Bostwick
(2)
Chief Operations Officer
Chief Marketing Officer
 
David R. Paulsen
(2)
Chief Sales Officer
 
Courtney John
(2)
Chief Compliance Officer and Vice President
 
Frank A. Camp
(1)
Secretary
 
Amy Angle
(4)
Assistant Vice President
 
John W. Fischer
(4)
Assistant Vice President
 
Elizabeth Belanger
( 3 )
Assistant Vice President
 
Margaret Cullem-Fiore
(4)
Assistant Vice President
 
Dennis P. Gallagher
(4)
Assistant Vice President
 
Karen D. Heburn
(4)
Vice President
 
Wesley J. Hodgson
(2)
Vice President
 
Christy Post-Rissin
(4)
Assistant Vice President
 
Brenda L. Smith
(4)
Assistant Vice President
 
Darin D. Smith
(1)
Assistant Vice President
 
Arthur D. Woods
(4)
Assistant Vice President
 
Tamara D. Barkdoll
(2)
Assistant Secretary
 
Erin K. Burke
(1)
Assistant Secretary
 
Kare n R. Wright
(2)
Assistant Treasurer
 
Lisa Wachendorf
(1)
Assistant Vice President
 
Shelley A. Mossman
(1)
Assistant Vice President
 



(1)     4333 Edgewood Road N.E., Cedar Rapids, IA  52499-0001
(2)     4600 S Syracuse St, Suite 1100, Denver, CO  80237-2719
(3)     4 40 Mamaroneck Avenue, Harrison NY 10528
(4)     570 Carillon Parkway, St. Petersburg, FL  33716
 
 
 
C-22

 
     

(c)       Compensation to Principal Underwriter:

 
 
Name of Principal Underwriter
Net Underwriting
Discounts and
Commissions*
Compensation on Events Occasioning the Deduction of A Deferred Sales Load
 
Brokerage Commissions
 
Other
Compensation
Transamerica Capital, Inc.
$
0
$20,084,067.96
0


* TCI passes through any commissions paid to it to the selling firms and does not retain any portion of such payments.


Item 31.                  Location of Accounts and Records

All accounts, books, or other documents required to be maintained by Section 31(a) of the 1940 Act and the rules promulgated thereunder are maintained by the Registrant through Western Reserve at
570 Carillon Parkway, St. Petersburg, Florida 33716, 4800 140th Avenue North, Clearwater, Florida 33762 or 12855 Starkey Road, Largo, Florida 33773.
 
 
Item 32.                  Management Services

Not Applicable

Item 33.                  Fee Representation

Western Reserve hereby represents that the fees and charges deducted under the WRL Freedom Equity Protector Policies, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by Western Reserve.






 

 
C-23

 


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No.31 to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of St. Petersburg, State of Florida, on this 21st  day of April 2011.

WRL SERIES LIFE ACCOUNT
(Registrant)
 
By: /s/  Brenda K. Clancy
Brenda K. Clancy*/, Chairman of the Board and President of Western Reserve Life Assurance Co. of Ohio
 
WESTERN RESERVE LIFE ASSURANCE CO. OF OHIO
(Depositor)
 
By: /s/ Brenda K. Clancy
Brenda K. Clancy */, Chairman of the Board and President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 31 to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
Signature
Title
Date
     
/s/ Darryl D. Button
Director
April 21, 2011
Darryl D. Button*/
   
     
/s/ Charles T. Boswell
Director and Chief Executive Officer
 April 21, 2011
Charles T. Boswell */
   
     
/s/ Brenda K. Clancy
Chairman of the Board and President
 April 21, 2011
Brenda K. Clancy */
   
     
/s/ Eric J. Martin
Vice President and Corporate Controller
April 21, 2011
Eric J. Martin */
   
     
/s/ John R. Hunter
Director and Chief Financial Officer
 April 21, 2011
John R. Hunter */
   
     
/s/ Arthur C. Schneider
Director, Senior Vice President and
April 21, 2011
Arthur C. Schneider */
Chief Tax Officer
 
     
/s/ Arthur D. Woods
   
*/ Signed by Arthur D. Woods, Esq.
   

     As Attorney in Fact pursuant to the Powers of Attorney




 
C-24

 



Exhibit Index

Exhibit
No.
Description
of Exhibit
   
26(k)
Opinion and Consent of Arthur D. Woods, Esq. as to the Legality of the Securities being Registered
   
26(l)
Opinion and Consent of Lorne Schinbein as to Actuarial Matters Pertaining to the Securities Being Registered
   
26(n)(i)
Written Consent of Ernst & Young LLP
   
   



 
 

 








 
Exhibit 26(k)

Opinion and Consent of Arthur D. Woods., Esq. as to the Legality of the Securities being Registered


 
 

 


Insert Opinion

 
 

 


 



Exhibit 26(l)

Opinion and Consent of Lorne Schinbein
as to Actuarial Matters Pertaining to the Securities Being Registered

 
 

 


Insert Opinion


 
 

 
 



Exhibit 26(n)(i)

Consent of Ernst & Young LLP

 
 

 
 



Insert Consent