SECURITIES AND EXCHANGE COMMISSION

     WASHINGTON,  D.C.  20549

     FORM 10-Q

     (Mark One)

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

     For the quarterly period ended September 30, 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 33-46620

     FORTIS BENEFITS INSURANCE COMPANY
     (Exact name of registrant as specified in its
     charter)

     MINNESOTA
     (State or other jurisdiction of
     incorporation or organization)

     81-0170040
     (IRS Identification No.)

     500 BIELENBERG DRIVE, WOODBURY, MN           55125
     (Address of principal executive offices)
     (Zip code)

     Registrant's telephone number, including area
     code:    651-738-4000

     Indicate by check mark 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




FORTIS BENEFITS INSURANCE COMPANY
BALANCE SHEETS
(In thousands, except share data)

                                             September   December
                                                30,      31, 1999
                                                2000
                                            (unaudited)
Assets
Investments:
Fixed maturities, at fair value (amortized
   Cost 2000--$2,652,619;  1999--                      $
$2,802,697)                                 2,583,643    $2,706,372
Equity securities, at fair value (cost 2000-
-$91,078;                                   93,892       85,021
1999--$81,554)
Mortgage loans on real estate, less
allowance for                               822,979      754,514
   Possible losses (2000 and 1999--$11,085)
Policy loans                                98,201       83,439
Short-term investments                      49,786       115,527
Real estate and other investments           42,938       47,502
                                            3,691,439    3,792,375

Cash and cash equivalents                   (47,736)     18,670

Receivables:
Uncollected premiums                        72,789       62,938
Reinsurance recoverable on unpaid and paid  45,226       23,471
losses
Other                                       30,998       19,406
                                            149,013      105,815

Accrued investment income                   53,662       55,464
Deferred policy acquisition costs           457,999      430,192
Property and equipment at cost, less
accumulated                                 21,645       25,118
depreciation
Deferred federal income taxes               48,317       52,467
Other assets                                1,744        1,582
Due from affiliates                         -            8,304
Assets held in separate accounts            5,707,894    5,120,152
Total assets                                $10,083,977  $9,610,139

FORTIS BENEFITS INSURANCE COMPANY
RESERVES, LIABILITIES AND SHAREHOLDER'S EQUITY
(In thousands, except per share amounts)

                                             September   December
                                              30, 2000      31,
                                                           1999
                                             (unaudited
                                                 )
     Policy   reserves,   liabilities   and
shareholders' equity
   Policy reserves and liabilities:
  Future policy benefit reserves:
 Traditional life insurance                 $ 1,151,980  $1,106,269
 Interest sensitive and investment products 1,001,728    1,147,657
 Accident and health                        965,350      940,865
                                            3,119,058    3,194,791
  Unearned revenues                         30,914       28,673
  Other policy claims and benefits payable  242,103      265,486
  Policyholder dividends payable            7,328        7,939
                                            3,399,403    3,496,889

  Accrued expense                           62,460       59,409
  Current income taxes payable              10,340       1,838
  Other liabilities                         58,948       120,110
  Due to affiliates                         5,029        -
  Liabilities related to separate accounts  5,669,595    5,082,341
  Total policy reserves and liabilities     9,205,775    8,760,587

 Shareholder's equity:
Common Stock, $5 par value:
Authorized, issued and outstanding shares - 5,000        5,000
1,000,000
Additional paid-in capital                  468,000      468,000
Retained earnings                           442,369      427,811
Unrealized loss on available-for-sale
   Securities (net of deferred taxes 2000--
   $(21,208); 1999--$(31,077))              (39,387)     (57,715)
Unrealized gain on assets held in separate
   Accounts (net of deferred taxes
2000-$1,195;
   1999--$3,476)                            2,220        6,456
Total shareholder's equity                  878,202      849,552

Total policy reserves, liabilities and      $10,083,977  $9,610,139
shareholder's equity
See accompanying notes.
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(In thousands)
(Unaudited)

                      Nine Months Ended
                                            September  30,
                                            2000      1999
   Revenues
Insurance operations:
Traditional life insurance premiums      $  319,323 $  197,979
Interest sensitive and investment
product policy charges                   79,125     71,306
Accident and health insurance premiums   712,805    756,299
                                         1,111,253  1,025,584
Net investment income                    209,479    169,081
Net realized (losses) gains on           (18,819)   11,924
investments
Other income                             50,895     38,611
Total revenues                           1,352,808  1,245,200

Benefits and expenses
Benefits to policyholders:
    Traditional life insurance           249,455    143,701
    Interest sensitive and investment    67,834     69,081
products
    Accident and health claims           560,114    622,439
                                         877,403    835,221
Policyholder dividends                   -          2,390
   Amortization of deferred policy       37,901     30,475
acquisition costs
   Insurance commissions                 97,233     77,906
   General and administrative expenses   247,465    235,337
   Total benefits and expenses           1,260,002  1,181,329

Income before income taxes               92,806     63,871


Income tax expense (benefit)
Current                                  32,174     8,737
Deferred                                 (3,213)    11,299
                                         28,961     20,036
Net income                               63,845     43,835

   Other comprehensive income (loss):
   Unrealized gain (loss) on investments 14,091     (96,307)
   Comprehensive income (loss)           $          $
                                        77,936     (52,472)
                    See accompanying notes.

              FORTIS BENEFITS INSURANCE COMPANY
        STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                       (In thousands)
                         (Unaudited)
                                          Three Months Ended
                                            September  30,
                                            2000      1999
   Revenues
Insurance operations:
Traditional life insurance premiums      $111,161   $ 66,365
Interest sensitive and investment
product policy charges                   27,213     23,859
Accident and health insurance premiums   236,318    253,325
                                         374,692    343,549
Net investment income                    68,229     57,692
Net realized losses on investments       (14,030)   (145)
Other income                             17,622     13,162
Total revenues                           446,513    414,258

Benefits and expenses
Benefits to policyholders:
    Traditional life insurance           89,009     46,405
     Interest sensitive and investment   22,791     23,745
products
     Accident and health claims          178,196    207,630
                                         289,996    277,780
Policyholder dividends                   -          664
   Amortization of deferred policy       6,853      12,221
acquisition costs
   Insurance commissions                 32,961     27,035
   General and administrative expenses   84,633     69,387
   Total benefits and expenses           414,443    387,087

Income before income taxes               32,070     27,171

Income tax expense (benefit)
Current                                  8,246      (674)
Deferred                                 304        8,810
                                         8,550      8,136
Net income                               23,520     19,035

   Other comprehensive income (loss):
   Unrealized gain (loss) on investments 30,032     (25,224)
   Comprehensive income (loss)            $  53,552 $
                                                  (6,189)
                     See accompanying notes.
              FORTIS BENEFITS INSURANCE COMPANY
                   STATEMENT OF CASH FLOWS
                       (In thousands)
                         (Unaudited)
                                                      Nine Months Ended
                                                              September 30,
                                              2000       1999
Operating activities
Net income                                 $           $
                                          63,845      43,835
Adjustments to reconcile net income to net
cash provided by operating activities:
Increase in future policy benefit reserves 98,922      63,995
(Decrease) increase in other policy claims
and benefits and policyholder dividends    (21,753)    15,305
payable
Provision for deferred federal income taxes(3,213)     11,299
Increase in income taxes payable           8,502       936
Amortization of deferred policy acquisition37,901      31,352
costs
Policy acquisition costs deferred          (64,209)    (68,444)
Provision for depreciation                 8,483       6,112
Amortization of investment  premiums, net  1,649       (1,699)
Change in uncollected premiums, accrued
investment income, reinsurance
recoverable, other receivables, other      (86,336)    7,265
assets, accrued expenses, and other
liabilities
Net realized losses (gains) on investments 18,819      (11,924)
Net cash provided by operating activities  62,610      98,032

Investing activities
Purchases of fixed maturity investments    (1,156,940  (1,244,672
                                          )           )
Sales or maturity of fixed maturity        1,276,824   1,270,319
investments
Decrease (increase) in short-term          65,741      (9,907)
investments
Purchases of other investments             (184,287)   (265,668)
Sales or maturities of other investments   98,597      205,698
Purchase of property and equipment         (5,010)     (908)
Net cash provided by (used in) investing   94,925      (45,138)
activities

Financing activities
Activities related to investment products:
Considerations received                    178,889     185,164
Surrenders and death benefits              (378,797)   (304,791)
Interest credited to policyholders         25,253      30,291
Dividend                                   (49,286)    -
Net cash used in financing activities      (223,941)   (89,336)
Decrease in cash and cash equivalents      (66,406)    (36,442)
Cash and cash equivalents at beginning of  18,670      668
year
Cash and cash equivalents at end of period $           $
                                          (47,736)    (35,774)

See accompanying notes.

FORTIS BENEFITS INSURANCE COMPANY
Notes to Financial Statements
September 30, 2000
(unaudited)

General:  The accompanying unaudited financial statements of
Fortis  Benefits  Insurance Company contain all  adjustments
necessary  to  present  fairly  the  balance  sheet  as   of
September  30, 2000 and the related statement of income  for
the  nine months ended September 30, 2000 and 1999, and cash
flows for the nine months ended September 30, 2000 and 1999.

Income tax payments for the nine months ended September  30,
2000 and September 30, 1999 were $23,672,000 and $7,800,000,
respectively.

The  classification of fixed maturity investments is  to  be
made  at  the  time  of  purchase and,  prospectively,  that
classification  is  expected to be reevaluated  as  of  each
balance  sheet  date.   At September  30,  2000,  all  fixed
maturity  and equity securities are classified as available-
for-sale and carried at fair value.

The amortized cost and fair values of investments available-
for   sale  were  as  follows  at  September  30,  2000  (in
thousands):


                                 Gross     Gross
                     Amortized UnrealizedUnrealized   Fair
                        Cost      Gain      Loss     Value

Fixed Income
Securities:
Governments          $          $  2,156   $  1,575   $
                    396,006                        396,587
Public utilities     232,514    484        7,451      216,547
Industrial and
miscellaneous        1,800,928  6,811      67,757     1,739,9822
Other                232,171    1,549      3,193      230,527
Total                2,652,619  11,000     79,976     2,583,643
Equity securities    91,078     7,575      4,761      93,892
                     $2,743,697 $18,575    $84,737    $2,677,535




FORTIS BENEFITS INSURANCE COMPANY
Notes to Financial Statements
September 30, 2000
(unaudited)


The  amortized  cost and fair value in fixed  maturities  at
September 30, 2000, by contractual maturity, are shown below
(in   thousands).   Expected  maturities  will  differ  from
contractual maturities because borrowers may have the  right
to  call  or  prepay  obligations with or  without  call  or
prepayment penalties.

                                         Amortized    Fair
                                            Cost     Value

Due in one year or less                  $          $
                                        138,736    138,405
Due after one year through five years    596,559    588,201
Due after five years through ten years   852,683    829,639
Due after ten years                      1,064,641  1,027,398
   Total                                 $2,652,619 $2,583,643


Proceeds  from sales and maturities of investments in  fixed
maturities in the nine-month period ended September 30, 2000
and    September   30,   1999   were   $1,276,824,000    and
$1,270,319,000 respectively.  Gross gains of $7,311,000  and
$10,925,000  and gross losses of $39,269,000 and $14,986,000
were  realized on sales during the nine month  period  ended
September 30, 2000 and 1999, respectively.

Mortgage  Loans: The Company has issued commercial  mortgage
loans   on   properties  located  throughout  the   country.
Currently,  approximately  34% of outstanding  principal  is
concentrated  in  the  states of New  York,  California  and
Florida.  The Company has a diversified loan portfolio  with
a  small  average  size,  which  greatly  reduces  any  loss
exposure.   The  Company  has  established  a  reserve   for
mortgage loans.



 .
FORTIS BENEFITS INSURANCE COMPANY
Notes to Financial Statements
September 30, 2000
(unaudited)


Net  Investment  Income  and  Realized  Gains  (Losses)   on
Investments: Major categories of net investment  income  and
realized gains and losses on investments for the first  nine
months of each year were as follows (in thousands):


                                                           Realized
(Loss)Gain                                     Investment    Income
on Investments
                               2000       1999      2000       1999
Fixed maturities           $145,869     $118,381   $ (31,958) $ (4,061)
Preferred stocks           -            7          -          3
Common stocks              11,043       5,116      3,369      15,969
Mortgage loans on real     50,909       41,178     -          -
estate
Policy loans               4,874        3,896      -          -
Short-term investments     442          612        -          -
Real estate and other      1,265        4,201      9,770      13
investments
                           214,402      173,391    $ (18,819) $11,924
Expenses                   4,923        4,310
                           $209,479     $169,081























              Fortis Benefits Insurance Company

 Management's Discussion and Analysis of Financial Condition
  and Results of Operations September 30, 2000 Compared to
                     September 30, 1999

Revenues
The  Company's  major  products  are  group  disability  and
dental,   group  medical,  group  life,  and   annuity   and
individual life insurance coverages sold through  a  network
of independent agents and brokers.  In the fourth quarter of
1999,  the  Company  assumed a block  of  business  from  an
affiliated  company, United Family Life  Insurance  Company.
This  assumed business is primarily pre-need life  insurance
designed  to  pre-fund  funeral  expenses  and  is  sold  as
individual  and  group life and annuity products.   Pre-need
business  represents $112 million in gross  premium  in  the
three-quarters of 2000.  For the nine months ended September
30,  group disability and dental, group medical, group life,
pre-need,  and annuity and individual life represented  39%,
25%,  18%, 10% and 8%, respectively of premium in  2000  and
40%, 33%, 19%, 0% and 8% respectively in 1999.

The   Company   continues  to  match  investment   portfolio
composition  to  liquidity needs and  capital  requirements.
Changes  in interest rates during 2000 and 1999 resulted  in
recognition  of  realized gains and  losses  upon  sales  of
securities.  The Company had net capital losses  from  fixed
income  investments of $31 million for the first nine months
of  2000 as compared to net capital losses of $4 million for
the same period in 1999.

Benefits
The total year-to-date policyholder benefit to premium ratio
decreased  to  79%  in 2000 from 81%  in  1999.   The  group
disability and dental, group medical, group life,  pre-need,
and  annuity  and individual life benefit to premium  ratios
for  the nine months ended September 30, were 82%, 74%, 69%,
100% and 79% respectively in 2000 and 84%, 82%, 72%, 0%  and
97%  respectively  in  1999.   Group  long  term  disability
continues  to  see  an increase in claim terminations.   The
group  medical  business  experienced  a  lower  premium  to
benefit ratio due to rate increases and better management of
claims.  Group life had improved mortality in 2000.  The pre-
need  business did not exist at the end of the third quarter
1999 as it was assumed from an affiliated Company during the
last  quarter  of  1999.  The annuity  and  individual  life
business  experienced strong market performance in  addition
to  lower  interest  crediting  on  the  Company's  interest
sensitive and investment products.

Expenses
Commission  rates have increased from the  levels  in  1999.
This  is primarily due to changes in the mix of business  by
product  lines  as well as the change in first  year  versus
renewal premiums.

The  Company's general and administrative expense to premium
ratio  decreased to 22.0% in the third quarter of 2000  from
23% in 1999.  Lower general administrative expenses relative
to  premium  associated  with  the  newly  assumed  pre-need
business is partially responsible for the decrease.  General
cost  monitoring and efficiencies accounts for the remainder
of the decrease.  The Company continues to monitor expenses,
striving  to  improve  the expense to premium  ratio,  while
maintaining quality and timely services to policyholders.

Market Risk and Risk Management
Interest  rate  risk  is the Company's primary  market  risk
exposure.  Substantial and sustained increases and decreases
in  market  interest rates can affect the  profitability  of
insurance  products  and market value of  investments.   The
yield  realized  on new investments generally  increases  or
decreases in direct relationship with interest rate changes.
The  market  value  of  the  Company's  fixed  maturity  and
mortgage  loan portfolios generally increases when  interest
rates decrease, and decreases when interest rates increase.

Interest  rate  risk  is  monitored and  controlled  through
asset/liability management.  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.  A major component  of
the   Company's   asset/liability  management   program   is
structuring   the  investment  portfolio  with   cash   flow
characteristics    consistent    with    the    cash    flow
characteristics of the Company's insurance liabilities.  The
Company uses computer models to perform simulations  of  the
cash  flow generated from existing insurance policies  under
various  interest  rate scenarios.  Information  from  these
models  is  used in the determination of interest  crediting
strategies  and  investment strategies.  The asset/liability
management   discipline  includes  strategies  to   minimize
exposure  to loss as market interest rates change.   On  the
basis  of  these analyses, management believes there  is  no
material  solvency  risk  to the  Company  with  respect  to
interest rate movements up or down of 100 basis points  from
year-end levels.

Equity  market  risk  exposure is not  significant.   Equity
investments  in the general account are not material  enough
to threaten solvency and contract owners bear the investment
risk related to the variable products.  Therefore, the risks
associated  with  the  investments supporting  the  variable
separate accounts are assumed by contract owners, not by the
Company.    The  Company  provides  certain  minimum   death
benefits  that  depend on the performance  of  the  variable
separate  accounts.  Currently the majority of  these  death
benefit  risks are reinsured which then protects the Company
from  adverse  mortality experience  and  prolonged  capital
market decline.

Year 2000
The  Company  utilizes computer systems to  process  Company
businesses.   Fortis Inc., the Company's parent  ("Fortis"),
created  a  Year 2000 Project Office which was dedicated  to
ensuring  that  all  of  the  systems  for  Fortis  and  its
subsidiaries and affiliates were ready for year  2000.   The
estimated  total  cost of the Fortis Year 2000  Project  was
approximately  $85  million.   The  cost  of  the  Company's
portion  is estimated at $28.6 million.  Approximately  $1.4
million was expensed by the Company in 2000.

As  of  December 20, 1999, 100% of the computer system lines
of  code that had been identified were renovated and  tested
and  were  ready  for year 2000.  Although there  have  been
several  minor  matters,  as  of  September  30,  2000,   no
significant  disruptions resulting  from  the  century  date
change  have  been detected.  The Company will  continue  to
monitor  the  status of and exposure to any  potential  Year
2000 issues.

Liquidity and Capital Resources
The market value of cash, short-term investments and
publicly traded bonds and stocks is at least equal to all
policyholder reserves and liabilities.  The Company's
portfolio is readily marketable and convertible to cash to a
degree sufficient to provide for short-term needs.  The
Company consistently monitors its liability durations and
invests assets accordingly.  The Company has no material
commitments or off-balance sheet financing arrangements,
which would reduce sources of funds in the upcoming year.

The National Association of Insurance Commissioners has
implemented risk-based capital standards to determine the
capital requirements of a life insurance company based upon
the risks inherent in its operations.  These standards
require the computation of a risk-based capital amount which
is then compared to a company's actual total adjusted
capital.  Based upon current calculations using these risk-
based capital standards, the Company's percentage of total
adjusted capital is in excess of ratios, which would require
regulatory attention.

The Company's fixed maturity investments consisted of 98%
investment grade bonds as of September 30, 2000 and the
Company does not expect this percentage to change
significantly in the future.







PART II.   OTHER INFORMATION

Item 1.   Legal Proceedings

     None

Item 2.    Changes in Securities

     None

Item 3.     Defaults Upon Senior Securities

     None

Item 4.      Submission of Matters to a Vote of Security Holders

None

Item 5.      Other Information

     None

Item 6.    Exhibits and Reports on Form 8-K

None


SIGNATURES

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

Fortis Benefits Insurance Company
(Registrant)

Date:  November 14, 2000

/s/ Larry Cains

Larry Cains
Controller and Treasurer
(on behalf of the Registrant and as its principal financial and
chief accounting officer)