UNITED COMPANIES LIFE INSURANCE COMPANY
UNITED COMPANIES SEPARATE ACCOUNT ONE
SUPPLEMENT DATED FEBRUARY 5, 1996 TO
PROSPECTUS DATED AUGUST 21, 1995
The following information replaces certain information contained in the
Prospectus regarding United Companies Life Insurance Company (the "Company"):
United Companies Financial Corporation ("UCFC") has signed a definitive
agreement ("Agreement") for the sale of all of the stock of the Company. The
Company currently is a wholly-owned subsidiary of UCFC. UCFC's Board of
Directors approved the sale to an acquisition company formed by Knightsbridge
Capital Fund I, L.P. ("Knightsbridge"). Knightsbridge, which is a private
investment partnership with institutional partners, was formed in 1995 to make
equity investments in companies engaged primarily in the life insurance
industry. Knightsbridge is a Delaware limited partnership, the limited
partners of which are primarily affiliates of leading domestic and
international banking organizations. The general partner is Knightsbridge
Management L.L.C. The purchaser has agreed that the Company will continue to
be a significant investor in first lien home equity loans originated by UCFC's
lending operations and that the Company's home office operations are to be
maintained in its present location in Baton Rouge, Louisiana following the
closing for at least two years. The Agreement is subject to approval by
UCFC shareholders and regulatory authorities and the satisfaction of other
conditions, and provides that the closing will occur on or before July 31,
1996.
