SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    ---------

                                    FORM 10-Q

(Mark One)
[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended  March 31, 2000
                                       -----------------------------------------

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the transition period from                   to
                                       ------------------     ------------------

Commission file number     33-87272, 333-51353, 333-28765, 333-28681, 333-28743,
                         -------------------------------------------------------
                           333-51949, 333-65009, 333-66745, 333-76941,333-76945
                         -------------------------------------------------------

                     GOLDEN AMERICAN LIFE INSURANCE COMPANY
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

Delaware                                             41-0991508
--------------------------------------------------------------------------------
(State or other jurisdiction of           (IRS employer identification no.)
 incorporation or organization)

1475 Dunwoody Drive, West Chester, Pennsylvania              19380-1478
--------------------------------------------------------------------------------
(Address of principal executive offices)                     (Zip code)

Registrant's telephone number, including area code (610) 425-3400
                                                   -----------------------------


--------------------------------------------------------------------------------
              Former name, former address and formal fiscal year,
                          if changed since last report


Indicate by check whether the registrant (1) has filed all reports  required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ]


                     APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest  practicable date: 250,000 shares of Common Stock
as of May 10, 2000.

NOTE:  WHEREAS GOLDEN  AMERICAN LIFE INSURANCE  COMPANY MEETS THE CONDITIONS SET
FORTH IN GENERAL  INSTRUCTION  H(1)(a)  AND (b) OF FORM 10Q,  THIS FORM IS BEING
FILED WITH THE REDUCED DISCLOSURE FORMAT PURSUANT TO GENERAL INSTRUCTION H(2).

Exhibit index - Page 20                                             Page 1 of 24

<PAGE>
<TABLE>
<CAPTION>

                                                        FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

Person for whom the Financial Information is given:                 Golden American Life Insurance Company

Condensed Consolidated Statements of Operations (Unaudited):

                                                                      For the Three                For the Three
                                                                       Months Ended                 Months Ended
                                                                     March 31, 2000               March 31, 1999
                                                               -------------------------------------------------------
                                                                                 (DOLLARS IN THOUSANDS)
<S>                                                                        <C>                          <C>
   Revenues:
      Annuity and interest sensitive life product charges                   $35,670                     $14,821
      Management fee revenue                                                  4,318                       1,815
      Net investment income                                                  15,992                      13,883
      Realized gains (losses) on investments                                 (1,309)                         47
      Other income                                                            3,526                       3,504
                                                               -------------------------------------------------------
                                                                             58,197                      34,070

   Insurance benefits and expenses:
      Annuity and interest sensitive life benefits:
        Interest credited to account balances                                54,007                      36,393
        Benefit claims incurred in excess of account balances                 2,052                         666
      Underwriting, acquisition, and insurance expenses:
        Commissions                                                          57,476                      35,767
        General expenses                                                     20,282                      13,007
        Insurance taxes, state licenses, and fees                             1,830                       1,171
        Policy acquisition costs deferred                                  (105,957)                    (62,400)
        Amortization:
          Deferred policy acquisition costs                                  17,730                       4,722
          Value of purchased insurance in force                               1,244                       1,507
          Goodwill                                                              945                         945
                                                               -------------------------------------------------------
                                                                             49,609                      31,778
   Interest expense                                                           5,077                       1,614
                                                               -------------------------------------------------------
                                                                             54,686                      33,392
                                                               -------------------------------------------------------
   Income before income taxes                                                 3,511                         678

   Income taxes                                                               1,621                         622
                                                               -------------------------------------------------------

   Net income                                                                $1,890                         $56
                                                               =======================================================














See accompnaying notes.

                                                                  2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


Condensed Consolidated Balance Sheets (Unaudited):

                                                                                  March 31, 2000          December 31, 1999
                                                                              ------------------------------------------------
                                                                                (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

<S>                                                                                  <C>                      <C>
ASSETS
Investments:
  Fixed maturities, available for sale, at fair value
    (cost:  2000 - $843,980; 1999 - $858,052)                                           $818,868                $835,321
  Equity securities, at fair value (cost: 2000 - $9,671; 1999 - $14,952)                  11,815                  17,330
  Mortgage loans on real estate                                                          103,903                 100,087
  Policy loans                                                                            11,864                  14,157
  Short-term investments                                                                  40,805                  80,191
                                                                              ------------------------------------------------
Total investments                                                                        987,255               1,047,086

Cash and cash equivalents                                                                 16,568                  14,380
Reinsurance recoverable                                                                   17,308                  14,834
Due from affiliates                                                                        1,900                     637
Accrued investment income                                                                 12,114                  11,198
Deferred policy acquisition costs                                                        618,208                 528,957
Value of purchased insurance in force                                                     30,697                  31,727
Current income taxes recoverable                                                               8                      35
Deferred income tax asset                                                                 20,405                  21,943
Property and equipment, less allowances for depreciation of
  $3,885 in 2000 and $3,229 in 1999                                                       14,362                  13,888
Goodwill, less accumulated amortization of $9,131 in 2000
  and $8,186 in 1999                                                                     141,996                 142,941
Other assets                                                                               6,758                   2,514
Separate account assets                                                                8,946,953               7,562,717
                                                                              ------------------------------------------------
Total assets                                                                         $10,814,532              $9,392,857
                                                                              ================================================

LIABILITIES AND STOCKHOLDER'S EQUITY
Policy liabilities and accruals:
  Future policy benefits:
    Annuity and interest sensitive life products                                        $999,856              $1,033,701
    Unearned revenue reserve                                                               6,603                   6,300
  Other policy claims and benefits                                                            87                       8
                                                                              ------------------------------------------------
                                                                                       1,006,546               1,040,009

Surplus notes                                                                            245,000                 245,000
Revolving note payable                                                                        --                   1,400
Due to affiliates                                                                          2,526                   9,547
Other liabilities                                                                         55,062                  56,335
Separate account liabilities                                                           8,946,953               7,562,717
                                                                              ------------------------------------------------
                                                                                      10,256,087               8,915,008
Commitments and contingencies

Stockholder's equity:
  Common stock, par value $10 per share, authorized, issued,
    and outstanding  250,000 shares                                                        2,500                   2,500
  Additional paid-in capital                                                             548,640                 468,640
  Accumulated other comprehensive loss                                                   (10,448)                 (9,154)
  Retained earnings                                                                       17,753                  15,863
                                                                              ------------------------------------------------
Total stockholder's equity                                                               558,445                 477,849
                                                                              ------------------------------------------------
Total liabilities and stockholder's equity                                           $10,814,532              $9,392,857
                                                                              ================================================



See accompanying notes.


                                                                 3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


Condensed Consolidated Statements of Cash Flows (Unaudited):

                                                                                  For the Three            For the Three
                                                                                   Months Ended             Months Ended
                                                                                 March 31, 2000           March 31, 1999
                                                                            -------------------------------------------------
                                                                                           (DOLLARS IN THOUSANDS)

<S>                                                                                   <C>                      <C>
NET CASH USED IN OPERATING ACTIVITIES                                                 $(42,907)                 $(2,081)

INVESTING ACTIVITIES
Sale, maturity, or repayment of investments:
   Fixed maturities - available for sale                                                 69,427                  34,870
   Equity securities                                                                      5,195                      --
   Mortgage loans on real estate                                                            832                   2,992
   Policy loans - net                                                                     2,293                      --
   Short-term investments - net                                                          39,386                      --
                                                                            -------------------------------------------------
                                                                                        117,133                  37,862

Acquisition of investments:
   Fixed maturities - available for sale                                                (57,212)                (61,852)
   Mortgage loans on real estate                                                         (4,725)                     --
   Policy loans - net                                                                        --                    (415)
   Short term investments - net                                                              --                 (17,912)
                                                                            -------------------------------------------------
                                                                                        (61,937)                (80,179)
Net purchase of property and equipment                                                   (1,130)                 (3,368)
Issuance of reciprocal loan agreement receivables                                       (16,900)                     --
Receipt of repayment of reciprocal loan agreement receivables                            16,900                      --
                                                                            -------------------------------------------------
Net cash provided by (used in) investing activities                                      54,066                 (45,685)

FINANCING ACTIVITIES
Proceeds from reciprocal loan agreement borrowings                                       58,000                  13,400
Repayment of reciprocal loan agreement borrowings                                       (58,000)                (13,400)
Proceeds from revolving note payable                                                     34,600                  18,150
Repayment of revolving note payable                                                     (36,000)                (18,150)
Receipts from annuity and interest sensitive life
   policies credited to account balances                                                172,790                 168,327
Return of account balances on annuity
   and interest sensitive life policies                                                 (45,591)                (23,912)
Net reallocations to Separate Accounts                                                 (214,770)               (112,644)
Contribution from parent                                                                 80,000                  20,000
                                                                            -------------------------------------------------
Net cash provided by (used in) financing activities                                      (8,971)                 51,771
                                                                            -------------------------------------------------

Increase in cash and cash equivalents                                                     2,188                   4,005

Cash and cash equivalents at beginning of period                                         14,380                   6,679
                                                                            -------------------------------------------------

Cash and cash equivalents at end of period                                              $16,568                 $10,684
                                                                            =================================================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for:
   Interest                                                                              $7,121                  $1,127
   Income taxes                                                                              28                      --


See accompnaying notes.


                                                                 4
</TABLE>
<PAGE>


NOTE 1 -- BASIS OF PRESENTATION


The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and the  instructions  to Form  10-Q and  Article  10 of
Regulation S-X. Accordingly,  the financial statements do not include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
considered necessary for a fair presentation have been included. All adjustments
were of a normal  recurring  nature,  unless  otherwise  noted  in  Management's
Discussion and Analysis and the Notes to Financial Statements. Operating results
for the three months ended March 31, 2000 are not necessarily  indicative of the
results  that may be  expected  for the year ending  December  31,  2000.  These
financial statements should be read in conjunction with the financial statements
and related footnotes  included in the Golden American Life Insurance  Company's
annual report on Form 10-K for the year ended December 31, 1999.

CONSOLIDATION
The condensed  consolidated  financial  statements  include Golden American Life
Insurance  Company ("Golden  American") and its wholly owned  subsidiary,  First
Golden  American Life  Insurance  Company of New York ("First  Golden," and with
Golden American,  collectively,  the "Companies").  All significant intercompany
accounts and transactions have been eliminated.

ORGANIZATION
Golden  American is a wholly owned  subsidiary  of Equitable of Iowa  Companies,
Inc. ("EIC" or the "Parent").  EIC is an indirect wholly owned subsidiary of ING
Groep  N.V.,  a  global   financial   services  holding  company  based  in  The
Netherlands.

STATUTORY
The net loss for Golden  American as  determined in  accordance  with  statutory
accounting  practices was $26,660,000 and $17,489,000 for the three months ended
March 31, 2000 and 1999,  respectively.  Total statutory capital and surplus was
$423,651,000 at March 31, 2000 and $368,928,000 at December 31, 1999.

RECLASSIFICATIONS
Certain   amounts  in  the  March  31,  1999  financial   statements  have  been
reclassified to conform to the March 31, 2000 financial statement presentation.

NOTE 2 -- COMPREHENSIVE INCOME

Comprehensive  income  includes  all changes in  stockholder's  equity  during a
period except those  resulting  from  investments  by and  distributions  to the
stockholder.  During the first  quarters of 2000 and 1999,  total  comprehensive
income  (loss)  for  the  Companies   amounted  to  $596,000  and  $(1,249,000),
respectively.  Included in these amounts are total  comprehensive  income (loss)
for First  Golden of $69,000 and  $(18,000)  for the first  quarters of 2000 and
1999,  respectively.  Other comprehensive  income (loss) excludes net investment
gains  (losses)  included in net income which merely  represent  transfers  from
unrealized to realized gains and losses.  These amounts  totaled  $(468,000) and
$296,000 during the first quarters of 2000 and 1999, respectively. Such amounts,
which have been measured  through the date of sale,  are net of income taxes and
adjustments  for  value of  purchased  insurance  in force and  deferred  policy
acquisition  costs totaling  $(841,000) and $(249,000) for the first quarters of
2000 and 1999, respectively.

NOTE 3 -- RELATED PARTY TRANSACTIONS

OPERATING AGREEMENTS: Directed Services, Inc. ("DSI"), an affiliate, acts as the
principal  underwriter  (as  defined  in the  Securities  Act of  1933  and  the
Investment  Company Act of 1940,  as amended)  and  distributor  of the variable
insurance  products  issued by the  Companies.  DSI is  authorized to enter into
agreements with  broker/dealers to distribute the Companies'  variable insurance
products  and  appoint  representatives  of the  broker/dealers  as agents.  The
Companies paid  commissions to DSI totaling  $55,854,000 and $34,785,000 for the
quarters ended March 31, 2000 and 1999, respectively.


                                       5
<PAGE>


Golden American provides certain managerial and supervisory services to DSI. The
fee paid by DSI for these  services is  calculated  as a  percentage  of average
assets in the variable separate accounts.  For the quarters ended March 31, 2000
and 1999, the fee was $4,318,000 and $1,815,000, respectively.

The Companies have an asset management agreement with ING Investment  Management
LLC ("ING IM"),  an affiliate,  in which ING IM provides  asset  management  and
accounting  services.  Under the agreement,  the Companies record a fee based on
the value of the assets managed by ING IM. The fee is payable quarterly. For the
first  quarters of 2000 and 1999,  the  Companies  incurred fees of $658,000 and
$538,000, respectively, under this agreement.

Golden American has a guaranty  agreement with Equitable Life Insurance  Company
of Iowa  ("Equitable  Life"),  an affiliate.  In consideration of an annual fee,
payable June 30,  Equitable Life guarantees to Golden American that it will make
funds  available,  if needed,  to Golden American to pay the contractual  claims
made under the  provisions  of Golden  American's  life  insurance  and  annuity
contracts.  The agreement is not, and nothing contained therein or done pursuant
thereto by Equitable  Life shall be deemed to  constitute,  a direct or indirect
guaranty  by  Equitable  Life of the  payment  of any debt or other  obligation,
indebtedness,  or  liability,  of any kind or  character  whatsoever,  of Golden
American.  The agreement does not guarantee the value of the  underlying  assets
held in separate accounts in which funds of variable life insurance and variable
annuity policies have been invested.  The calculation of the annual fee is based
on risk based capital.  As Golden  American's risk based capital level was above
required amounts, no annual fee was payable in 1999.

Golden American  provides certain  advisory,  computer,  and other resources and
services to Equitable Life.  Revenues for these services,  which reduced general
expenses  incurred by Golden American,  totaled  $1,568,000 and $399,000 for the
quarters ended March 31, 2000 and 1999, respectively.

The Companies have a service  agreement  with Equitable Life in which  Equitable
Life  provides  administrative  and  financial  related  services.   Under  this
agreement,  the  Companies  incurred  expenses of $312,000  and $317,000 for the
quarters ended March 31, 2000 and 1999, respectively.

First  Golden  provides  resources  and  services  to DSI.  Revenues  for  these
services,  which reduced  general  expenses  incurred by the Companies,  totaled
$52,000  and  $32,000  for  the   quarters   ended  March  31,  2000  and  1999,
respectively.

Golden American  provides  resources and services to ING Mutual Funds Management
Co.,  LLC, an affiliate.  Revenues for these  services,  which  reduced  general
expenses  incurred by Golden  American,  totaled  $105,000 for the quarter ended
March 31, 2000.

Golden  American  provides  resources  and  services  to  United  Life & Annuity
Insurance  Company,  an affiliate.  Revenues for these  services,  which reduced
general expenses  incurred by Golden American,  totaled $169,000 for the quarter
ended March 31, 2000.

The  Companies  provide  resources  and  services  to  Security  Life of  Denver
Insurance  Company,  an affiliate.  Revenues for these  services,  which reduced
general  expenses  incurred by the  Companies,  totaled  $52,000 for the quarter
ended March 31, 2000.

The  Companies  provide  resources  and  services to  Southland  Life  Insurance
Company,  an  affiliate.  Revenues for these  services,  which  reduced  general
expenses incurred by the Companies,  totaled $26,000 for the quarter ended March
31, 2000.

For the quarter ended March 31, 2000, the Companies  received  premiums,  net of
reinsurance,  for variable products sold through five affiliates,  Locust Street
Securities, Inc., Vestax Securities Corporation, DSI, Multi-Financial Securities
Corporation,  and IFG Network  Securities,  Inc., of  $57,500,000,  $21,400,000,
$700,000, $18,300,000, and $6,700,000,  respectively ($29,700,000,  $26,500,000,
$5,400,000, $5,500,000, and $0, respectively, for the same period of 1999).


                                       6
<PAGE>


RECIPROCAL LOAN AGREEMENT: Golden American maintains a reciprocal loan agreement
with ING America Insurance  Holdings,  Inc. ("ING AIH"), a Delaware  corporation
and  affiliate,  to  facilitate  the  handling of unusual  and/or  unanticipated
short-term  cash  requirements.  Under this  agreement,  which became  effective
January 1, 1998 and expires  December 31, 2007,  Golden American and ING AIH can
borrow up to  $65,000,000  from one another.  Prior to lending funds to ING AIH,
Golden  American must obtain the approval of the  Department of Insurance of the
State of Delaware.  Interest on any Golden American borrowings is charged at the
rate of ING AIH's cost of funds for the interest period plus 0.15%.  Interest on
any ING AIH  borrowings  is charged at a rate based on the  prevailing  interest
rate of U.S.  commercial  paper available for purchase with a similar  duration.
Under this agreement,  Golden American  incurred interest expense of $82,000 and
$7,000  for the  quarters  ended  March  31,  2000 and 1999,  respectively,  and
received  interest  income of $3,000 for the quarter  ended March 31,  2000.  At
March 31, 2000,  Golden American did not have any borrowings or receivables from
ING AIH under this agreement.

SURPLUS NOTES:  On December 30, 1999,  Golden  American issued an 8.179% surplus
note in the  amount of  $50,000,000  to  Equitable  Life.  The note  matures  on
December  29,  2029.  Payment  of the  note  and  related  accrued  interest  is
subordinate to payments due to policyholders,  claimant and beneficiary  claims,
as well as debts owed to all other  classes of debtors,  other than surplus note
holders,  of Golden  American.  Any payment of principal and/or interest made is
subject to the prior approval of the Delaware Insurance Commissioner. Under this
agreement,  Golden  American  incurred  interest  expense of $1,034,000  for the
quarter ended March 31, 2000.

On December 8, 1999,  Golden American issued a 7.979% surplus note in the amount
of $35,000,000 to First Columbine Life Insurance Company ("First Columbine"), an
affiliate. The note matures on December 7, 2029. Payment of the note and related
accrued interest is subordinate to payments due to  policyholders,  claimant and
beneficiary claims, as well as debts owed to all other classes of debtors, other
than surplus note holders,  of Golden American.  Any payment of principal and/or
interest  made is  subject  to the  prior  approval  of the  Delaware  Insurance
Commissioner. Under this agreement, Golden American incurred interest expense of
$877,000 for the quarter ended March 31, 2000.

On September 30, 1999, Golden American issued a 7.75% surplus note in the amount
of  $75,000,000  to ING AIH. The note matures on September 29, 2029.  Payment of
the  note and  related  accrued  interest  is  subordinate  to  payments  due to
policyholders,  claimant,  and beneficiary  claims, as well as debts owed to all
other classes of debtors,  other than surplus note holders,  of Golden American.
Any payment of principal  and/or  interest made is subject to the prior approval
of the Delaware Insurance  Commissioner.  Under this agreement,  Golden American
incurred interest expense of $1,453,000 for the quarter ended March 31, 2000. On
December 30, 1999, ING AIH assigned the note to Equitable Life.

On December 30, 1998,  Golden American issued a 7.25% surplus note in the amount
of $60,000,000 to Equitable Life. The note matures on December 29, 2028. Payment
of the note and related  accrued  interest  is  subordinate  to payments  due to
policyholders,  claimant,  and beneficiary  claims, as well as debts owed to all
other classes of debtors,  other than surplus note holders,  of Golden American.
Any payment of principal  and/or  interest made is subject to the prior approval
of the Delaware Insurance  Commissioner.  Under this agreement,  Golden American
incurred  interest  expense of $1,088,000  and $1,087,000 for the quarters ended
March 31, 2000 and 1999, respectively.

On December 17, 1996, Golden American issued an 8.25% surplus note in the amount
of $25,000,000 to Equitable of Iowa Companies.  The note matures on December 17,
2026.  Payment  of the note and  related  accrued  interest  is  subordinate  to
payments due to  policyholders,  claimant,  and beneficiary  claims,  as well as
debts owed to all other  classes of debtors of Golden  American.  Any payment of
principal  made is  subject  to the prior  approval  of the  Delaware  Insurance
Commissioner.  Golden  American  incurred  interest  totaling  $516,000  for the
quarter ended March 31, 2000, unchanged from the first quarter of 1999.

STOCKHOLDER'S  EQUITY:  During  the  first  quarters  of 2000 and  1999,  Golden
American  received  capital  contributions  from its Parent of  $80,000,000  and
$20,000,000, respectively.


                                       7
<PAGE>


NOTE 4 -- COMMITMENTS AND CONTINGENCIES

REINSURANCE: At March 31, 2000, the Companies had reinsurance treaties with four
unaffiliated  reinsurers  and one  affiliated  reinsurer  covering a significant
portion of the mortality  risks under its variable  contracts as of December 31,
1999.  Golden  American  remains liable to the extent its reinsurers do not meet
their  obligations  under the  reinsurance  agreements.  At March  31,  2000 and
December  31,  1999,  the  Companies  had net  receivables  of  $17,308,000  and
$14,834,000,  respectively,  for reserve credits,  reinsurance  claims, or other
receivables   from  these   reinsurers   comprised  of  $546,000  and  $493,000,
respectively, for claims recoverable from reinsurers, $1,363,000 and $1,201,000,
respectively,  for a payable  for  reinsurance  premiums,  and  $18,125,000  and
$15,542,000,  respectively,  for a receivable  from an  unaffiliated  reinsurer.
Included in the  accompanying  financial  statements are net  considerations  to
reinsurers of $2,637,000 in the first quarter of 2000 compared to $1,815,000 for
the same period in 1999. Also included in the accompanying  financial statements
are net policy  benefits of $557,000  in the first  quarter of 2000  compared to
$721,000 for the same period in 2000.

Effective  June 1, 1994,  Golden  American  entered into a modified  coinsurance
agreement with an unaffiliated reinsurer.  The accompanying financial statements
are presented net of the effects of the treaty.

The reinsurance  treaties that covered the nonstandard  minimum guaranteed death
benefits  for new  business  have been  terminated  for  business  issued  after
December 31, 1999. The Companies are currently pursuing alternative  reinsurance
arrangements  for new business  issued after December 31, 1999.  There can be no
assurance that such alternative  arrangements will be available. The reinsurance
covering  business in force at December  31, 1999 will  continue to apply in the
future.

INVESTMENT  COMMITMENTS:  At March 31, 2000, an outstanding commitment to fund a
mortgage loan totaled $4,725,000.

GUARANTY FUND  ASSESSMENTS:  Assessments are levied on the Companies by life and
health guaranty  associations in most states in which the Companies are licensed
to cover losses of policyholders of insolvent or rehabilitated insurers. In some
states,  these assessments can be partially offset through a reduction in future
premium  taxes.  The  Companies  cannot  predict  whether  and  to  what  extent
legislative  initiatives may affect the right to offset. The associated cost for
a  particular  insurance  company  can vary  significantly  based upon its fixed
account  premium  volume by line of business  and state  premiums as well as its
potential for premium tax offset. The Companies have established an undiscounted
reserve to cover such assessments,  review information regarding known failures,
and revise  estimates of future  guaranty  fund  assessments.  Accordingly,  the
Companies  accrued  and  charged to expense  an  additional  $1,000 in the first
quarter of 2000. At March 31, 2000 and December 31, 1999,  the Companies have an
undiscounted  reserve  of  $2,446,000  and  $2,444,000,  respectively,  to cover
estimated future  assessments (net of related  anticipated  premium tax offsets)
and have established an asset totaling $649,000 and $618,000,  respectively, for
assessments  paid which may be  recoverable  through future premium tax offsets.
The  Companies  believe  this reserve is  sufficient  to cover  expected  future
guaranty fund assessments based upon previous premiums and known insolvencies at
this time.

LITIGATION:  The  Companies,  like other  insurance  companies,  may be named or
otherwise   involved  in  lawsuits,   including   class   action   lawsuits  and
arbitrations.  In some  class  action  and  other  actions  involving  insurers,
substantial  damages  have  been  sought  and/or  material  settlement  or award
payments  have  been  made.  The  Companies  currently  believe  no  pending  or
threatened  lawsuits  or  actions  exist  that are  reasonably  likely to have a
material adverse impact on the Companies.

VULNERABILITY FROM CONCENTRATIONS:  The Companies have various concentrations in
the investment  portfolio.  The Companies' asset growth,  net investment income,
and cash  flow are  primarily  generated  from  the sale of  variable  insurance
products and associated future policy benefits and separate account liabilities.
Substantial  changes in tax laws that would make these products less  attractive
to consumers and extreme fluctuations in interest rates or stock market returns,
which may result in higher lapse  experience than assumed,  could cause a severe
impact on the Companies' financial condition. One broker/dealer generated 12% of
the Companies' sales during the first quarter of 2000 (33% by two broker/dealers
in the same  period of 1999).  The Premium  Plus  product  generated  77% of the
Companies'  sales  during the first  quarter of 2000 (73% in the same  period of
1999).


                                       8
<PAGE>


REVOLVING  NOTE  PAYABLE:  To  enhance  short-term   liquidity,   the  Companies
established  revolving  notes payable  effective July 27, 1998 and expiring July
31, 1999 with  SunTrust  Bank,  Atlanta (the "Bank").  As of July 31, 1999,  the
SunTrust Bank, Atlanta revolving note facilities were extended to July 31, 2000.
The total amount the Companies may have  outstanding  is  $85,000,000,  of which
Golden American and First Golden have individual credit sublimits of $75,000,000
and $10,000,000, respectively. The notes accrue interest at an annual rate equal
to: (1) the cost of funds for the Bank for the period applicable for the advance
plus 0.25% or (2) a rate quoted by the Bank to the  Companies  for the  advance.
The terms of the  agreement  require the Companies to maintain the minimum level
of Company Action Level Risk Based Capital as  established  by applicable  state
law or  regulation.  During the  quarters  ended  March 31,  2000 and 1999,  the
Companies  incurred  interest  expense of $28,000 and $4,000,  respectively.  At
March 31, 2000, the Companies did not have any borrowings under these agreements
($1,400,000 at December 31, 1999).

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS.

The purpose of this section is to discuss and analyze the Golden  American  Life
Insurance  Company's  ("Golden  American")  condensed  consolidated  results  of
operations.  In addition,  some  analysis and  information  regarding  financial
condition  and  liquidity and capital  resources  has also been  provided.  This
analysis  should  be read  jointly  with the  condensed  consolidated  financial
statements,   the  related  notes,  and  the  Cautionary   Statement   Regarding
Forward-Looking  Statements,  which  appear  elsewhere  in this  report.  Golden
American  reports  financial  results on a  consolidated  basis.  The  condensed
consolidated  financial  statements  include the accounts of Golden American and
its subsidiary, First Golden American Life Insurance Company of New York ("First
Golden," and collectively with Golden American, the "Companies").

Golden  American is a wholly owned  subsidiary  of Equitable of Iowa  Companies,
Inc. ("EIC" or the "Parent").  EIC is an indirect wholly owned subsidiary of ING
Groep N.V.  ("ING"),  a global  financial  services holding company based in The
Netherlands.


RESULTS OF OPERATIONS
---------------------

<TABLE>
<CAPTION>

PREMIUMS
                                                                    Percentage             Dollar
Three Months ended March 31                       2000                 Change              Change                1999
----------------------------------------------------------------------------------------------------------------------------
                                                                        (DOLLARS IN MILLIONS)
<S>                                            <C>                      <C>                <C>                  <C>
Variable annuity premiums:
  Separate account                               $859.5                  99.9%             $429.5               $430.0
  Fixed account                                   172.2                   2.3                 3.8                168.4
                                         -----------------------------------------------------------------------------------
Total variable annuity premiums                 1,031.7                  72.4               433.3                598.4
Variable life premiums                              0.3                 (76.7)               (1.2)                 1.5
                                         -----------------------------------------------------------------------------------
Total premiums                                 $1,032.0                  72.0%             $432.1               $599.9
                                         ===================================================================================
</TABLE>

For the Companies'  variable  contracts,  premiums collected are not reported as
revenues, but as deposits to insurance liabilities.  Revenues for these products
are recognized over time in the form of investment spread and product charges.

Variable  annuity  separate  account  premiums  increased 99.9% during the first
three months of 2000  compared to the first  quarter of 1999,  primarily  due to
increased sales of the Premium Plus product.

Variable  life  premiums  decreased  76.7% in the first quarter of 2000 from the
first quarter of 1999. In August 1999,  Golden  American  discontinued  offering
variable life products.

Premiums,  net  of  reinsurance,   for  variable  products  from  a  significant
broker/dealer  having at least ten percent of total sales for the quarter  ended
March 31, 2000 totaled $121.4 million, or 12% of total premiums ($207.6 million,
or 33% from two  significant  broker/dealers  for the  quarter  ended  March 31,
1999).


                                       9
<PAGE>


<TABLE>
<CAPTION>
REVENUES

                                                                       Percentage        Dollar
Three Months ended March 31                          2000                Change          Change              1999
----------------------------------------------------------------------------------------------------------------------------
                                                                         (DOLLARS IN MILLIONS)
<S>                                                 <C>                 <C>               <C>               <C>
Annuity and interest sensitive
  life product charges                              $35.7                  140.7%         $20.9             $14.8
Management fee revenue                                4.3                  137.9            2.5               1.8
Net investment income                                16.0                   15.2            2.1              13.9
Realized gains (losses) on investments               (1.3)              (2,857.8)          (1.4)              0.1
Other income                                          3.5                    0.7             --               3.5
                                          ----------------------------------------------------------------------------------
                                                    $58.2                   70.8%         $24.1             $34.1
                                          ==================================================================================
</TABLE>

Total revenues increased 70.8% in the first quarter of 2000 from the same period
in 1999. Annuity and interest sensitive life product charges increased 140.7% in
the first  quarter of 2000 due to  additional  fees earned  from the  increasing
block of business under management in the variable separate accounts.

Golden American provides certain managerial and supervisory services to Directed
Services,  Inc.  ("DSI").  The fee paid to Golden  American for these  services,
which is calculated as a percentage of average  assets in the variable  separate
accounts,  was $4.3  million and $1.8 million for the first three months of 2000
and 1999, respectively.

Net investment income increased 15.2% in the first quarter of 2000 due to growth
in invested  assets  from March 31,  1999.  The  Companies  had $1.3  million of
realized  losses on the sale of  investments  in the first three months of 2000,
compared to gains of $47,000 in the same period of 1999.

EXPENSES

Total  insurance  benefits and expenses  increased  $17.8 million,  or 56.1%, to
$49.6  million in the first three months of 2000.  Interest  credited to account
balances increased $17.6 million,  or 48.4%, to $54.0 million in the first three
months of 2000. The premium  credit bonus on the Premium Plus product  increased
$18.5  million to $38.3  million at March 31, 2000  resulting  in an increase in
interest  credited  during the first three  months of 2000  compared to the same
period in 1999. The bonus  interest on the fixed account  decreased $1.1 million
to $2.4 million at March 31, 2000  resulting in a decrease in interest  credited
during the first three months of 2000  compared to the same period in 1999.  The
remaining  increase  in interest  credited  relates to higher  account  balances
associated  with the  Companies'  fixed  account  options  within  the  variable
products.

Commissions  increased  $21.7 million,  or 60.7%,  to $57.5 million in the first
three months of 2000.  Insurance taxes, state licenses,  and fees increased $0.7
million, or 56.4%, to $1.8 million in the first three months of 2000. Changes in
commissions and insurance taxes, state licenses,  and fees are generally related
to  changes  in the level and mix or  composition  of  variable  product  sales.
Insurance taxes, state licenses, and fees are impacted by several other factors,
which include an increase in FICA taxes primarily due to bonuses and an increase
in premium taxes due to the growth in sales.  Most costs  incurred as the result
of new sales have been  deferred,  thus  having  very  little  impact on current
earnings.

General expenses increased $7.3 million, or 55.9%, to $20.3 million in the first
three  months of 2000.  Management  expects  general  expenses  to  continue  to
increase  in  2000  as a  result  of the  emphasis  on  expanding  the  salaried
wholesaler  distribution network, the growth in sales, and the increased amounts
in force. The Companies use a network of wholesalers to distribute products, and
the  salaries  and sales  bonuses of these  wholesalers  are included in general
expenses.  The  portion of these  salaries  and  related  expenses  that  varies
directly with production levels is deferred thus having little impact on current
earnings.   The   increase  in  general   expenses  was   partially   offset  by
reimbursements  received  from DSI,  Equitable  Life  Insurance  Company of Iowa
("Equitable Life"), ING Mutual Funds Management Co., LLC, an affiliate, Security
Life of  Denver  Insurance  Company,  an  affiliate,  Southland  Life  Insurance
Company,  an  affiliate,  and  United  Life  &  Annuity  Insurance  Company,  an
affiliate,  for certain  advisory,  computer,  and other  resources and services
provided by the Companies.


                                       10
<PAGE>


During the first quarter of 2000 and 1999, value of purchased insurance in force
("VPIF") was adjusted to increase amortization by $0.3 million and $0.2 million,
respectively,  to reflect  changes in the  assumptions  related to the timing of
estimated  gross profits.  Amortization  of deferred  policy  acquisition  costs
("DPAC") increased $13.0 million,  or 275.5%, in the first three months of 2000.
This increase  resulted from growth in policy  acquisition  costs  deferred from
$62.4 million at March 31, 1999 to $106.0  million at March 31, 2000,  which was
generated by expenses  associated with the large sales volume  experienced since
March 31, 1999. Based on current  conditions and assumptions as to the impact of
future  events on  acquired  policies in force,  the  expected  approximate  net
amortization  relating  to VPIF as of March  31,  2000 is $2.9  million  for the
remainder of 2000,  $3.5 million in 2001,  $3.3 million in 2002, $2.8 million in
2003, $2.3 million in 2004, and $1.8 million in 2005.  Actual  amortization  may
vary based upon changes in assumptions and experience.

Interest expense increased 214.5%, or $3.5 million, to $5.1 million in the first
three  months of 2000.  Interest  expense on a $25 million  surplus  note issued
December  1996 and expiring  December  2026 was $0.5 million for the first three
months of 2000,  unchanged from the same period of 1999.  Interest  expense on a
$60 million surplus note issued in December 1998 and expiring  December 2028 was
$1.1 million for the first three months of 2000,  unchanged from the same period
of 1999.  Interest expense on a $75 million surplus note,  issued September 1999
and expiring September 2029 was $1.5 million for the first three months of 2000.
Interest  expense  on a $50  million  surplus  note,  issued  December  1999 and
expiring  December  2029 was $1.0  million for the first  three  months of 2000.
Interest expense on a $35 million surplus note issued December 1999 and expiring
December  2029 was $0.9  million  for the first  three  months  of 2000.  Golden
American  also  paid $0.1  million  in 2000 and  $7,000  in 1999 to ING  America
Insurance  Holdings,  Inc.  ("ING  AIH")  for  interest  on  a  reciprocal  loan
agreement.  Interest  expense on a revolving  note payable with  SunTrust  Bank,
Atlanta  was  $28,000  and $4,000 for the first  three  months of 2000 and 1999,
respectively.

INCOME

Net income was $1.9 million for the first three  months of 2000,  an increase of
$1.8 million, or 3,324.5% from the same period of 1999.

Comprehensive  income for the first three  months of 2000 was $0.6  million,  an
increase of $1.9  million  from  comprehensive  loss of $1.3 million in the same
period of 1999.

FINANCIAL CONDITION
-------------------

INVESTMENTS

The  financial  statement  carrying  value  and  amortized  cost  basis  of  the
Companies' total investments  declined 5.6% and 5.3%,  respectively,  during the
first quarter of 2000.  All of the Companies'  investments,  other than mortgage
loans on real  estate,  are  carried at fair value in the  Companies'  financial
statements.  The  decline in the  carrying  value of the  Companies'  investment
portfolio  was due to changes in unrealized  appreciation  and  depreciation  of
fixed  maturities as well as net sales of these  securities.  Growth in the cost
basis of the  Companies'  investment  portfolio  resulted from the investment of
premiums from the sale of the Companies'  fixed account  options.  The Companies
manage the growth of insurance  operations in order to maintain adequate capital
ratios.  To  support  the  fixed  account  options  of the  Companies'  variable
insurance  products,  cash flow was invested  primarily in fixed  maturities and
mortgage loans on real estate.

At March 31, 2000,  the Companies had no  investments  in default.  At March 31,
2000, the Companies' investments had a yield of 6.6%. The Companies estimate the
total   investment   portfolio,   excluding  policy  loans,  had  a  fair  value
approximately equal to 97.4% of amortized cost value at March 31, 2000.


                                       11
<PAGE>


FIXED MATURITIES:  At March 31, 2000, the Companies had fixed maturities with an
amortized cost of $844.0 million and an estimated fair value of $818.9  million.
The Companies  classify 100% of securities as available for sale. Net unrealized
depreciation  of  fixed  maturities  of $25.1  million  was  comprised  of gross
appreciation  of $0.5  million  and gross  depreciation  of $25.6  million.  Net
unrealized  holding losses on these  securities,  net of  adjustments  for VPIF,
DPAC, and deferred income taxes of $7.7 million,  were included in stockholder's
equity at March 31, 2000.

The  individual  securities in the  Companies'  fixed  maturities  portfolio (at
amortized cost) include  investment grade securities,  which include  securities
issued by the U.S. government,  its agencies, and corporations that are rated at
least A- by Standard & Poor's  Rating  Services  ("Standard  & Poor's")  ($543.2
million or  64.4%),  that are rated  BBB+ to BBB- by  Standard & Poor's  ($141.3
million or 16.7%),  and below investment grade securities,  which are securities
issued by  corporations  that are rated BB+ to B- by  Standard  & Poor's  ($61.0
million  or 7.2%).  Securities  not rated by  Standard  & Poor's  had a National
Association  of  Insurance  Commissioners  ("NAIC")  rating  of 1, 2, 3, 4, or 5
($98.5 million or 11.7%). The Companies' fixed maturity investment portfolio had
a combined yield at amortized cost of 6.6% at March 31, 2000.

Fixed  maturities rated BBB+ to BBB- may have  speculative  characteristics  and
changes in economic conditions or other circumstances are more likely to lead to
a weakened  capacity of the issuer to make principal and interest  payments than
is the case with higher rated fixed maturities.

At March 31, 2000, the amortized cost value of the Companies' total  investments
in below investment grade securities,  excluding mortgage-backed securities, was
$65.3 million, or 6.5%, of the Companies'  investment  portfolio.  The Companies
intend to purchase  additional  below investment  grade  securities,  but do not
expect the percentage of the portfolio invested in such securities to exceed 10%
of the investment  portfolio.  At March 31, 2000, the yield at amortized cost on
the Companies'  below  investment  grade portfolio was 7.9% compared to 6.5% for
the Companies' investment grade corporate bond portfolio. The Companies estimate
the fair value of the below  investment  grade  portfolio was $61.3 million,  or
93.9% of amortized cost value, at March 31, 2000.

Below investment grade securities have different characteristics than investment
grade  corporate debt  securities.  Risk of loss upon default by the borrower is
significantly  greater with respect to below  investment  grade  securities than
with other corporate debt  securities.  Below  investment  grade  securities are
generally unsecured and are often subordinated to other creditors of the issuer.
Also, issuers of below investment grade securities usually have higher levels of
debt and are more sensitive to adverse economic conditions, such as recession or
increasing  interest  rates,  than are investment  grade issuers.  The Companies
attempt to reduce the overall risk in the below investment  grade portfolio,  as
in all investments,  through careful credit analysis,  strict  investment policy
guidelines, and diversification by company and by industry.

The Companies analyze the investment portfolio, including below investment grade
securities,  at least quarterly in order to determine if the Companies'  ability
to realize the carrying value on any investment has been impaired.  For debt and
equity  securities,  if  impairment  in value  is  determined  to be other  than
temporary  (i.e.,  if it is probable the Companies will be unable to collect all
amounts due according to the contractual terms of the security),  the cost basis
of the impaired  security is written down to fair value,  which  becomes the new
cost basis.  The amount of the  write-down is included in earnings as a realized
loss.  Future  events may occur,  or additional  or updated  information  may be
received,  which  may  necessitate  future  write-downs  of  securities  in  the
Companies'  portfolio.   Significant   write-downs  in  the  carrying  value  of
investments  could  materially  adversely  affect the  Companies'  net income in
future periods.

During the first three months of 2000, fixed maturities  designated as available
for sale with a combined  amortized cost of $70.6 million were sold,  called, or
repaid by their issuers.  In total,  net pre-tax losses from sales,  calls,  and
repayments of fixed maturity  investments  amounted to $1.2 million in the first
three months of 2000.

At March 31, 2000, no fixed  maturities were deemed to have impairments in value
that are other than temporary.


                                       12
<PAGE>


EQUITY SECURITIES: Equity securities represent 1.0% of the Companies' investment
portfolio.  At March 31, 2000, the Companies owned equity securities with a cost
of $9.7 million and an estimated  fair value of $11.8  million.  Net  unrealized
appreciation of equity securities was comprised  entirely of gross  appreciation
of $2.1 million.  Equity  securities  are primarily  comprised of investments in
shares  of the  mutual  funds  underlying  the  Companies'  registered  separate
accounts.

MORTGAGE LOANS ON REAL ESTATE:  Mortgage loans on real estate represent 10.4% of
the Companies' investment  portfolio.  Mortgages outstanding were $103.9 million
at March 31, 2000 with an estimated fair value of $101.1 million. The Companies'
mortgage loan  portfolio  includes 59 loans with an average size of $1.8 million
and  average  seasoning  of 0.7 years if  weighted  by the number of loans.  The
Companies'  mortgage  loans on real  estate are  typically  secured by  occupied
buildings in major metropolitan  locations and not speculative  developments and
are diversified by type of property and geographic location.  At March 31, 2000,
the yield on the Companies' mortgage loan portfolio was 7.4%

At March 31, 2000, no mortgage loan on real estate was  delinquent by 90 days or
more.  The Companies'  loan  investment  strategy is consistent  with other life
insurance  subsidiaries of ING in the United States. The insurance  subsidiaries
of EIC have  experienced a historically  low default rate in their mortgage loan
portfolios.

OTHER ASSETS

DPAC  represents  certain  deferred  costs of acquiring new insurance  business,
principally  first year commissions and interest bonuses,  premium credits,  and
other  expenses  related to production  after October 24, 1997.  The  Companies'
previous  balances of DPAC and VPIF were  eliminated  as of the ING merger date,
and an asset  representing VPIF was established for all policies in force at the
ING merger date.  VPIF is amortized  into income in  proportion  to the expected
gross  profits  of in  force  acquired  business  in a  manner  similar  to DPAC
amortization.  Any expenses which vary directly with the sales of the Companies'
products are deferred and  amortized.  At March 31, 2000, the Companies had DPAC
and VPIF balances of $618.2 million and $30.7 million, respectively.  During the
first quarters of 2000 and 1999,  VPIF was adjusted to increase  amortization by
$0.3  million  and  $0.2  million,  respectively,  to  reflect  changes  in  the
assumptions related to the timing of estimated gross profits.

Goodwill  totaling  $151.1 million,  representing  the excess of the acquisition
cost over the fair value of net assets acquired,  was established as a result of
the merger with ING. Accumulated amortization of goodwill through March 31, 2000
was $9.1 million.

Other assets  increased $4.2 million from December 31, 1999, due to increases in
a receivable from the separate account and prepaid expenses.

At March 31, 2000,  the  Companies had $8.9 billion of separate  account  assets
compared to $7.6 billion at December 31, 1999. The increase in separate  account
assets resulted from market  appreciation  and sales of the Companies'  variable
annuity products, net of redemptions.

At March 31, 2000,  the  Companies  had total assets of $10.8  billion,  a 15.1%
increase from December 31, 1999.

LIABILITIES

Future  policy  benefits  for  annuity  and  interest  sensitive  life  products
decreased  $33.8 million,  or 3.3%, to $1.0 billion  reflecting net transfers to
the separate  accounts.  Market  appreciation and premiums,  net of redemptions,
accounted  for  the  $1.3  billion,  or  18.3%,  increase  in  separate  account
liabilities to $8.9 billion at March 31, 2000.

On December 30, 1999, Golden American issued a $50 million,  8.179% surplus note
to Equitable Life, which matures on December 29, 2029.


                                       13
<PAGE>


On December 8, 1999,  Golden American issued a $35 million,  7.979% surplus note
to First  Columbine  Life  Insurance  Company,  an  affiliate,  which matures on
December 7, 2029.

On September 30, 1999, Golden American issued a $75 million,  7.75% surplus note
to ING AIH,  which matures on September 29, 2029. On December 30, 1999,  ING AIH
assigned the surplus note to Equitable Life.

On December 30, 1998,  Golden American issued a $60 million,  7.25% surplus note
to Equitable Life, which matures on December 29, 2028.

On December 17, 1996,  Golden American issued a $25 million,  8.25% surplus note
to Equitable of Iowa Companies,  which matures on December 17, 2026. As a result
of the merger, the surplus note is now payable to EIC.

In conjunction  with the volume of variable  annuity sales, the Companies' total
liabilities  increased  $1.3  billion,  or 15.0%,  during first quarter 2000 and
totaled $10.3 billion at March 31, 2000.

The  effects  of  inflation  and  changing  prices on the  Companies'  financial
position  are not  material  since  insurance  assets and  liabilities  are both
primarily monetary and remain in balance. An effect of inflation, which has been
low in recent years, is a decline in  stockholder's  equity when monetary assets
exceed monetary liabilities.

STOCKHOLDER'S EQUITY

Additional paid-in capital increased $80.0 million,  or 17.1%, from December 31,
1999 to $548.6 million at March 31, 2000 due to a capital contributions from the
Parent.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

Liquidity is the ability of the Companies to generate  sufficient  cash flows to
meet the cash requirements of operating,  investing,  and financing  activities.
The  Companies'  principal  sources of cash are  variable  annuity  premiums and
product charges,  investment income,  maturing  investments,  proceeds from debt
issuance,  and capital  contributions made by the Parent.  Primary uses of these
funds are payments of commissions and operating  expenses,  interest and premium
credits,  investment  purchases,  repayment of debt, as well as withdrawals  and
surrenders.

Net cash used in operating  activities was $42.9 million in the first quarter of
2000  compared to $2.1 million in the same period of 1999.  The  Companies  have
predominantly  had negative cash flows from  operating  activities  since Golden
American  started issuing  variable  insurance  products in 1989. These negative
operating cash flows result  primarily from the funding of commissions and other
deferrable  expenses  related to the  continued  growth in the variable  annuity
products.

Net cash provided by investing  activities  was $54.1  million  during the first
quarter  of 2000  compared  to net cash used in  investing  activities  of $45.7
million in the same period of 1999.  This  increase is primarily  due to greater
net sales of fixed  maturities,  equity  securities,  and short term investments
during the first  quarter of 2000 than in the same period of 1999.  Net sales of
fixed  maturities  reached $12.2 million during the first quarter of 2000 versus
net  purchases of $27.0  million in the same period of 1999.  Net sales of short
term  investments  reached $39.4 million in the first quarter of 2000 versus net
purchases  of $17.9  million  during the same period in 1999.  Net  purchases of
mortgage loans on real estate were $3.9 million during the first quarter of 2000
versus net sales of $3.0 million during the first quarter of 1999.

Net cash used in financing  activities was $9.0 million during the first quarter
of 2000 compared to net cash  provided by financing  activities of $51.8 million
during the same period in 1999. In the first quarter of 2000,  net cash provided
by financing activities was negatively impacted by net fixed account deposits of
$127.2  million  compared  to $144.4  million  in the same  period of 1999.  The
increase  in  net  reallocations  to the  Companies'  separate  accounts,  which
increased to $214.5  million from $112.6  million during the prior year, and the


                                       14
<PAGE>


net  repayment  of  borrowings  of $1.4  million  in the first  quarter  of 2000
contributed  to the decrease.  In the first quarter of 2000,  another  important
source of cash  provided by financing  activities  was a $80.0  million  capital
contribution  from the Parent compared to $20.0 million during the first quarter
of 1999.

The Companies'  liquidity position is managed by maintaining  adequate levels of
liquid assets,  such as cash or cash  equivalents  and  short-term  investments.
Additional sources of liquidity include borrowing  facilities to meet short-term
cash  requirements.  Golden American  maintains a $65.0 million  reciprocal loan
agreement  with ING AIH and the  Companies  have  established  an $85.0  million
revolving note facility with SunTrust Bank,  Atlanta.  Management  believes that
these sources of liquidity are adequate to meet the Companies'  short-term  cash
obligations.

Based on current  trends,  the  Companies  expect to continue to use net cash in
operating activities,  given the continued growth of the variable annuity sales.
It is anticipated that a continuation of capital  contributions from the Parent,
the issuance of additional surplus notes, and/or modified coinsurance agreements
will cover these net cash outflows. ING AIH is committed to the sustained growth
of  Golden  American.  During  2000,  ING AIH will  maintain  Golden  American's
statutory  capital and surplus at the end of each  quarter at a level such that:
1) the ratio of Total  Adjusted  Capital  divided by Company  Action  Level Risk
Based  Capital  exceeds  300%;  and 2)  the  ratio  of  Total  Adjusted  Capital
(excluding  surplus  notes)  divided by Company  Action Level Risk Based Capital
exceeds 200%; and 3) Golden American's statutory capital and surplus exceeds the
"Amounts Accrued for Expense Allowances  Recognized in Reserves" as disclosed on
page 3, Line 13A of Golden American's Statutory Statement.

During the first quarter of 1999, Golden  American's  operations were moved to a
new site in West Chester, Pennsylvania.  Golden American occupies 105,000 square
feet of  leased  space;  its  affiliate  occupies  20,000  square  feet.  Golden
American's New York  subsidiary is housed in leased space in New York, New York.
The Companies intend to spend approximately $1.3 million on capital needs during
the remainder of 2000.

The ability of Golden  American to pay  dividends  to its Parent is  restricted.
Prior  approval of insurance  regulatory  authorities is required for payment of
dividends to the stockholder  which exceed an annual limit.  During 2000, Golden
American  cannot pay dividends to its Parent without prior approval of statutory
authorities.

Under the  provisions  of the  insurance  laws of the  State of New York,  First
Golden cannot  distribute  any dividends to its  stockholder,  Golden  American,
unless a notice  of its  intent  to  declare a  dividend  and the  amount of the
dividend has been filed with the New York  Insurance  Department at least thirty
days in advance of the proposed  declaration.  If the  Superintendent of the New
York Insurance Department finds the financial condition of First Golden does not
warrant the distribution,  the Superintendent may disapprove the distribution by
giving written  notice to First Golden within thirty days after the filing.  The
management  of First Golden does not  anticipate  paying any dividends to Golden
American during 2000.

The NAIC's  risk-based  capital  requirements  require  insurance  companies  to
calculate  and report  information  under a risk-based  capital  formula.  These
requirements  are  intended  to  allow  insurance   regulators  to  monitor  the
capitalization  of insurance  companies based upon the type and mixture of risks
inherent in a company's  operations.  The formula includes  components for asset
risk,  liability risk, interest rate exposure,  and other factors. The Companies
have complied with the NAIC's risk-based capital reporting requirements. Amounts
reported  indicate  the  Companies  have total  adjusted  capital well above all
required capital levels.

REINSURANCE:  At March 31, 2000,  Golden American had reinsurance  treaties with
four unaffiliated reinsurers and one affiliated reinsurer covering a significant
portion of the mortality  risks under its variable  contracts as of December 31,
1999.  Golden  American  remains liable to the extent its reinsurers do not meet
their obligations under the reinsurance agreements.

The reinsurance  treaties that covered the nonstandard  minimum guaranteed death
benefits  for new  business  have been  terminated  for  business  issued  after
December 31, 1999. The Companies are currently pursuing alternative  reinsurance
arrangements  for new business  issued after December 31, 1999.  There can be no
assurance that such alternative  arrangements will be available. The reinsurance
covering  business in force at December  31, 1999 will  continue to apply in the
future.


                                       15
<PAGE>


IMPACT OF YEAR 2000:  In prior years,  the  Companies  discussed  the nature and
progress  of plans to become  Year  2000  ready.  In late  1999,  the  Companies
completed  remediation and testing of systems. As a result of those planning and
implementation  efforts, the Companies experienced no significant disruptions in
mission critical information  technology and non-information  technology systems
and believe those systems  successfully  responded to the Year 2000 date change.
The Companies are not aware of any material  problems  resulting  from Year 2000
issues, either with products,  internal systems, or the products and services of
third parties.  The Companies will continue to monitor mission critical computer
applications  and those of  suppliers  and vendors  throughout  the Year 2000 to
ensure that any latent Year 2000 matters that may arise are addressed promptly.


MARKET RISK AND RISK MANAGEMENT
-------------------------------

Asset/liability  management  is integrated  into many aspects of the  Companies'
operations,  including investment decisions,  product development, and crediting
rates determination.  As part of the risk management process, different economic
scenarios  are  modeled,  including  cash flow testing  required  for  insurance
regulatory  purposes,  to determine  that  existing  assets are adequate to meet
projected  liability cash flows. Key variables include  contractholder  behavior
and the variable separate accounts' performance.

Contractholders  bear  the  majority  of the  investment  risks  related  to the
variable  insurance   products.   Therefore,   the  risks  associated  with  the
investments   supporting   the  variable   separate   accounts  are  assumed  by
contractholders,  not by the Companies (subject to, among other things,  certain
minimum guarantees).  The Companies' products also provide certain minimum death
benefits  that depend on the  performance  of the  variable  separate  accounts.
Currently, the majority of death benefit risks are reinsured, which protects the
Companies  from  adverse  mortality  experience  and  prolonged  capital  market
decline.

A surrender,  partial withdrawal,  transfer,  or annuitization made prior to the
end of a  guarantee  period  from the fixed  asset  account  may be subject to a
market value adjustment. As the majority of the liabilities in the fixed account
are subject to market  value  adjustment,  the  Companies do not face a material
amount of market risk volatility. The fixed account liabilities are supported by
a portfolio  principally  composed of fixed rate  investments  that can generate
predictable,  steady rates of return. The portfolio  management strategy for the
fixed  account  considers  the  assets  available  for sale.  This  enables  the
Companies to respond to changes in market interest rates,  changes in prepayment
risk, changes in relative values of asset sectors and individual  securities and
loans,  changes in credit  quality  outlook,  and other  relevant  factors.  The
objective of portfolio  management is to maximize  returns,  taking into account
interest  rate  and  credit  risks,  as  well as  other  risks.  The  Companies'
asset/liability  management  discipline includes strategies to minimize exposure
to loss as interest rates and economic and market conditions change.

On the  basis of  these  analyses,  management  believes  there  is no  material
solvency risk to the Companies. With respect to a 10% drop in equity values from
March 31, 2000 levels,  variable separate account funds,  which represent 90% of
the in force, pass the risk in underlying fund performance to the contractholder
(except for certain minimum guarantees). With respect to interest rate movements
up or down 100 basis points from March 31, 2000 levels, the remaining 10% of the
in force are fixed  account  funds and  almost all of these  have  market  value
adjustments  which provide  significant  protection  against changes in interest
rates.  The April market  downturn  offset March  year-to-date  excess  separate
account  returns,  so that on an annual basis,  April separate  account  returns
would closely parallel expected  returns.  The estimated net effect of the April
market  downturn would indicate a normalized net income for the first quarter of
2000 of  approximately  10% lower than actual  first  quarter  net  income.  The
corresponding  estimated  net effect on the balance sheet would be a decrease of
approximately $460.0 million of both separate account assets and liabilities.


                                       16
<PAGE>


CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
---------------------------------------------------------

Any  forward-looking  statement contained herein or in any other oral or written
statement by the Companies or any of their officers,  directors, or employees is
qualified by the fact that actual results of the Companies may differ materially
from such  statement,  among  other  risks  and  uncertainties  inherent  in the
Companies' business, due to the following important factors:

1.   Prevailing  interest  rate levels and stock market  performance,  which may
     affect the  ability of the  Companies  to sell their  products,  the market
     value and liquidity of the  Companies'  investments,  fee revenue,  and the
     lapse  rate of the  Companies'  policies,  notwithstanding  product  design
     features intended to enhance persistency of the Companies' products.

2.   Changes in the federal  income tax laws and  regulations,  which may affect
     the tax status of the Companies' products.

3.   Changes in the regulation of financial  services,  including bank sales and
     underwriting  of  insurance  products,  which may  affect  the  competitive
     environment for the Companies' products.

4.   Increasing competition in the sale of the Companies' products.

5.   Other  factors  that  could  affect  the   performance  of  the  Companies,
     including, but not limited to, market conduct claims, litigation, insurance
     industry  insolvencies,  availability  of  competitive  reinsurance  on new
     business,  investment  performance  of  the  underlying  portfolios  of the
     variable products, variable product design, and sales volume by significant
     sellers of the Companies' variable products.


                                       17
<PAGE>


PART II. OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

A list of  exhibits  included as part of this report is set forth in the Exhibit
Index which  immediately  precedes such exhibits and is hereby  incorporated  by
reference herein.

(b) Reports on Form 8-K

None


                                       18
<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

DATE:   May 12, 2000                      GOLDEN AMERICAN LIFE INSURANCE COMPANY





                                          By/S/ E. Robert Koster
                                            ------------------------------------
                                          E. Robert Koster
                                          Senior Vice President and
                                          Chief Financial Officer
                                          (Principal Financial Officer)


                                          By/S/ Cheryl L. Harding
                                            ------------------------------------
                                          Cheryl L. Harding
                                          Assistant Vice President and
                                          Chief Accounting Officer
                                          (Principal Accounting Officer)























                                       19
<PAGE>
<TABLE>
<CAPTION>


                                                                INDEX

                                               Exhibits to Annual Report on Form 10-Q
                                                  Three Months ended March 31, 2000
                                               GOLDEN AMERICAN LIFE INSURANCE COMPANY

                                                                                                                      Page Number
                                                                                                                      -----------
<S>                                                                                                                          <C>
2        PLAN OF MERGER
           (a)     Agreement and Plan of Merger dated as of July 7, 1997, among ING Groep N.V.,
                   PFHI Holdings, Inc., and Equitable of Iowa Companies ("Equitable")
                   (incorporated by reference from Exhibit 2 in Equitable's Form 8-K filed July 11, 1997)...............     __

3        ARTICLES OF INCORPORATION AND BY-LAWS
           (a)     Articles of Incorporation of Golden American Life Insurance Company ("Registrant"
                   or "Golden American") (incorporated by reference from Exhibit 3(a) to Amendment
                   No. 9 to Registrant's Registration Statement on Form S-1 filed with the Securities
                   and Exchange Commission (the "SEC") on February 17, 1998 (File No. 33-87272))........................     __

           (b)(i)  By-laws of Golden American (incorporated by reference from Exhibit 3(b)(i) to Amendment
                   No. 9 to Registrant's Registration Statement on Form S-1 filed with the SEC on
                   February 17, 1998 (File No. 33-87272))...............................................................     __

              (ii) By-laws of Golden American, as amended (incorporated by reference from Exhibit 3(b)(ii)
                   to Amendment No. 9 to the Registrant's Registration Statement on Form S-1 filed with the
                   SEC on February 17, 1998 (File No. 33-87272))........................................................     __

              (iii)Certificate  of Amendment of the By-laws of MB Variable Life Insurance Company, as amended
                   (incorporated by reference from Exhibit 3(b)(iii) to Amendment No. 9 to Registrant's
                   Registration Statement on Form S-1 filed with the SEC on February 17, 1998 (File No. 33-87272))......     __

              (iv) By-laws of Golden American, as amended (12/21/93) (incorporated by reference
                   from Exhibit 3(b)(iv) to Amendment No. 9 to Registrant's Registration Statement
                   on Form S-1 filed with the SEC on February 17, 1998 (File No. 33-87272)).............................     __

4         INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES
           (a)     Individual Deferred Combination Variable and Fixed Annuity Contract (incorporated
                   by reference from Exhibit 4(a) to Amendment No. 5 of Registrant's Registration
                   Statement on Form S-1 filed with the SEC on or about April 23, 1999 (File No. 333-51353))............     __

           (b)     Discretionary Group Deferred Combination Variable Annuity Contract (incorporated
                   by reference from Exhibit 4(b) to Amendment No. 5 of Registrant's Registration
                   Statement on Form S-1 filed with the SEC on or about April 23, 1999 (File No. 333-51353))............     __

           (c)     Individual Deferred Variable Annuity Contract (incorporated by reference from
                   Exhibit 4(c) to Amendment No. 5 of Registrant's Registration Statement on
                   Form S-1 filed with the SEC on or about December 3, 1999 (File No. 333-51353)).......................     __


                                                                 20
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                                                INDEX

                                               Exhibits to Annual Report on Form 10-Q
                                                  Three Months ended March 31, 2000
                                               GOLDEN AMERICAN LIFE INSURANCE COMPANY

                                                                                                                    Page Number
                                                                                                                    -----------
<S>                                                                                                                          <C>
          (d)      Individual Deferred Combination Variable and Fixed Annuity Application
                   (incorporated by reference from Exhibit 4(g) to Amendment No. 6 of Registrant's
                   Registration Statement on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-51353))................................................................................     __

          (e)      Group Deferred Combination Variable and Fixed Annuity Enrollment Form
                   (incorporated by reference from Exhibit 4(h) to Amendment No. 6 of Registrant's
                   Registration Statement on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-51353))................................................................................     __

          (f)      Individual Deferred Variable Annuity Application (incorporated by reference from Exhibit 4(i)
                   to Amendment No. 6 of Registrant's Registration Statement on Form S-1 filed with the SEC on
                   or about December 3, 1999 (File No. 333-51353))......................................................     __

          (g)      Minimum Guaranteed Accumulation Benefit Rider (incorporated by reference from Exhibit 4(i)
                   to Amendment No. 6 to a Registration Statement for Golden American on Form S-1 filed with
                   the SEC on or about December 3, 1999 (File No. 333-28765))...........................................     __

          (h)      Minimum Guaranteed Income Benefit Rider (incorporated by reference from Exhibit 4(j) to
                   Amendment No. 6 to a Registration Statement for Golden American on Form S-1 filed with the
                   SEC on or about December 3, 1999 (File No. 333-28765))...............................................     __

          (i)      Minimum Guaranteed Withdrawal Benefit Rider (incorporated by reference from Exhibit 4(k) to
                   Amendment No. 6 to a Registration Statement for Golden American on Form S-1 filed with the
                   SEC on or about December 3, 1999 (File No. 333-28765))...............................................     __

          (j)      Death Benefit  Endorsement Number 1 describing the 7% Solution Enhanced Death Benefit
                   (incorporated by reference from Exhibit 4(l) to Amendment No. 6 to a Registration Statement
                   for Golden  American on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-28765))................................................................................     __

          (k)      Death Benefit Endorsement Number 2 describing the Annual Ratchet Enhanced Death Benefit
                   (incorporated by reference from Exhibit 4(m) to Amendment No. 6 to a Registration Statement
                   for Golden American on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-28765))................................................................................     __

          (l)      Death Benefit Endorsement Number 1 describing the Standard Death Benefit
                   (incorporated by reference from Exhibit 4(n) to Amendment No. 6 to a Registration
                   Statement for Golden American on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-28765))................................................................................     __

          (m)      Death Benefit Endorsement Number 1 describing the Max 7 Enhanced Death Benefit
                   (incorporated by reference from Exhibit 4(o) to Amendment No. 6 to a Registration Statement
                   for Golden American on Form S-1 filed with the SEC on or about December 3, 1999
                   (File No. 333-28765))................................................................................     __

          (n)      Individual Deferred Variable and Fixed Annuity Contract (incorporated by
                   reference from Exhibit 4(a) to Amendment No. 6 to Registrant's Registration Statement
                   filed with the SEC on or about December 3, 1999 (File No. 333-28765))................................     __


                                                                 21
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                                                INDEX

                                               Exhibits to Annual Report on Form 10-Q
                                                  Three Months ended March 31, 2000
                                               GOLDEN AMERICAN LIFE INSURANCE COMPANY

                                                                                                                    Page Number
                                                                                                                    -----------
<S>                                                                                                                          <C>
          (o)      Group Deferred Variable and Fixed Annuity Contract Individual Deferred Variable
                   and Fixed Annuity Contract (incorporated by reference from Exhibit 4(b) to Amendment
                   No. 6 to Registrant's Registration Statement filed with the SEC on or about December 3,
                   1999 (File No. 333-28765))...........................................................................     __

          (p)      Individual Deferred Variable Annuity Contract (incorporated by reference from
                   Exhibit 4(c) to Amendment No. 6 to Registrant's Registration Statement filed with
                   the SEC on or about December 3, 1999 (File No. 333-28765))...........................................     __

          (q)      Individual Deferred Variable and Fixed Annuity Contract (incorporated by reference
                   from Exhibit 4(a) to a Registration Statement for Golden American filed with the SEC
                   on or about April 23, 1999 (File No. 333-76941)).....................................................     __

          (r)      Group Deferred Variable and Fixed Annuity Contract Individual Deferred Variable
                   and Fixed Annuity Contract (incorporated by reference from Exhibit 4(b) to a Registration
                   Statement for Golden American filed with the SEC on or about April 23, 1999 (File No. 333-76941))....     __

          (s)      Individual Deferred Variable Annuity Contract (incorporated by reference from Exhibit 4(c)
                   to a Registration Statement for Golden American filed with the SEC on or about April 23, 1999
                   (File No. 333-76941))................................................................................     __

          (t)      Individual Deferred Variable and Fixed Annuity Contract (incorporated by reference
                   from Exhibit 4(a) to a Registration Statement for Golden American filed with the SEC on or
                   about April 23, 1999 (File No. 333-76945))...........................................................     __

          (u)      Group Deferred Variable and Fixed Annuity Contract Individual Deferred Variable and Fixed
                   Annuity Contract (incorporated by reference from Exhibit 4(b) to a Registration Statement
                   for Golden American filed with the SEC on or about April 23, 1999 (File No. 333-76945))..............     __

          (v)      Individual Deferred Variable Annuity Contract (incorporated by reference from  Exhibit 4(c)
                   to a Registration Statement for Golden American filed with the SEC on or about
                   April 23, 1999 (File No. 333-76945)).................................................................     __

          (w)      Schedule Page to the Premium Plus Contract featuring the Galaxy VIP Fund (incorporated by
                   reference from Exhibit 4(i) to a Registration Statement for Golden American on Form S-1
                   filed with the SEC on or about September 24, 1999 (File No. 333-76945))..............................     __

          (x)      Individual Deferred Variable and Fixed Annuity Contract (incorporated by reference from
                   Exhibit 4(a) to Amendment No. 3 to Registrant's Registration Statement filed with the SEC
                   on or about April 23, 1999 (File No. 333-66745)).....................................................     __

          (y)      Group Deferred Variable and Fixed Annuity Contract Individual Deferred Variable and Fixed
                   Annuity Contract (incorporated by reference from Exhibit 4(b) to Amendment No. 3 to
                   Registrant's Registration Statement filed with the SEC on or about April 23, 1999
                   (File No. 333-66745))................................................................................     __


                                                                 22
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                                                INDEX

                                               Exhibits to Annual Report on Form 10-Q
                                                  Three Months ended March 31, 2000
                                               GOLDEN AMERICAN LIFE INSURANCE COMPANY

                                                                                                                    Page Number
                                                                                                                    -----------
<S>                                                                                                                          <C>
          (z)      Individual Deferred Variable Annuity Contract (incorporated by reference from
                   Exhibit 4(c) to Amendment No. 3 to Registrant's Registration Statement filed with
                   the SEC on or about April 23, 1999 (File No. 333-66745)).............................................     __

10        MATERIAL CONTRACTS
          (a)      Administrative Services Agreement, dated as of January 1, 1997, between Golden
                   American and Equitable Life Insurance Company of Iowa (incorporated by reference
                   from Exhibit 10(a) to a Registration Statement for Golden American on Form S-1 filed
                   with the SEC on April 29, 1998 (File No. 333-51353)).................................................     __

          (b)      Service Agreement, dated as of January 1, 1994, between Golden American and Directed
                   Services, Inc. (incorporated by reference from Exhibit 10(b) to a Registration Statement
                   for Golden American on Form S-1 filed with the SEC on April 29, 1998 (File No. 333-51353))...........     __

          (c)      Service Agreement, dated as of January 1, 1997, between Golden American and
                   Equitable Investment Services, Inc. (incorporated by reference from Exhibit 10(c)
                   to a Registration Statement for Golden American on Form S-1 filed with the SEC on
                   April 29, 1998 (File No. 333-51353)).................................................................     __

          (d)      Participation Agreement between Golden American and Warburg Pincus Trust
                   (incorporated by reference from Exhibit 8(a) to Amendment No. 54 to Separate
                   Account B of Golden American's Registration Statement on Form N-4 filed with
                   SEC on or about April 30, 1998 (File No. 333-28679 and 811-5626))....................................     __

          (e)      Participation  Agreement between Golden American and PIMCO Variable Trust (incorporated
                   by reference from Exhibit 8(b) to Amendment No. 54 to Separate Account B of Golden
                   American's Registration Statement on Form N-4 filed with the SEC on or about
                   April 30, 1998 (File No. 333-28679 and 811-5626))....................................................     __

          (f)      Participation  Agreement between Golden American and The Galaxy VIP Fund  (incorporated
                   by reference from Exhibit 10(i) to a Registration  Statement for Golden  American on
                   Form S-1 filed with the SEC on or about  September 24, 1999 (File No. 333-76945))....................     __

          (g)      Asset Management Agreement, dated January 20, 1998, between Golden American
                   and ING Investment Management LLC (incorporated by reference from Exhibit 10(f)
                   to Golden American's Form 10-Q filed with the SEC on August 14, 1998 (File
                   No. 33-87272)).......................................................................................     __

          (h)      Reciprocal  Loan  Agreement,  dated January 1, 1998, as amended March 20, 1998,
                   between Golden  American and ING America Insurance Holdings, Inc. (incorporated
                   by reference from Exhibit 10(g) to Golden American's Form 10-Q filed with the SEC
                   on August 14, 1998 (File No. 33-87272))..............................................................     __

          (i)      Underwriting Agreement between Golden American and Directed Services, Inc.
                   (incorporated by reference from Exhibit 1 to Amendment No. 9 to Registrant's
                   Registration Statement on Form S-1 filed with the SEC on or about February 17, 1998
                   (File No. 33-87272)).................................................................................     __


                                                                 23
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                                                                INDEX

                                               Exhibits to Annual Report on Form 10-Q
                                                  Three Months ended March 31, 2000
                                               GOLDEN AMERICAN LIFE INSURANCE COMPANY

                                                                                                                    Page Number
                                                                                                                    -----------
<S>                                                                                                                          <C>

          (j)      Revolving Note Payable, dated July 27, 1998, between Golden American and SunTrust
                   Bank, Atlanta (incorporated by reference from Exhibit 10(i) to Golden American's
                   Form 10-Q filed with the SEC on November 13, 1998 (File No. 33-87272))...............................     __

          (k)      Revolving Note Payable, dated July 31, 1999, between Golden American and SunTrust
                   Bank, Atlanta (incorporated by reference from Exhibit 10(j) to Golden American's
                   Form 10-Q filed with the SEC on August 13, 1999 (File No. 33-87272)).................................     __

          (l)      Surplus Note, dated December 17, 1996, between Golden American and Equitable of Iowa
                   Companies (incorporated by reference from Exhibit 10(l) to Golden American's
                   Form 10-K filed with the SEC on March 29, 2000 (File No. 33-87272))..................................     __

          (m)      Surplus Note, dated December 30, 1998, between Golden American and Equitable Life
                   Insurance Company of Iowa (incorporated by reference from Exhibit 10(m) to Golden
                   American's Form 10-K filed with the SEC on March 29, 2000 (File No. 33-87272)).......................     __

          (n)      Surplus Note, dated September 30, 1998, between Golden American and ING America
                   Insurance Holdings, Inc. (incorporated by reference from Exhibit 10(n) to Golden
                   American's Form 10-K filed with the SEC on March 29, 2000 (File No. 33-87272)).......................     __

          (o)      Surplus Note, dated December 8, 1999, between Golden American and First
                   Columbine Life Insurance Company (incorporated by reference from Exhibit 10(g)
                   to Amendment No. 7 to a Registration Statement for Golden American on Form S-1
                   filed with the SEC on or about January 27, 2000 (File No. 333-28765))................................     __

          (p)      Surplus Note, dated December 30, 1999, between Golden American and Equitable
                   Life Insurance Company of Iowa (incorporated by reference from Exhibit 10(h) to
                   Amendment No. 7 to a Registration Statement for Golden American on Form S-1
                   filed with the SEC on or about January 27, 2000 (File No. 333-28765))................................     __

          (q)      Participation Agreement between Golden American and Prudential Series Fund, Inc.
                   (incorporated by reference from Exhibit 10(l) to Registration Statement for Golden
                   American on Form S-1 filed with the SEC on or about April 26, 2000 (File No. 333-
                   35592))..............................................................................................     __

          (r)      Participation Agreement between Golden American and ING Variable Insurance Trust
                   (incorporated by reference from Exhibit 10(m) to Registration Statement for Golden
                   American on Form S-1 filed with the SEC on or about April 26, 2000 (File No. 333-35592)).............     __


27        FINANCIAL DATA SCHEDULE (ELECTRONIC FILING ONLY)..............................................................     __


                                                                 24
</TABLE>