N-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-01402

CONTINENTAL ASSURANCE COMPANY
SEPARATE ACCOUNT (B)

(Exact name of registrant as specified in charter)

333 South Wabash Avenue, Chicago, IL	60604
(Address of principal executive offices)	(Zip code)

Lynne Gugenheim
333 South Wabash Avenue, 23S
Chicago, IL 60604
(Name and address of agent for service)

Registrant’s telephone number, including area code: (312) 822-4921

Date of fiscal year end: December 31

Date of reporting period: September 30, 2010

ITEM 1. SCHEDULE OF INVESTMENTS.

Continental Assurance Company Separate Account (B)
Schedule of Investments (Unaudited)

September 30, 2010	Number of				% of Net
(All investments are in securities of unaffiliated issuers)	Shares		Fair Value		Assets
COMMON STOCKS:
CONSUMER DISCRETIONARY
The Home Depot, Inc.		20,000	$	633,600
Kohl’s Corporation(*)		15,000		790,200
Marriott International, Inc. - Class A		31,337		1,122,805
				2,546,605		8.7	%
CONSUMER STAPLES
The Coca-Cola Company		20,000		1,170,400
Costco Wholesale Corporation		18,000		1,160,820
CVS Caremark Corporation		25,000		786,750
Molson Coors Brewing Company - Class B		16,500		779,130
Philip Morris International Inc.		15,000		840,300
The Procter & Gamble Company		14,000		839,580
				5,576,980		19.1	%
ENERGY
Chesapeake Energy Corporation		20,000		453,000		1.6	%
FINANCIALS
JPMorgan Chase & Co.		19,000		723,330
Morgan Stanley		30,000		740,400
				1,463,730		5.0	%
HEALTH CARE
Abbott Laboratories		16,500		861,960
Gilead Sciences, Inc.(*)		20,000		712,200
Pharmaceutical HOLDRS (SM) Trust(***)		12,500		809,500
				2,383,660		8.2	%
INDUSTRIALS
CSX Corporation		36,000		1,991,520
Deere & Company		15,000		1,046,700
Fluor Corporation		20,000		990,600
General Electric Company		35,000		568,750
Illinois Tool Works Inc.		20,000		940,400
United Technologies Corporation		16,000		1,139,680
				6,677,650		22.9	%

(*)	Denotes non–income producing holdings for the nine months ended September 30, 2010.
(**)	Denotes non-U.S. domiciled companies.
(***)	A trust consisting of approximately 20 common stocks.

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Continental Assurance Company Separate Account (B)
Schedule of Investments (Unaudited) - continued

September 30, 2010	Number of				% of Net
(All investments are in securities of unaffiliated issuers)	Shares		Fair Value		Assets
COMMON STOCKS – continued:
INFORMATION TECHNOLOGY
Cisco Systems, Inc.(*)		40,000		876,000
Corning Incorporated		35,000		639,800
Google Inc. - Class A(*)		3,000		1,577,370
Hewlett-Packard Company		30,000		1,262,100
International Business Machines Corporation		8,000		1,073,120
MasterCard Incorporated - Class A		5,000		1,120,000
Visa Inc. - Class A		15,000		1,113,900
				7,662,290		26.3	%
MATERIALS
E.I. du Pont de Nemours and Company		26,500		1,182,430
Praxair, Inc.		10,000		902,600
				2,085,030		7.2	%
Total Common Stocks				28,848,945		99.0	%
SHORT TERM INVESTMENT:
MONEY MARKET
JPMorgan U.S. Government Money Market Fund				232,246		0.8	%
Total Short Term Investment				232,246		0.8	%
TOTAL INVESTMENTS				29,081,191		99.8	%
OTHER ASSETS LESS LIABILITIES				45,899		0.2	%
TOTAL PARTICIPANTS’ EQUITY			$	29,127,090		100.0	%

(*)	Denotes non–income producing holdings for the nine months ended September 30, 2010.
(**)	Denotes non-U.S. domiciled companies.
(***)	A trust consisting of approximately 20 common stocks.

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ITEM 2. CONTROLS AND PROCEDURES.

(a)

The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the 1940 Act)) are effective, as of a date within 90 days of the filing date of this report, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 3. EXHIBITS.

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Continental Assurance Company Separate Account (B)
By:	/s/ THOMAS C. SCOTT
	Thomas C. Scott (Principal Executive Officer)
Date:	November 19, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ THOMAS C. SCOTT
	Thomas C. Scott
	(Principal Executive Officer)
Date:	November 19, 2010

By:	/s/ LAWRENCE J. BOYSEN
	Lawrence J. Boysen
	(Principal Financial and Accounting Officer)
Date:	November 19, 2010

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EX-99.CERT

CERTIFICATION

I, Thomas C. Scott, certify that:

1.	I have reviewed this report on Form N-Q of Continental Assurance Company Separate Account (B);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	November 19, 2010
By:	/s/ THOMAS C. SCOTT
	Thomas C. Scott
	(Principal Executive Officer)

CERTIFICATION

I, Lawrence J. Boysen, certify that:

1.	I have reviewed this report on Form N-Q of Continental Assurance Company Separate Account (B);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	November 19, 2010
By:	/s/ LAWRENCE J. BOYSEN
	Lawrence J. Boysen
	(Principal Financial and Accounting Officer)