UNITED FIRE & CASUALTY CO
10-K405, 1996-03-29
FIRE, MARINE & CASUALTY INSURANCE
Previous: UNITED COMPANIES LIFE INSURANCE CO, 10-K, 1996-03-29
Next: UNITED ILLUMINATING CO, DEF 14A, 1996-03-29



<PAGE> 1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

 X    Annual Report  Pursuant to Section 13 or 15(d) of the Securities  Exchange
 _    Act of 1934 for the fiscal year ended December 31, 1995


 _    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  2-39621

                         UNITED FIRE & CASUALTY COMPANY
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                 Iowa                                   42-0644327
 ________________________________________    ___________________________________
        (State of Incorporation)              (IRS Employer Identification No.)

         118 Second Avenue, S.E.
           Cedar Rapids, Iowa                            52407-3909
 ________________________________________   ____________________________________
 (Address of principal executive offices)               (Zip Code)

       Registrant's telephone number, including area code: (319) 399-5700

       Securities Registered Pursuant to Section 12(b) of the Act: None

       Securities Registered Pursuant to Section 12(g) of the Act: None

     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
                    ______         ______

     Indicate by check mark if disclosure of delinquent filers  pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference in Part III of the Form 10-K or any amendment to this
Form 10-K.    X
            ____

     As of March 1, 1996,  10,829,461  shares of common stock were  outstanding.
The  aggregate  market  value of  voting  stock  held by  non-affiliates  of the
registrant as of March 1, 1996, was approximately $131,847,000.

<PAGE> 2

                          TABLE OF CONTENTS

                                                           PAGE         
                                                           ____
PART I:                                                    
                                                            
      Item 1.    Business....................................1

      Item 2.    Properties..................................7

      Item 3.    Legal Proceedings...........................8

      Item 4.    Submission of Matters to a Vote of
                 Security Holders............................8

PART II:

      Item 5.    Market for Registrant's Common Stock and
                 Related Security Holder Matters.............8

      Item 6.    Selected Financial Data.....................9

      Item 7.    Management's Discussion and Analysis
                 of Financial Condition and Results
                 of Operations...............................9

      Item 8.    Financial Statements and
                 Supplementary Data........................ 15

      Item 9.    Changes in and Disagreements with
                 Accountants on Accounting and
                 Financial Disclosure.......................40

PART III:

      Item 10.   Directors and Executive Officers of the
                 Registrant.................................40

      Item 11.   Executive Compensation.....................44

      Item 12.   Security Ownership of Certain Beneficial
                 Owners and Management......................46

      Item 13.   Certain Relationships and Related
                 Transactions...............................46

PART IV:

      Item 14.   Exhibits, Financial Statement Schedules,
                 and Reports on Form 8-K....................47


<PAGE> 3

                               PART I.
ITEM 1.  BUSINESS

GENERAL

   United Fire & Casualty Company and its insurance subsidiaries (the "Company")
are  engaged  in the  business  of  property  and  casualty  insurance  and life
insurance. The Company is an Iowa corporation incorporated in January, 1946. Its
principal executive office is located at:

           118 Second Avenue S.E.
           P.O. Box 73909
           Cedar Rapids, Iowa 52407-3909
           (319-399-5700).

   The Company's  subsidiaries are: Lafayette  Insurance Company, a wholly owned
property  and casualty  insurer,  with its wholly  owned  subsidiary,  a general
agency,  Insurance Brokers & Managers, Inc.; Addison Farmers' Insurance Company,
a  wholly  owned   property  and  casualty   insurer,   with  its  wholly  owned
subsidiaries,  a general agency, Addison Insurance Agency, and a premium finance
company,  Crabtree Premium Finance Company; and United Life Insurance Company, a
wholly owned life  insurance  company.  As of December 31, 1995, the Company and
its subsidiaries employed 563 full-time employees.

   The Company and its property and casualty  subsidiaries  market most forms of
property and casualty  insurance  products,  including fidelity and surety bonds
and reinsurance,  through independent  agencies and brokers. The Company and its
property and casualty  subsidiaries  also underwrite and broker a limited amount
of excess and surplus lines insurance.

   United  Life  Insurance   Company   underwrites  and  markets  ordinary  life
(primarily universal life), annuities (primarily single premium) and credit life
products to individuals and groups through independent agencies.

   A table reflecting premiums, operating results and assets attributable to the
property and  casualty and life  segments is included in Note 10 of the Notes to
Consolidated Financial Statements.

   The following table shows the  consolidated  net premiums written and annuity
deposits during the last three years by major category.

<TABLE>
<CAPTION>

_______________________________________________________________________________
                                       Years Ended December 31,
_______________________________________________________________________________
                                        (Dollars in Thousands)

_______________________________________________________________________________
                                      1995        1994          1993
_______________________________________________________________________________
<S>                                <C>          <C>           <C> 
Fire and allied lines <F1>         $ 57,049     $ 51,997      $ 47,395
Automobile                           44,457       39,003        38,785
Other liability                      31,025       27,467        25,109
Workers' compensation                24,807       22,215        20,930
Fidelity and surety                  16,215       15,113        12,029
Reinsurance                          23,259       18,346        17,830
Other                                   734        1,500           933
Life and accident and health         25,181       30,088        30,166
Annuities                            54,515       35,371        37,540
_______________________________________________________________________________
                                   $277,242     $241,100      $230,717
===============================================================================
<FN>
<F1> "Fire and allied lines" includes farmowners, homeowners, commercial 
     multiple peril and inland marine.
</FN>
</TABLE>

PROPERTY AND CASUALTY INSURANCE

   The  Company and its  property  and  casualty  subsidiaries  underwrite  both
commercial and personal lines of insurance.  Homeowners and automobile insurance
comprise  most of the personal  lines of business.  Business  package  policies,
workers' compensation, other liability and fidelity and surety bonds represent a
major part of the commercial  business.  Specialty  policies written include the
Commercial Uni-Saver, a commercial package policy with a simplified rating plan,
blanket mortgage security,  insurance on boats, outboard motors and recreational
vehicles, umbrella liability and some forms of errors and omissions insurance.


                                       1

<PAGE> 4

   The  Company  acts  as  a  reinsurer  assuming  both  property  and  casualty
reinsurance from  approximately 415 companies.  The bulk of the business assumed
is property  reinsurance with the emphasis on catastrophe  covers.  The business
originates through approximately 45 brokers with the largest producer accounting
for approximately 15.5% of the reinsurance assumed.

   The combined ratios below, which relate to the non-life segments, are the sum
of the following: the loss ratio, calculated by dividing net losses and net loss
adjustment  expenses  incurred by net premiums  earned;  and the expense  ratio,
calculated by dividing  underwriting  expenses incurred by net premiums written.
The ratios in the table have been  prepared on the basis of statutory  financial
information and on a GAAP basis.  Generally,  if the combined ratio is below 100
percent,  there is an underwriting profit; if it is above 100 percent,  there is
an underwriting loss.

[A bar graph displaying statuatory combined ratios for the Company as compared 
 with the Insurance Industry from 1991 to 1995 appears here.]

<TABLE>
<CAPTION>

STATUTORY COMBINED RATIOS

          Company        Industry

<S>       <C>              <C>
1991      100.3%           108%
1992      115.5            114
1993      102.5            109
1994       97.6            109
1995       95.8            107

</TABLE>

<TABLE>
<CAPTION>

____________________________________________________________________________________________________________________________
                                                             Years Ended December 31,
____________________________________________________________________________________________________________________________
                                                              (Dollars in Thousands)
____________________________________________________________________________________________________________________________
                                                    Statutory                                       GAAP
____________________________________________________________________________________________________________________________
                                          1995           1994            1993          1995            1994           1993
____________________________________________________________________________________________________________________________
<S>                                   <C>            <C>             <C>           <C>             <C>            <C>    
Net premiums written                  $197,546       $175,641        $163,011      $197,546        $175,641       $163,011
Net premiums earned                    185,994        166,852         158,336       185,994         166,852        158,336
____________________________________________________________________________________________________________________________
Ratio of net losses and net loss
adjustment expenses incurred to net
premiums earned                           63.8%          65.6%           70.7%         63.6%           65.2%          70.4%
Ratio of underwriting expenses
incurred to net premiums written          32.0           32.0            31.8          31.0            31.9           30.8
Combined ratios                           95.8           97.6           102.5          94.6            97.1          101.2
____________________________________________________________________________________________________________________________
Underwriting margin                        4.2%           2.4%           (2.5)%         5.4%            2.9%          (1.2)%
============================================================================================================================

</TABLE>




























   The  following  table sets forth the  aggregate  direct and assumed  premiums
written,  ceded  reinsurance and net premiums  written for the three years ended
December 31, 1995, 1994 and 1993.

<TABLE>
<CAPTION>

_______________________________________________________________________________________________________
                                                       Years Ended December 31,
_______________________________________________________________________________________________________
                                                        (Dollars in Thousands)

                                           PERCENT                 Percent                      Percent
                                             OF                      of                           of
                                   1995     TOTAL           1994    Total               1993     Total
_______________________________________________________________________________________________________
<S>                           <C>          <C>         <C>          <C>             <C>          <C>
Fire and allied lines <F1>     $ 74,254      38%        $ 66,640      38%           $ 58,323      36%
Automobile                       46,060      23           40,687      23              40,352      25
Other liability                  34,101      17           30,116      17              27,360      17
Workers' compensation            25,246      13           22,836      13              21,614      13
Fidelity and surety              17,322       9           16,060       9              12,769       8
Reinsurance assumed              26,436      13           22,433      13              21,938      13
Other                             1,011       1            3,692       2               2,250       1
_______________________________________________________________________________________________________
Aggregate direct and assumed
premiums written               $224,430     114%        $202,464     115%           $184,606     113%
Reinsurance ceded                26,884      14           26,823      15              21,595      13
_______________________________________________________________________________________________________
Net premiums written           $197,546     100%        $175,641     100%           $163,011     100%
=======================================================================================================
<FN>
<F1> "Fire and allied lines" includes farmowners, homeowners, commercial multiple peril and inland marine.
</FN>
</TABLE>


                                       2

<PAGE> 5

   The following table sets forth property and casualty net premiums earned, net
losses  incurred  (excluding  net loss  adjustment  expenses) and the loss ratio
(ratio of net losses  incurred to net  premiums  earned),  by lines of insurance
written, for the three years ended December 31, 1995, 1994 and 1993.

<TABLE>
<CAPTION>
___________________________________________________________________________________
                                                  Years Ended December 31,
___________________________________________________________________________________
                                                   (Dollars in Thousands)

                                              1995          1994           1993
___________________________________________________________________________________
<S>                                       <C>           <C>            <C>    
Fire and allied lines <F1>
    Premiums earned                       $ 54,150      $ 48,784       $ 46,190
    Losses incurred                         30,551        24,826         20,993
    Loss ratio                               56.4%         50.9%          45.4%
___________________________________________________________________________________
Automobile
    Premiums earned                       $ 42,026      $ 38,369       $ 39,423
    Losses incurred                         30,682        28,833         26,261
    Loss ratio                               73.0%         75.1%          66.6%
___________________________________________________________________________________
Other liability
    Premiums earned                       $ 29,282      $ 26,404       $ 24,227
    Losses incurred                         10,304        11,679          9,912
    Loss ratio                               35.2%         44.2%          40.9%
___________________________________________________________________________________
Workers' compensation - involuntary
    Premiums earned                       $  3,179      $  3,735       $  4,012
    Losses incurred                          1,357         1,732          2,983
    Loss ratio                               42.7%         46.4%          74.4%
___________________________________________________________________________________
Workers' compensation - voluntary
    Premiums earned                       $ 20,776      $ 17,898       $ 16,750
    Losses incurred                          5,458         3,035          8,616
    Loss ratio                               26.3%         17.0%          51.4%
___________________________________________________________________________________
Workers' compensation - total
    Premiums earned                       $ 23,955      $ 21,633       $ 20,762
    Losses incurred                          6,815         4,767         11,599
    Loss ratio                               28.4%         22.0%          55.9%
___________________________________________________________________________________
Fidelity and surety
    Premiums earned                       $ 14,592      $ 12,592       $  9,786
    Losses incurred                          1,269           468            958
    Loss ratio                                8.7%           3.7%          9.8%
___________________________________________________________________________________
Reinsurance
    Premiums earned                       $ 21,117      $ 17,648       $ 17,193
    Losses incurred                         15,789        16,088         20,213
    Loss ratio                               74.8%         91.2%         117.6%
___________________________________________________________________________________
Other
    Premiums earned                       $    872      $  1,422       $    755
    Losses incurred                            334           734            (38)
    Loss ratio                               38.3%         51.6%          (5.0)%
___________________________________________________________________________________
Total property and casualty
    Premiums earned                       $185,994      $166,852       $158,336
    Losses incurred                         95,744        87,395         89,898
    Loss ratio                               51.5%         52.4%          56.8%
===================================================================================
<FN>
<F1> "Fire and allied lines" includes farmowners, homeowners, commercial multiple
      peril and inland marine.
</FN>
</TABLE>

                                        3


<PAGE> 6

LIFE INSURANCE

    The principal  life  insurance  product is universal  life of which the Life
subsidiary  has  six  different  plans.  The  universal  plans  represent  about
two-thirds  of the total  insurance  in-force at December 31, 1995.  The maximum
retention is $200,000 per life policy. Long-term disability is provided only for
the employees of the Company. The following table presents life insurance earned
premium information for the last five years.

<TABLE>
<CAPTION>
_____________________________________________________________________________________________________
                                                          Years Ended December 31,
_____________________________________________________________________________________________________
                                                           (Dollars in Thousands)

                                           1995         1994         1993         1992         1991
_____________________________________________________________________________________________________
<S>                                     <C>          <C>          <C>          <C>          <C> 
Universal life                          $ 7,926      $ 6,386      $ 6,887      $ 5,529      $ 5,454
Ordinary life (other than universal)      9,647        8,431        5,120        3,620        2,903
Accident and health                       1,822        1,515        3,194        2,515        2,052
Annuities                                   902          441          927          930          336
Credit life                               1,217          993          954        1,035          822
Group accident and health                   125          130          200          167          172
_____________________________________________________________________________________________________
Total premiums earned                   $21,639      $17,896      $17,282      $13,796      $11,739
=====================================================================================================

</TABLE>

REINSURANCE CEDED

The Company  follows the  industry  practice  of  reinsuring  a portion of their
exposure  and ceding to  reinsurers  a portion of the  premium  received  on the
policies  reinsured.  Reinsurance  is purchased  to reduce the net  liability on
individual  risks to  predetermined  limits and to protect against  catastrophic
losses  such  as  hurricanes  and  tornadoes.  Such  catastrophe  protection  is
purchased on both direct and assumed business.

  The ceding of reinsurance does not legally  discharge the Company from primary
liability  under its  policies  and the ceding  company must pay the loss if the
reinsurer fails to meet its  obligation.  The Company is not aware of any of its
reinsurers  experiencing  financial difficulties that would result in a material
impact on the Company's financial  statements.  The Company follows the industry
practice  of  accounting  for  insurance  written  and  losses  incurred  net of
reinsurance ceded.

  The Company uses many  reinsurers,  both  domestic  and foreign.  There are no
concentrations of credit risk associated with reinsurance.  Principal reinsurers
include Swiss Re of America (formerly North American  Reinsurance  Corporation),
Munich American Assurance Company,  General  Reinsurance  Corporation,  ERC Life
Reinsurance Corporation,  Transamerica Occidental Life and Employers Reinsurance
Corporation.


RESERVES

   Applicable insurance laws require the Company's property and casualty segment
to maintain  reserves for losses and loss  adjustment  expenses  with respect to
both reported and unreported losses. With respect to life reserves, the reserves
are based upon applicable  statutory Iowa insurance laws and actuarial  analysis
determined by independent consulting actuaries.

  The Company's property and casualty segment establishes  reserves for reported
losses based upon historical  experience and upon a case-basis evaluation of the
type of loss,  knowledge  of the  circumstances  surrounding  each  loss and the
policy  provisions  relating  to the type of loss.  The amount of  reserves  for
unreported losses is determined by estimating  unreported losses on the basis of
historical and  statistical  information for each line of insurance with respect
to the probable number and nature of losses arising from occurrences  which have
not yet been  reported.  Established  reserves  are  closely  monitored  and are
adjusted as needed.

  Loss reserves are estimates at a given time of the ultimate amount expected to
be paid on  incurred  losses  based on facts and  circumstances  known  when the
estimates are made.  Reserves are not discounted.  The loss settlement period on
insurance losses may be many years, and as additional facts regarding individual
losses  become  known,  it often  becomes  necessary  to refine  and  adjust the
estimates of liability on a loss.  Inflation is  implicitly  provided for in the
reserving  function  through  review of cost  trends  and  historical  reserving
results and projections of future economic conditions.


                                       4

<PAGE> 7

   Reserves for loss  adjustment  expenses are intended to cover the actual cost
of  investigating  losses and  defending  lawsuits  arising from  losses.  These
reserves  are  established   periodically  based  on  historical   analysis  and
management's expectations.

   The limits on risks retained by the Company's  property and casualty  segment
vary by line of  business,  and  risks in  excess of the  retention  limits  are
reinsured. For the property lines of business, the retention is $1,000,000.  For
the casualty  lines of  business,  the Company has four  retention  levels which
depend on the accident  year of the claim.  For losses with an accident  year of
1983 or prior,  the  retention is $225,000.  The  retention  level was raised to
$300,000 on all losses in the casualty lines with accident dates of 1984 through
1986.  Effective January 1, 1987, the retention was increased to $500,000 on all
losses with accident dates of 1987 through 1991.  Effective January 1, 1992, the
retention was increased to $750,000 on all accident  dates of 1992 through 1994.
Effective  January 1, 1995,  the  retention  was  increased to $1,000,000 on all
losses in the casualty lines with accident dates of 1995 and later.

    The following table shows the calendar year development of the unpaid losses
and loss  adjustment  expenses  of the  Company and its  property  and  casualty
segment for 1986  through  1995.  The top line of the table shows the  estimated
liability for unpaid losses and loss adjustment expenses recorded at the balance
sheet  date for each of the  indicated  years.  This  liability  represents  the
estimated  amount of losses and loss  adjustment  expenses for losses arising in
all prior years that are unpaid at the balance sheet date, including losses that
had been incurred but not yet reported, net of applicable ceded reinsurance. The
upper  portion  of the table  shows  the  reestimated  amount of the  previously
recorded  liability based on experience as of the end of each  succeeding  year.
The estimate is increased or decreased as more information becomes known.

<TABLE>
<CAPTION>


                                                                Years Ended December 31,
____________________________________________________________________________________________________________________________________
                                                                 (Dollars in thousands)

                            1986      1987     1988       1989       1990       1991       1992       1993       1994        1995
____________________________________________________________________________________________________________________________________
<S>                      <C>        <C>       <C>       <C>        <C>        <C>        <C>        <C>        <C>         <C>   
Liability for unpaid
losses and loss          $ 60,779   $71,067   $85,012   $103,607   $113,572   $123,219   $158,825   $170,798   $180,653    $188,700
adjustment expenses
Liability reestimated
as of:
   One year later          58,011    69,417    79,869     96,487    111,804    128,042    154,572    153,691    160,776
   Two years later         58,093    67,948    80,395     96,976    112,390    125,888    148,507    142,572
   Three years later       57,685    68,357    76,698     97,295    111,276    124,428    144,159
   Four years later        58,200    67,322    76,469     95,752    113,898    122,384
   Five years later        57,518    66,735    75,368     96,345    113,703
   Six years later         57,343    66,058    75,257     97,159
   Seven years later       57,423    66,599    75,912
   Eight years later       58,375    67,526
   Nine years later        59,200

   Redundancy  
  (deficiency)           $  1,579   $ 3,541    $9,100   $  6,448   $   (131)  $    835   $ 14,666   $ 28,226   $ 19,877
____________________________________________________________________________________________________________________________________

Cumulative amount of
liability paid through:
   One year late         $ 22,589   $23,681   $27,277   $ 37,598   $ 39,497   $ 44,694   $ 54,291   $ 51,550   $ 54,862
   Two years later         33,575    39,028    41,865     56,574     63,589     69,296     84,074     80,246
   Three years later       41,310    46,139    52,551     69,767     77,141     87,052    102,637
   Four years later        44,305    51,404    57,658     76,443     87,627     96,976
   Five years later        46,989    54,061    61,795     82,013     95,059
   Six years later         48,662    56,292    64,912     85,379
   Seven years later       50,054    58,425    67,021
   Eight years later       51,968    60,026
   Nine years later        52,990


</TABLE>


                                       5

<PAGE> 8

INVESTMENTS

  The management of the investment portfolio is handled internally.  The Company
primarily invests in fixed income securities.  The Company adopted SFAS No. 115,
"Accounting for Certain  Investments in Debt and Equity  Securities,"  effective
January 1, 1994 and reassessed this position in December,  1995. The Company has
classified a majority of its fixed income  securities as  held-to-maturity.  See
Notes 1 and 2 of the Notes to Consolidated  Financial  Statements for discussion
of SFAS No. 115.

   Historically, the property and casualty segment has emphasized investments in
tax-exempt  fixed  income  securities,  but  attempts  to  maintain  a  balanced
portfolio  that reflects its changing tax  situation,  as well as changes in the
tax law. Based on the Company's underwriting  philosophy and goals, the emphasis
toward tax-exempt securities will continue.

   The life insurance segment has emphasized investing in high quality, taxable,
fixed  income  securities  (primarily  bonds  issued by  corporations,  mortgage
pass-through  securities  and  collateralized  mortgage  obligations  ("CMOs")).
Investment  results for the years  indicated  are  summarized  in the  following
table.

<TABLE>
<CAPTION>

________________________________________________________________________________

                          Average                              Annualized Yield

Years Ended               Invested         Net Investment         on  Average

December 31,              Assets <F1>        Income <F2>        Invested Assets
________________________________________________________________________________
                             (Dollars in Thousands)
________________________________________________________________________________
<S>                       <C>                <C>                      <C>   
1995                      $733,608           $53,603                  7.3%
1994                       635,948            46,420                  7.3
1993                       560,442            40,233                  7.2
================================================================================
<FN>
<F1>  Average of amounts at beginning and end of year.
<F2>  Investment income  after  deduction  of  investment  expenses,  but before
      applicable income tax.
</FN>
</TABLE>


MARKETING

   The Company markets its products  principally through  independent  agencies.
The  Company  is  licensed  as a  property  and  casualty  insurer in 34 states,
primarily  in the Midwest and West.  Approximately  1,700  independent  agencies
represent  the  Company's  property and  casualty  segment.  The life  insurance
subsidiary is licensed in 24 midwestern and western states and is represented by
approximately 1,000 independent agencies.  The Home Office and branch offices of
the Company  and the  offices of the  insurance  subsidiaries  are staffed  with
underwriting,   claims  and  marketing   representatives,   and   administrative
technicians,  all of whom  provide  support and  assistance  to the  independent
agencies.

   In addition, Home Office staff technicians and specialists provide support to
the  subsidiaries  and branch  offices as well as to independent  agencies.  The
Company's  Home Office also monitors  subsidiary  and branch offices for overall
results and conformity to Company policy through the use of management reports.


                                       6


<PAGE> 9

In 1995, direct premium writings on a statutory basis by state were as follows.

<TABLE>
<CAPTION>

_________________________________________________________________________________________________________________________
                          Property and Casualty Insurance       Life, Accident and Health Insurance, Including Annuities
_________________________________________________________________________________________________________________________
                                                         (Dollars in Thousands)
_________________________________________________________________________________________________________________________
                                                       Percent                                                Percent

                       Amount                          of Total                 Amount                        of Total
=========================================================================================================================
<S>                   <C>                              <C>                     <C>                             <C>    
California            $  9,292                          4.9%                   $    --                           --%
Colorado                10,335                           5.4                     4,323                           5.3
Idaho                    3,030                           1.6                       261                            .3
Illinois                21,091                          11.1                     5,508                           6.8
Iowa                    40,235                          21.2                    35,178                          43.2
Kansas                   7,671                           4.0                     2,041                           2.5
Louisiana               25,127                          13.2                        55                            .1
Minnesota               13,273                           7.0                    13,857                          17.0
Missouri                18,708                           9.8                     3,317                           4.1
Nebraska                13,072                           6.9                     4,833                           5.9
South Dakota             8,778                           4.6                     1,850                           2.3
Wisconsin                6,971                           3.7                     7,409                           9.1
Wyoming                  2,974                           1.6                       346                            .4
Other                    9,475                           5.0                     2,495                           3.0
_________________________________________________________________________________________________________________________
                      $190,032                        100.0%                   $81,473                        100.0%
=========================================================================================================================

</TABLE>

   The insurance  industry is highly  competitive,  and the Company competes not
only with other stock insurance companies,  but also with mutual companies,  the
underwriters at Lloyds of London and reinsurance reciprocals.

   Since the  Company  relies  heavily on  independent  agencies,  it utilizes a
profit sharing  contract with the agencies as an incentive to place high quality
business with the Company.  For 1995,  332 agencies will receive  profit sharing
commissions of an estimated $5,137,000.

ITEM 2.  PROPERTIES

    The Company owns two buildings in Cedar Rapids,  Iowa,  which it occupies as
its Home  Office.  One  building  is a  five-story  building  which is  occupied
entirely by the  Company  except for certain  tenants on the second  floor.  The
other is an  eight-story  office  building in which the first floor is leased to
tenants.  The Company occupies the fourth through eighth floors of this building
and rents the third floor and an office on the second  floor to its  subsidiary,
United Life Insurance Company. The two buildings are connected with a skywalk.

    The Company owns a small  parking lot adjacent to the  eight-story  building
and a parking lot adjacent to the five-story building.

    Lafayette  Insurance  Company owns one  building in New  Orleans,  Louisiana
which serves as its Home Office.  The building  consists of two floors of office
space and a floor of parking,  as well as a parking lot located  adjacent to the
building.

    Management  believes  that the  properties  of the Company are  adequate for
conducting its business.


                                       7

<PAGE> 10

ITEM 3.   LEGAL PROCEEDINGS

    The registrant has no pending legal  proceedings other than ordinary routine
litigation incidental to the business.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    Not applicable.

                                     PART II

ITEM 5.   MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER 
          MATTERS

    The Company's  Common Stock is traded in the  over-the-counter  market under
the NASDAQ  symbol UFCS.  On March 1, 1996,  there were 948 holders of record of
the Company's  Common Stock.  The following  table sets forth,  for the calendar
periods indicated, the high and low bid quotations for the Common Stock and cash
dividends declared.  These quotations reflect inter-dealer prices without retail
markups,  markdowns or  commissions  and may not  necessarily  represent  actual
transactions.

    The  Company's  policy  has been to pay  quarterly  cash  dividends  and the
Company  intends to continue that policy.  Payments of any future  dividends and
the amounts of such  dividends,  however,  will depend upon  factors such as net
income,   financial   condition,   capital  requirements  and  general  business
conditions. The Company has paid dividends every quarter since March, 1968.

    State law permits the payment of dividends only from  statutory  accumulated
earned  profits  arising from  business.  The  Company's  subsidiaries  are also
subject  to state  law  restrictions  on  dividends.  See Note 7 in the Notes to
Consolidated Financial Statements.

<TABLE>
<CAPTION>

________________________________________________________________________________
                              Share Price                          Cash
                           High          Low                Dividends Declared
________________________________________________________________________________
<S>                           <C>             <C>               <C>   
1995
Quarter Ended
   March 31                   $ 19 3/8        $ 18 1/8          $ .133
   June 30                      19 1/2          18 1/8            .133
   September 30                 24 5/8          22 1/8            .133
   December 31                  29 1/8          23 7/8            .150

1994
Quarter Ended
   March 31                   $ 19 1/2         $16              $ .120
   June 30                      18 7/8          17 3/8            .120
   September 30                 18 1/4          17 1/2            .120
   December 31                  19 7/8          18 1/8            .133

________________________________________________________________________________

</TABLE>

Share   prices  and  cash   dividends   declared  per  common  share  have  been
retroactively  restated for additional  shares issued as a result of a three for
two stock split to stockholders of record as of December 18, 1995.


                                       8

<PAGE> 11

ITEM 6.   SELECTED FINANCIAL DATA

<TABLE>
<CAPTION>

_____________________________________________________________________________________________
                                                        Years Ended December 31,
_____________________________________________________________________________________________
                                              (Dollars in thousands except per share data)
                                           1995       1994       1993       1992       1991
_____________________________________________________________________________________________
<S>                                    <C>        <C>        <C>        <C>        <C>     
Total assets                           $943,106   $828,126   $733,020   $644,394   $510,624

Operating revenues
   Premiums earned                      207,528    184,748    174,137    170,434    154,127
   Investment income, net                53,603     46,420     40,233     36,312     28,811
   Realized investment gains              1,698        796      1,860      3,133      1,208
   Other income                           1,761      1,881      1,713      1,387      1,257

Cumulative effect of change in
accounting principles, net of
applicable income taxes                      --         --         --         --       (656)

Net income                               28,803     22,521     18,645      1,702     15,040

Net income per common share
   Income before cumulative effect of
   change in accounting principles         2.66       2.08       1.72        .16       1.45

   Cumulative effect of change in
   accounting principles,  net of
   applicable income taxes                   --         --         --         --       (.06)
_____________________________________________________________________________________________

Net income per common share                2.66       2.08       1.72        .16       1.39

Cash dividends declared
per common share                            .55        .49        .45        .43        .39
=============================================================================================

</TABLE>

   Net income per common share and cash dividends declared per common share have
been retroactively  restated for additional shares issued as a result of a three
for two stock split to stockholders of record as of December 18, 1995.

    The  selected  financial  data herein has been  derived  from the  financial
statements  of the  Company  and its  subsidiaries.  The data  should be read in
conjunction with "The Chairman's Report," "Management's  Discussion and Analysis
of Financial Condition and Results of Operations" and the Consolidated Financial
Statements and related Notes.

[A bar graph displaying net income per common share and dividends for the five
 years ended December 31, 1995.]

<TABLE>
<CAPTION>

NET INCOME PER COMMON SHARE

               Net Income Per
               Common Share        Dividends

<S>                <C>                <C>
1991               1.39               .39
1992                .16               .43
1993               1.72               .45
1994               2.08               .49
1995               2.66               .55

</TABLE>

ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
          RESULTS OF OPERATIONS

ASSETS

   The Company's  fixed income  portfolio grew by 14% in 1995,  when compared to
1994.  As it has in the past,  the  Company  continues  to invest  primarily  in
investment  grade  securities,  and  it is the  Company's  intention  to  hold a
majority  of its  fixed  income  securities  to  maturity.  The  portion  of the
portfolio  that was  investment  grade  (defined by the National  Association of
Insurance  Commissioners - Securities Valuation Office and issued with NAIC code
class 1 or  class  2),  as of  December  31,  1995  and  1994,  was 94% and 92%,
respectively,  for the property and casualty segment,  and 92% in both years for
the life segment.

                                       9

<PAGE> 12

   In  accordance  with  Statement of Financial  Accounting  Standards  No. 115,
"Accounting for Certain  Investments in Debt and Equity  Securities," ("SFAS No.
115"),  the Company is required to classify its  investments  in debt and equity
securities   into   one   of   three   categories:    1)   held-to-maturity   2)
available-for-sale  and 3) trading (the Company has no trading  securities).  In
the fourth quarter of 1995,  concurrent with its adoption of the  implementation
guide on SFAS No.  115,  the  Financial  Accounting  Standards  Board  allowed a
one-time  reassessment  of the SFAS No. 115  classifications  of all  securities
currently  held. Any  reclassifications  would be accounted for at fair value in
accordance with SFAS No. 115 and any reclassifications from the held-to-maturity
portfolio  that  resulted from this  one-time  reassessment  would not call into
question the intent of the Company to hold other debt  securities to maturity in
the future.  Though the Company primarily utilizes a buy and hold philosophy for
all securities (we are long-term  investors),  we did use the opportunity  under
this  one-time  reassessment  to  reclassify   $79,131,000  in  securities  from
held-to-maturity  to the  available-for-sale  category.  In connection with this
reclassification,  gross  unrealized  gains of $5,145,000  and gross  unrealized
losses  of  $908,000  were  recorded  in  available-for-sale  securities  and in
stockholders' equity.

   Approximately  31% of the fixed income portfolio is  collateralized  mortgage
obligations  ("CMOs"),  compared  to 28% at December  31,  1994.  The  Company's
ongoing  review of the fixed  income  market has shown that for asset and credit
quality,  CMOs still offer the best yield available.  The Company  minimizes its
prepayment risk by buying most issues priced at a slight discount.  While buying
at a discount does not prevent prepayment,  the yield is not penalized as is the
case when a premium is paid. In addition, although the stated maturity is longer
than the average  life of the issues,  the  Company is  concentrating  on buying
issues with expected  maturity in the seven- to- twelve- year range. The Company
also monitors the FLUX ratios of the CMOs it is purchasing,  looking to add less
volatile positions to its portfolio.  FLUX measures cashflow variability about a
predefined set of interest rate scenarios.

   The Company also invests in readily  marketable  common and preferred stocks,
all of which are classified as  available-for-sale.  Other long-term investments
are  primarily  holdings  in  limited  partnership  funds  investing  in  banks.
Unrealized appreciation on available-for-sale fixed maturities, stocks and other
long-term  investments,  net of applicable income taxes,  increased between 1995
and 1994 by $15,273,000.

   The Company's  short-term  investments,  comprised of money market  accounts,
overnight  repurchase  agreements  and fixed  maturities  are  utilized  to meet
anticipated  short-term  cash  requirements.   In  addition,  the  Company  also
maintains a $5 million  line of credit with a local  bank.  In 1995,  short-term
investments  increased from $9,954,000 to $21,530,000,  as the Company increased
the liquidity of its life insurance subsidiary to meet an anticipated withdrawal
of a block of single premium business.

   Most of the cash  that the  Company  receives  is  generated  from  insurance
premiums paid by policyholders.  The premiums are invested in assets maturing at
regular  intervals  in order to meet the  Company's  obligations  to pay  policy
benefits, claims and claim adjusting expenses.  Accounts receivable are balances
due from  property  and  casualty  insurance  agents and  brokers  for  premiums
written,  net of  commissions.  In 1995,  this asset grew by  $4,756,000 or 14%.
Increased  premium  writings  and  continued  utilization  by  insureds  of  the
Company's deferred billing plan contributed to this growth.

   Under  generally  accepted  accounting  principles  ("GAAP"),  the Company is
allowed to establish an asset called deferred policy  acquisition  costs ("DAC")
for  expenses  such as  commissions,  premium  taxes and policy  issue  expenses
associated  with  underwriting  premiums.  The asset is then  amortized over the
lives of the  respective  policy  terms to  attain a  matching  of  expenses  to
revenue.  As premium volume increases,  the resulting  deferrable  expenses also
increase, which was the case in 1995.

   Reinsurance receivables are loss and expense payments and ceded reserves that
are due the Company  from  reinsurers.  The balance in this asset  decreased  by
$8,226,000  or 34% in 1995,  when  compared  to 1994.  In 1994,  the Company had
reinsurance  receivables related to the Northridge  earthquake and $4,413,000 in
the reinsurance receivables related to a claim issued against the Company, which
was settled favorably in March, 1995. The Company does not anticipate collection
problems with regard to any of its reinsurance receivables.


                                       10

<PAGE> 13

LIABILITIES

   The property and casualty  segment's gross reserves before ceded  reinsurance
for losses and settlement  expenses  decreased  $209,000  between 1995 and 1994.
While 1995 produced a record number of hurricanes, the Company did not have much
exposure  related  to any of  these  storms.  Gross  reserves  remaining  on the
Northridge  earthquake  were  $3,733,000  as of December 31,  1995,  compared to
$8,341,000 at December 31, 1994.

   The Company is not aware of any significant  contingent liabilities as far as
environmental issues are concerned.  Because of the type of business the Company
writes,  i.e.  property  coverage,  there exists the  potential for exposure for
environmental  pollution and asbestos  claims.  The Company's  underwriters  are
aware of  these  exposures  and use  limited  riders  or  endorsements  to limit
exposure.  The  one  assumed  reinsurance  contract  with  a  significant  known
environmental exposure was commuted with a complete release of further liability
during 1994.

   The  increase in the  liability  for future  policy  benefits and interest on
policyholders'  accounts  grew in 1995 when compared to 1994 due to the addition
of new premiums and growth in existing account balances.

RESULTS OF OPERATIONS YEAR ENDED DECEMBER 31, 1995,

COMPARED TO YEAR ENDED DECEMBER 31, 1994

PROPERTY AND CASUALTY OPERATIONS

   The  Company's  property  and  casualty  segment  reported  record  operating
earnings of  $30,718,000  in 1995,  compared to  $22,922,000  in 1994.  Premiums
earned  increased 11%, or  $19,142,000.  Much of the growth was direct  business
concentrated in four midwestern states. In addition,  the Company has had to pay
less for its ceded protection due to a decrease in ceded premium rates.

   Loss and loss  adjustment  expenses  increased  9% over  1994.  An absence of
significant  exposure to 1995 catastrophes and a reduction in loss expenses have
contributed to the Company's favorable results. Gross losses incurred related to
the Northridge  earthquake were  $3,847,000 in 1995,  compared to $10,342,000 in
1994. Ceded losses incurred related to this catastrophe were $3,005,000 in 1995,
compared to $4,319,000 in 1994. Gross incurred on other  catastrophe  losses for
the  years  ending  1995,  1994  and  1993  were  $10,089,000,   $5,784,000  and
$13,876,000 respectively. Ceded incurred on all other catastrophes for the years
ending 1995, 1994 and 1993 were $114,000, $(17,000) and $158,000, respectively.

   The  increase in the  property  and  casualty  segments'  other  underwriting
expenses,  (including  amortization of deferred acquisition costs) of $4,904,000
or 9% resulted primarily from an increase in commissions paid to our agents, due
to the increase in premium writings.

LIFE OPERATIONS

   The  increase of  $3,743,000  in  premiums  earned is  comprised  mainly of a
$1,181,000  increase in  collected  traditional  life  premiums and a $1,479,000
increase in collected credit premiums. During 1995, we increased our anticipated
future lapses and wrote off $1,300,000 of deferred  acquisition costs due to the
withdrawal of one block of universal life business  totaling  $15,559,000 in the
first two months of 1996.

   Interest credited increased  $3,468,000 due to an increase in total universal
life and  annuity  balances  from an  average  of  $281,000,000  during  1994 to
$322,000,000  during 1995. Note that the interest  credited  increased by around
20%,  while  total  average  assets  increased  by only 15%.  The balance of the
increase was due to higher rates credited during 1995.


INVESTMENT RESULTS

   Investment income rose 15% in 1995, over 1994, which is largely  attributable
to a growing  fixed  income  portfolio.  The  Company's  investment  yield was a
consistent 7% for 1995,  1994 and 1993.  Realized  gains  increased by $902,000,
most of  which  was due to the  sale of an  available-for-sale  preferred  stock
holding.


                                       11

<PAGE> 14

RESULTS OF OPERATIONS YEAR ENDED DECEMBER 31, 1994,

COMPARED TO YEAR ENDED DECEMBER 31, 1993

  The Company's net premiums  earned were  increasing at a moderate rate. A soft
market in the workers' compensation and personal auto lines presented challenges
to the Company and the insurance  industry as a whole. The Company believed that
continued refinement in pricing, classification and exposure assessment would be
the key to profitable results in these lines of business. Investment income rose
15.4% in 1994,  over 1993,  which was  attributable  to a larger fixed  maturity
portfolio. The Company's realized gains decreased by $1,064,000.  Fixed maturity
calls were  prevalent in 1993,  when interest rates were  declining.  Increasing
interest  rates in 1994  reduced  the number of calls and  resulting  investment
gains.

   The  Company's  major losses in 1994  included  three large fire losses,  two
large  commercial auto liability  losses,  and losses related to the Los Angeles
Northridge  earthquake.  Gross losses related to Hurricane Andrew tapered off to
$369,000 from $6,643,000 in 1993 and  $23,522,000 in 1992.  Gross losses related
to the Northridge  earthquake were  $10,342,000 in 1994. Gross incurred on other
catastrophe  losses for the years  ending 1994,  1993 and 1992 were  $5,042,000,
$7,233,000,  and $8,520,000,  respectively.  Ceded incurred on Hurricane  Andrew
losses for the years ending 1994,  1993 and 1992 were  $(4,000),  $(30,000)  and
$8,644,000,  respectively.  Ceded incurred on the Northridge  earthquake  losses
were $4,319,000 in 1994. Ceded incurred on all other  catastrophes for the years
ending 1994, 1993 and 1992 were $(13,000), $188,000 and $124,000, respectively.

   The increase in other  underwriting  expenses of $3,798,000 or 15.5% resulted
primarily from an increase in commissions paid to our agents. In addition, prior
to 1994, the Company purchased its health insurance from its subsidiary  (United
Life Insurance Company) and the applicable premium revenue and insurance expense
was eliminated in the consolidation process. At December 31, 1993, $1,481,000 of
other  underwriting  expenses  were  eliminated.  In  1994,  the  Company  began
self-insuring its employee health insurance and no elimination was necessary.

   The  increase in the  liability  for future  policy  benefits and interest on
policyholders'  accounts  grew in 1994 when compared to 1993 due to the addition
of new premiums and growth in existing account balances.


INSURANCE REGULATION

     The  Company  is  required  by  the  National   Association   of  Insurance
Commissioners  ("NAIC") and governing state insurance departments to calculate a
risk-based  capital  formula.  This  calculation   establishes  minimum  capital
requirements  based on an individual  company's  insurance risk. The results are
used by the NAIC and state  insurance  departments  to identify  companies  that
merit regulatory  attention or the initiation of regulatory  action. At December
31, 1995 and 1994, the property and casualty  segments and the life segment each
had adjusted capital well in excess of the required capital levels.

   The Company is not aware of any current  recommendations by the NAIC or other
regulatory  authorities  in the states in which the  Company  conducts  business
which,  if or when  implemented,  would have a material  effect on the Company's
liquidity, capital resources or operations.


CHAIRMAN'S REPORT

    It has been said that good profits do not need much explanation, only losses
and disappointing results require long-winded letters from the Chairman. By that
criteria, this should be one of the shortest Chairman's Reports you receive this
year,  for your  Company had a very good year  earning a record  $28,803,000  or
$2.66 per share  adjusted for the three for two stock split  effective  December
18, 1995. 1995 earnings  exceeded 1994's,  which was also a record year, by 28%.
Stockholders'  equity now exceeds two hundred million dollars and the book value
of your shares as of December 31 was $19.28 per share.

    In 1996,  your Company will celebrate its fiftieth  anniversary and while in
this report we do not intend to dwell on nostalgia or ancient history (there may
be some old  photographs  but no baby  pictures),  we  would  like to tell you a
little  about what your  Company  and its people  have been doing to prepare the
United Fire Group for its second half century.


                                       12

<PAGE> 15

    Organizationally, wherever it is appropriate,  work units have been arranged
into  teams  to  improve  service  to  our  customers,   accountability  of  the
individuals and create more  interesting and challenging  jobs. As a result,  we
have been able to cultivate a good team spirit and morale has never been higher.
We believe the staff is as professional and competent as it has ever been.

    Good progress  continues to be made in upgrading our data processing systems
for the  twenty-first  century.  Early  this  year we  introduced  a new  claims
processing  system that was developed  in-house and is fully integrated into our
other systems.  Our commercial lines policy  processing is now nearly completely
automated  and a contract  has been let and work is  progressing  on  completely
revising our personal lines systems which are antiquated and lack flexibility. A
pilot  project  in which  selected  agencies  are  "on-line"  to our  main-frame
computer is under way. Ultimately,  our goal is to have the capability to upload
from and download to the agent's  computer in his office and process most normal
routine transactions paperlessly.

    1995's earnings were driven by the outstanding  underwriting  results of our
property and casualty operations where our statutory combined ratio (i.e. losses
incurred to  premiums  earned,  plus  expenses  incurred  to  premiums  written)
improved  nearly  two  points  to 96%  and  premiums  written  increased  12% to
$198,000,000 producing a return on equity of 18%. For the industry as a whole it
is estimated  that the combined  ratio was 107% and written  premiums  increased
only 4%. Even though there were a record number of named  hurricanes in 1995 the
insured  losses  were not  substantial  and  your  Company  survived  relatively
unscathed.  Loss experience improved for a number of lines with surety, workers'
compensation, other liability and reinsurance producing outstanding results. The
commercial  property lines continue to be profitable.  The  development  gain on
prior year's loss reserves increased 16% to $20,000,000.

    Life insurance earnings  increased 26% to $7,332,000,  producing a return on
equity  of 8%.  Statutory  premiums  increased  22%  to  $80,000,000,  of  which
$55,000,000  were  annuities.  Primarily  because of the  growth in its  annuity
business,  United Life  Insurance  Company's  assets  increased  $73,000,000  to
$484,000,000.  To maintain  its  leverage at an  acceptable  level United Fire &
Casualty Company contributed an additional $10,000,000 to its surplus.

    A  substantial  portion  of  our  life  insurance  assets  are  invested  in
collateralized   mortgage   obligations   ("CMOs")  and  other   mortgage-backed
securities. In purchasing these types of securities particular attention is paid
to the characteristics of the underlying mortgages, their age, maturity, coupon,
geographical location, etc. Generally speaking less can go wrong with a 15- year
mortgage than a 30-year one and a 10-year  mortgage is better still.  As we have
tracked the  performance  of these  securities we have found they have performed
about as we anticipated  and provided a return  sufficient for us to provide our
policyholders a reasonable return on their money. Yet because of the controversy
these  securities have generated and pressure from some of the rating  agencies,
several life insurance  companies have over the past year sold or  substantially
reduced their holdings of them even when it meant selling into a weak market. We
have never understood this  lemming-like  approach to investing;  selling on bad
news rarely makes good sense.

    During the year the Lafayette had an opportunity to substantially expand its
business in Mississippi and Arkansas  transforming it into the regional  insurer
we had always envisioned. The business we are picking up is principally personal
lines, seasoned and with good experience. With our commercial lines underwriting
capabilities we believe it offers a good base for future growth.  No, we are not
going to insure the Madison  Guaranty  Savings & Loan and,  yes, we realize that
there may be an abundance of unemployed attorneys in Little Rock next year. Some
of them may even decide to go straight and take up selling insurance.

    Last year when we reported on the Lafayette's 125th anniversary we mentioned
a fine old southern  gentleman,  George Wegmann.  Mr. George died on January 26,
1996.

    With the Addison Farmers' hiring of a field underwriter located in Franklin,
Indiana we are also  expanding  into that state.  Indiana should be a good state
for your Company and some of the domestic companies no longer seem as invincible
as they once did.


                                       13

<PAGE> 16

    Direct and assumed fidelity and surety premiums  increased 8% to $17,000,000
solidifying  your Company's  position as a major writer of contract bonds in our
territory.  Mike  Hansen  and his staff  continue  to  strive to give  excellent
service and the results speak for themselves.

    On  December 1 our  Lincoln  regional  office  moved  into  newly  remodeled
quarters  at 1314  "O"  Street  with  all new  furniture.  Since  acquiring  the
Protective  Fire & Casualty  Co. in 1981 our Lincoln  offices have been in their
old building which was a converted night club. Finally, old age and the ADA made
a move a necessity.  If you are in the vicinity we invite you to stop in and see
our new  quarters.  We know "Spike" Hulit and his staff would be pleased to meet
you and show off their new offices. Oh,  incidentally,  we sold the old building
at a profit within a week after moving out.

    Readers of previous reports will be aware of the importance we attach to the
success of your Company in Iowa, our back yard.  Last year business was good for
your Company in Iowa with total statutory premiums,  property,  casualty,  life,
accident and health including annuities increasing 20% to $75,000,000.

    $2,700,000 of the increase in stockholders'  equity is an accounting  trick.
Two years ago the powers that be in the accounting world decreed an intellectual
mish-mash   called  SFAS  No.  115.  It  proclaimed  that  henceforth  all  debt
securities,  like Gaul,  would be divided  into three  parts,  held-to-maturity,
available-for-sale  and trading.  Your  Company,  taking what we assumed was the
most  conservative  approach at the time,  classified nearly all of its bonds as
held-to-maturity.  Last fall Caesar came to the conclusion it wasn't working (it
wasn't, it was a mess), called "olly, olly, oxen free!" and let everyone go back
to  square  one and  start  all over  again.  That  gave  every  one a chance to
rearrange   their   hands,   we  did,   reclassifying   about   $80,000,000   as
available-for-sale,  and hence the gain;  it  increased  book  value by $.25 per
share.

    One of our problems  with the whole affair is that the  underlying  decision
was a subjective one that most readers of financial  statements are not aware of
nor appreciate the importance.  Another troubling aspect of many of these recent
"Accounting  Principles"  is that their effect is the  introduction  of more and
more "soft numbers" into the financial statements that can easily be manipulated
if management is so inclined.

    For the  third  consecutive  year,  your  Company  was  named  one of the 50
outstanding  property and casualty  companies by Ward Financial Group, a firm of
financial consultants specializing in the insurance business. One of the reasons
we prize this  recognition so highly is the other  companies on the list. We are
pleased to be able to count among our peers  organizations  like the  Cincinnati
and the St. Paul.

    At its meeting on February 16, 1996, your Board of Directors  appointed Jack
Evans,  President of the Hall Foundation of Cedar Rapids, Iowa. Prior to joining
the Hall Foundation,  Mr. Evans had been President of Securities  Corporation of
Iowa. One of my goals has been the transformation of your Board into an "outside
board" and while we still have two retired officers of the Company on its Board,
your chairman is now the only active company officer on the Board.

    On  December  8,  1995,  your  Board of  Directors  voted to pay a 50% stock
dividend  in the form of a three for two stock  split for the second time in two
years  (please  don't assume this will become an annual  affair) and at the same
time voted to increase the cash  dividend  12.5 % to 15 cents on the new shares.
Both were payable  January 5, 1996. This is the eighth time since 1971 that your
Company  has split its shares and all but one of these was a three for two stock
split.

    Your  Company's  policy has been to pay between  one-fourth and one-third of
our  earnings  to our  stockholders  in  dividends  which we feel is being  very
prudent,  even though we have been  criticized by one of the rating agencies for
paying out too much in dividends.  Over the past six years the actual payout has
ranged between 21 and 31 percent of the preceding year's earnings except in 1993
when the preceding year's earnings had been devastated by Hurricane Andrew.

    While we, of course,  have no idea as to whether or not 1996 will be another
record  year for  earnings  it  appears  that your  Company  has  achieved a new
earnings  plateau on which to build and that  probably  by the close of 1996 the
assets of the  Company my father  mortgaged  his home fifty years ago to help to
finance will exceed one billion dollars.  More importantly,  you have one of the
best teams working for you any insurance investor has.


                                       14

<PAGE> 17

ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO THE STOCKHOLDERS AND BOARD OF DIRECTORS OF UNITED FIRE & CASUALTY COMPANY:

  We have audited the accompanying  consolidated balance sheets of United Fire &
Casualty Company (an Iowa  corporation) and subsidiaries as of December 31, 1995
and 1994, and the related consolidated  statements of operations,  stockholders'
equity and cash flows for each of the three years in the period  ended  December
31, 1995. These consolidated  financial statements and the schedules referred to
below are the responsibility of the Company's management.  Our responsibility is
to express an opinion on these consolidated  financial  statements and schedules
based on our audits.

  We  conducted  our  audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

  In our opinion,  the financial statements referred to above present fairly, in
all material respects,  the financial position of United Fire & Casualty Company
and  subsidiaries  as of December  31,  1995 and 1994,  and the results of their
operations  and their cash flows for each of the three years in the period ended
December 31, 1995, in conformity with generally accepted accounting principles.

  Our  audit  was made for the  purpose  of  forming  an  opinion  on the  basic
financial  statements taken as a whole. The  supplementary  data (Schedule III -
Supplementary  insurance  information,  Schedule  IV  -  Reinsurance,  and  VI -
Supplemental  information concerning property and casualty insurance operations)
are presented for purposes of additional analysis and are not a required part of
the basic  financial  statements.  This  information  has been  subjected to the
auditing procedures applied in our audit of the basic financial  statements and,
in our opinion,  is fairly  stated in all  material  respects in relation to the
basic financial statements taken as a whole.



                                                         /s/ Arthur Andersen LLP
                                                         Arthur Andersen LLP
                                                         Chicago, Illinois
                                                         February 22, 1996

                                       15

<PAGE> 18

<TABLE>
<CAPTION>

CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1995 AND 1994
_______________________________________________________________________________________________________
                                                                          (Dollars in Thousands)
_______________________________________________________________________________________________________
ASSETS                                                                               1995        1994
_______________________________________________________________________________________________________
<S>                                                                              <C>         <C>     
INVESTMENTS (Notes 2 and 3)
  Fixed maturities
    Held-to-maturity, at amortized cost (market value $617,915 in 1995 and              
    $569,380 in 1994)                                                            $589,687    $591,712
    Available-for-sale, at market (cost $80,464 in 1995 and $1,794 in 1994)        84,707       1,926
  Equity securities (cost $25,558 in 1995 and $24,914 in 1994                      75,678      56,197
  Mortgage loans                                                                    3,041       3,120  
  Policy loans                                                                      7,163       6,802  
  Other long-term investments (cost $7,563 in 1995 and $6,557 in 1994)              8,627       7,072  
  Short-term investments                                                           21,530       9,954
_______________________________________________________________________________________________________
                                                                                  790,433     676,783

CASH AND CASH EQUIVALENTS                                                           6,998      10,255
ACCRUED INVESTMENT INCOME (Note 3)                                                 11,517      10,411
ACCOUNTS RECEIVABLE (net of allowance for doubtful accounts of $282, in 1995 
and $183 in 1994)                                                                  38,620      33,864
DEFERRED POLICY ACQUISITION COSTS                                                  52,670      47,545
PROPERTY AND EQUIPMENT, primarily land and buildings, at cost, less accumulated 
depreciation of $13,253 in 1995 and $12,181 in 1994)                               13,252      12,738
REINSURANCE RECEIVABLES (Note 5)                                                   15,996      24,222
PREPAID REINSURANCE PREMIUMS                                                        3,865       3,034
INTANGIBLES                                                                         1,589       1,882
INCOME TAXES RECEIVABLE (Note 8)                                                    1,005          --
OTHER ASSETS                                                                        7,161       7,392
_______________________________________________________________________________________________________
TOTAL ASSETS                                                                     $943,106    $828,126
=======================================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
_______________________________________________________________________________________________________
LIABILITIES
  Future policy benefits and losses, claims and settlement 
  expenses (Notes 5 and 6)
   Property and casualty insurance                                               $203,702    $203,911
   Life insurance (Note 3)                                                        393,603     344,096
  Unearned premiums                                                                97,025      83,450
  Accrued expenses and other liabilities                                           23,376      19,805
  Employee benefit obligations (Note 9)                                             5,693       4,886
  Income taxes payable (Note 8)                                                        --         826
  Deferred income taxes (Note 8)                                                   10,954         499
_______________________________________________________________________________________________________
TOTAL LIABILITIES                                                                $734,353    $657,473
_______________________________________________________________________________________________________
STOCKHOLDERS' EQUITY
 Common stock, $3.33 1/3 par value; authorized 20,000,000 shares; (Note 12)        
 10,829,461 shares issued and outstanding in 1995
 10,829,706 shares issued and outstanding in 1994                                $ 36,098    $ 24,066
 Additional paid-in capital                                                        12,031      12,049
 Retained earnings (Note 7)                                                       124,430     113,617
 Net unrealized appreciation, net of applicable income taxes of $19,232 in 1995      
 and $11,009 in 1994 (Note 2)                                                      36,194      20,921
_______________________________________________________________________________________________________
TOTAL STOCKHOLDERS' EQUITY                                                       $208,753    $170,653
_______________________________________________________________________________________________________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                       $943,106    $828,126
=======================================================================================================
The Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>


                                       16

<PAGE> 19

<TABLE>
<CAPTION>

CONSOLIDATED STATEMENTS OF OPERATIONS
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
________________________________________________________________________________________________
                                                                    (Dollars in Thousands)
________________________________________________________________________________________________
                                                             1995           1994           1993
________________________________________________________________________________________________
<S>                                                    <C>            <C>            <C>       
Revenues
  Premiums earned (Note 5)                               $207,528       $184,748       $174,137
  Investment income, net (Note 2)                          53,603         46,420         40,233
  Realized investment gains (Note 2)                        1,698            796          1,860
  Commission and policy fee income                          1,761          1,881          1,713
________________________________________________________________________________________________
                                                          264,590        233,845        217,943
________________________________________________________________________________________________
Benefits, Losses and Expenses
  Losses and settlement expenses                          125,548        115,558        118,625
  Increase in liability for future policy benefits          7,695          6,804          4,242
  Amortization of deferred policy acquisition costs        47,163         37,364         33,405
  Other underwriting expenses                              25,606         28,310         24,513
  Interest on policyholders' accounts                      20,528         17,060         15,006
________________________________________________________________________________________________
                                                          226,540        205,096        195,791
________________________________________________________________________________________________
  Income before income taxes                               38,050         28,749         22,152
  Federal income taxes (Note 8)                             9,247          6,228          3,507
________________________________________________________________________________________________
  Net Income                                              $28,803        $22,521        $18,645
================================================================================================
  Net Income per common share (Note 12)                   $  2.66        $  2.08        $  1.72
================================================================================================
Weighted average common shares outstanding (Note 12)   10,829,606     10,829,706     10,829,706
================================================================================================
Cash dividends declared per common share (Note 12)        $   .55        $   .49        $   .45
================================================================================================

The Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>


                                       17

<PAGE> 20

<TABLE>
<CAPTION>

CONSOLIDATED  STATEMENTS OF STOCKHOLDERS'  EQUITY 
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

_______________________________________________________________________________________________________________
                                                      (Dollars in Thousands)
_______________________________________________________________________________________________________________

                                               Additional                         Net
                                   Common        Paid-In       Retained         Unrealized
                                    Stock        Capital       Earnings        Appreciation         Total
_______________________________________________________________________________________________________________
<S>                                 <C>           <C>           <C>                   <C>            <C>     
Balance, December 31, 1992          $16,045       $12,049       $ 90,725              $20,574        $139,393
  Net income                             --            --         18,645                   --          18,645
  Cash dividend declared on
  common stock, $.45 per share           --            --         (4,910)                  --          (4,910)
  Change in net unrealized
  appreciation, net of
  applicable income taxes                --            --             --                1,464           1,464
_______________________________________________________________________________________________________________
Balance, December 31, 1993          $16,045       $12,049       $104,460              $22,038        $154,592
  Net income                             --            --         22,521                   --          22,521
  Cash dividend declared on
  common stock, $.49 per share           --            --         (5,343)                  --          (5,343)
  Change in net unrealized
  appreciation, net of
  applicable income taxes                --            --             --               (1,117)         (1,117)
  Three for two stock split
  (Note 12)                           8,021            --         (8,021)                  --              --
_______________________________________________________________________________________________________________
Balance, December 31, 1994          $24,066       $12,049       $113,617              $20,921        $170,653
  Net income                             --            --         28,803                   --          28,803
  Cash dividend declared on
  common stock, $.55 per share           --            --         (5,957)                  --          (5,957)
  Change in net unrealized
  appreciation, net of
  applicable income taxes                --            --             --               15,273          15,273
  Three for two stock split
  (Note 12)                          12,033            --        (12,033)                  --              --
  Purchase and retirement of
  372 shares of common stock             (1)          (18)            --                   --             (19)
_______________________________________________________________________________________________________________
Balance, December 31, 1995          $36,098       $12,031       $124,430              $36,194        $208,753
===============================================================================================================

The Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>


                                       18


<PAGE> 21

<TABLE>
<CAPTION>

CONSOLIDATED STATEMENTS OF CASH FLOWS 
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
_________________________________________________________________________________________________________________
                                                                                  (Dollars in Thousands)
_________________________________________________________________________________________________________________
                                                                        1995             1994              1993
_________________________________________________________________________________________________________________
<S>                                                                 <C>              <C>              <C>  
Cash Flows From Operating Activities
Net income                                                          $ 28,803         $ 22,521         $  18,645
_________________________________________________________________________________________________________________
Adjustments to reconcile net income to net cash
provided by operating activities
  Net bond discount accretion                                         (1,244)            (357)             (553)
  Depreciation and amortization                                        1,229            2,115               899
  Realized investment gains                                           (1,698)            (796)           (1,860)
  Changes in:
      Accrued investment income                                       (1,106)            (243)             (546)
      Accounts receivable                                             (4,756)          (3,001)           (2,580)
      Deferred policy acquisition costs                               (5,125)          (4,894)           (4,572)
      Reinsurance receivables                                          8,226           (8,773)              815
      Prepaid reinsurance premiums                                      (831)            (567)            1,553
      Income taxes receivable/payable                                 (1,831)           1,047               485
      Other assets                                                       231              258            (1,043)
      Future policy benefits and losses,
        claims and settlement expenses                                 7,430           26,425            16,950
      Unearned premiums                                               13,575            9,538             3,367
      Accrued expenses and other liabilities                           3,391            1,517             1,821
      Employee benefit obligations                                       807            1,199               811
      Deferred income taxes                                            2,232              (70)             (961)
_________________________________________________________________________________________________________________
  Total adjustments                                                 $ 20,530         $ 23,398          $ 14,586
_________________________________________________________________________________________________________________
  Net cash provided by operating activities                         $ 49,333         $ 45,919          $ 33,231
_________________________________________________________________________________________________________________
Cash Flows From Investing Activities
  Proceeds from sale of available-for-sale investments               $ 1,344          $   246            $   --
  Proceeds from call and maturity of held-to-maturity investments     33,154           51,054           116,807
  Proceeds from call and maturity of available-for-sale investments    3,313            1,956                --
  Proceeds from sale of other investments                              2,593           18,296            20,490
  Purchase of investments held-to-maturity                          (108,582)        (124,050)         (196,123)
  Purchase of investments available-for-sale                          (3,793)            (957)               --
  Purchase of other investments                                      (15,456)         (28,524)           (7,356)
  Proceeds from sale of property and equipment                         2,133              381             2,158
  Purchase of property and equipment                                  (3,368)          (2,382)           (2,036)
_________________________________________________________________________________________________________________
  Net cash used in investing activities                             $(88,662)        $(83,980)         $(66,060)
_________________________________________________________________________________________________________________
Cash Flows From Financing Activities
  Policyholders' account balances
    Deposits to investment and universal life type contracts        $ 87,041         $ 72,680          $ 73,616
    Withdrawals from investment and universal life type contracts    (45,173)         (32,869)          (23,028)
  Purchase and retirement of common stock                                (19)              --                --
  Payment of cash dividends                                           (5,777)          (5,198)           (4,813)
_________________________________________________________________________________________________________________
  Net cash provided by financing activities                         $ 36,072         $ 34,613          $ 45,775
_________________________________________________________________________________________________________________
Increase (Decrease) in Cash and Cash Equivalents                      (3,257)        $ (3,448)         $ 12,946
Cash and Cash Equivalents at Beginning of Year                        10,255           13,703               757
_________________________________________________________________________________________________________________
Cash and Cash Equivalents at End of Year                            $  6,998         $ 10,255          $ 13,703
=================================================================================================================

The Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>


                                       19



<PAGE> 22

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1.
SIGNIFICANT ACCOUNTING POLICIES
NATURE OF OPERATIONS,
PRINCIPLES OF CONSOLIDATION AND BASIS OF REPORTING

  United Fire & Casualty Company and its insurance  subsidiaries (the "Company")
are  engaged  in the  business  of  property  and  casualty  insurance  and life
insurance.

  The Company and its property and  casualty  subsidiaries  market most forms of
commercial  and personal  property and casualty  insurance  products,  including
fidelity and surety  bonds and  reinsurance.  The business is generated  through
approximately  1,700 independent  agencies and brokers in 34 states, with 64% of
the Company's direct premiums originating in seven Midwestern states in 1995.

  United Life Insurance Company underwrites and markets ordinary life (primarily
universal life),  annuities  (primarily single premium) and credit life products
to individuals and groups through independent agencies.

  The  accompanying  consolidated  financial  statements  include  United Fire &
Casualty  Company  and its wholly  owned  subsidiaries,  United  Life  Insurance
Company,  Lafayette  Insurance  Company,  Insurance  Brokers &  Managers,  Inc.,
Addison  Farmers'  Insurance  Company,  Addison  Insurance  Agency and  Crabtree
Premium Finance Company. All material intercompany items have been eliminated in
consolidation.

  The  Consolidated  Financial  Statements  have been  prepared  on the basis of
generally accepted accounting  principles ("GAAP") which differ in some respects
from those followed in reports to insurance regulatory authorities.

  The  preparation  of financial  statements  in  conformity  with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and  liabilities  and disclosure of contingent  assets and liabilities at
the date of the financial  statements  and the reported  amounts of revenues and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.

  Certain amounts  included in the Consolidated  Financial  Statements for prior
years  have been  reclassified  to  conform  with the 1995  financial  statement
presentation.

PROPERTY AND CASUALTY OPERATIONS

  Premiums  are  reflected in income on a daily pro rata basis over the terms of
the respective  policies.  Unearned  premium  reserves are  established  for the
portion of premiums  written  applicable  to the  unexpired  term of policies in
force.

  Certain costs of underwriting new business,  principally commissions,  premium
taxes and variable  underwriting and policy issue expenses,  have been deferred.
Such costs are being  amortized  as premium  revenue is  recognized.  The method
followed in computing  deferred  policy  acquisition  costs limits the amount of
such deferred costs to their estimated  realizable value,  which gives effect to
the premium to be earned, losses and expenses,  and certain other costs expected
to be incurred as the premium is earned.

  Unpaid losses and  settlement  expenses are based on estimates of reported and
unreported claims and related settlement expenses. While management believes the
reserve  for  claims  and  settlement  expenses  is  adequate,  the  reserve  is
continually reviewed and as adjustments become necessary,  they are reflected in
current operations.

LIFE OPERATIONS

  On  traditional  business,  premiums  are  reported  as earned  when due,  and
benefits and expenses are associated  with premium income so as to result in the
recognition  of profits  over the lives of the related  contracts.  On universal
life and annuity (nontraditional)  business, income and expenses are reported as
charged and credited to  policyholder  account  balances  through the use of the
retrospective  deposit method. This method results in the recognition of profits
over the lives of the related contracts.  These associations are accomplished by
means  of the  provision  for  future  policy  benefits  and  the  deferral  and
subsequent amortization of life policy acquisition costs.


                                       20


<PAGE> 23

  The costs of acquiring new life business,  principally commissions and certain
variable underwriting,  agency and policy issue expenses, have been deferred and
are being  amortized  to income  over the premium  paying  period of the related
traditional  policies in proportion to the ratio of the expected  annual premium
revenue to the expected total premium revenue and over the anticipated  lives of
nontraditional  policies in proportion to the ratio of the expected annual gross
margins to the expected total gross margins.  The expected  premium  revenue and
gross margins are based upon the same mortality and withdrawal  assumptions used
in determining future policy benefits.

  Liabilities  for future policy  benefits are computed by the net level premium
method using  interest  assumptions  ranging  from 4.5% to 8.0% and  withdrawal,
mortality and morbidity  assumptions  appropriate  at the time the policies were
issued.  Health  reserves  are  stated at amounts  determined  by  estimates  on
individual  cases and estimates of unreported  claims based on past  experience.
Liabilities  for  universal  life-type  and  investment  contracts are stated at
policyholder   account  values  before   surrender   charges.   Liabilities  for
traditional immediate annuities are based primarily upon statutory reserves.

  Policy claim  liabilities  are determined  using  actuarial  estimates.  These
estimates are based on  historical  information  along with certain  assumptions
about future events.  Changes in  assumptions  for such things as medical costs,
environmental  hazards,  and  legal  actions,  as  well  as  changes  in  actual
experience could cause these estimates to change in the near term.

  The Company expects to realize a spread of approximately 1.5% between interest
earned and interest credited on its Universal Life Plans and deferred annuities,
for which the  liability is equal to total policy  account  values plus deferred
front-end loads.

INVESTMENTS

  Investments  in  held-to-maturity  fixed  maturities are recorded at amortized
cost.  The Company has the  ability and intent to hold these  investments  until
maturity.  If, however, a permanent impairment occurs in a security, the Company
writes the security down to the new value.  Available-for-sale fixed maturities,
equity  securities and other  long-term  investments are recorded at fair value.
Mortgage  loans are  recorded at the unpaid  balance  amount.  Policy  loans and
short-term investments are recorded at cost. Included in investments at December
31, 1995 and 1994 are securities on deposit with various regulatory  authorities
as  required  by law with  carrying  values of  $434,605,000  and  $373,432,000,
respectively.

  Realized gains or losses on  disposition  of  investments  are included in the
computation  of net  income.  Cost  of  investments  sold is  determined  by the
specific   identification  method.   Changes  in  unrealized   appreciation  and
depreciation  resulting  from   available-for-sale   fixed  maturities,   equity
securities and other long-term investments,  are reported as direct increases or
decreases in stockholders' equity, less applicable income taxes.

CASH AND CASH EQUIVALENTS

  For purposes of reporting cash flows,  cash and cash equivalents  include cash
and  non-negotiable  certificates  of deposit with original  maturities of three
months or less.  Income taxes paid during 1995,  1994 and 1993 were  $8,801,000,
$5,784,000, and $3,503,000,  respectively. The Company paid $532,000 in interest
on Federal  income taxes in 1994.  There were no other  significant  payments of
interest other than interest credited on  policyholders'  accounts in 1995, 1994
or 1993.

PROPERTY, EQUIPMENT AND DEPRECIATION

  Property  and  equipment  is  carried at cost less  accumulated  depreciation.
Depreciation  is  computed  primarily  by  the  straight-line  method  over  the
estimated useful lives of the underlying assets.

AMORTIZATION OF INTANGIBLES

  Intangibles,  including goodwill and agency relationships, are being amortized
by the straight-line method over periods of up to twenty-eight years.


                                       21

<PAGE> 24

INCOME TAXES

  The Company accounts for income taxes under Statement of financial  Accounting
Standard  ("SFAS") No. 109. The Company files a consolidated  Federal income tax
return.

BENEFIT PLANS

  The Company has a defined  benefit  pension plan  covering  substantially  all
employees.  Under the plan,  retirement benefits are primarily a function of the
number of years of service and the level of  compensation.  It is the  Company's
policy  to fund  the plan on a  current  basis to the  extent  deductible  under
existing tax regulations.

  The Company has a defined benefit  postretirement health care plan that covers
substantially all full-time employees.  The plan pays stated percentages of most
necessary  medical and dental expenses  incurred by retirees,  after subtracting
payments by Medicare or other  providers and after a stated  deductible has been
met.  Participants  become  eligible  for the  benefits  if they retire from the
Company  after  reaching age 59 1/2 with ten or more years of service and were a
member  of the  group  medical  plan  for ten  consecutive  years.  The  plan is
contributory, with retiree contributions adjusted annually.

ACCOUNTING CHANGES

  Effective  January 1, 1994, the Company adopted SFAS No. 115,  "Accounting for
Certain Investments in Debt and Equity  Securities".  SFAS No. 115 addresses the
accounting and reporting for investments in equity  securities that have readily
determinable  fair  values  and for all  investments  in  debt  securities.  The
statement requires that those investments be classified into the following three
categories:  1) debt  securities that the enterprise has the positive intent and
ability to hold to maturity are  classified as  held-to-maturity  securities and
reported at amortized  cost; 2) debt and equity  securities  that are bought and
held principally for the purpose of selling them in the near term are classified
as trading  securities  and reported at fair value,  with  unrealized  gains and
losses  included in  earnings;  and 3) debt  securities  and  marketable  equity
securities  not  classified  as either  held-to-maturity  securities  or trading
securities are classified as available-for-sale  securities and reported at fair
value, with unrealized gains and losses excluded from earnings and reported in a
separate  component  of  stockholders'  equity.  Pursuant to the  adoption of an
implementation guide on SFAS No. 115, the Company has reclassed a portion of its
held-to-maturity   securities  to  the   available-for-sale   portfolio.   Gross
unrealized gains and losses were recorded in available-for-sale  securities. See
Note 2 for discussion of the reclassification.

  Effective  December 31, 1994,  the Company  adopted SFAS No. 119,  "Disclosure
about Derivative Financial Instruments and Fair Value of Financial Instruments".
SFAS No. 119 expands disclosure  requirements concerning derivative investments,
including  whether  investments are held for trading or other purposes,  such as
hedging. The Company does not own any derivative  investments as defined by SFAS
No. 119, and therefore is not subject to the expanded disclosure requirements.

NOTE 2.
SUMMARY OF INVESTMENTS

  In  the  fourth  quarter  of  1995,   concurrent  with  the  adoption  of  its
implementation  guide on SFAS No. 115, the Financial  Accounting Standards Board
allowed a  one-time  reassessment  of the SFAS No.  115  classifications  of all
securities currently held. Any reclassifications  would be accounted for at fair
value  in  accordance  with  SFAS  No.  115 and any  reclassifications  from the
held-to-maturity  portfolio that resulted from this one-time  reassessment would
not call into  question the intent of the Company to hold other debt  securities
to maturity in the future.  The Company used the opportunity under this one-time
reassessment to reclassify  $79,131,000 in securities from  held-to-maturity  to
the  available-for-sale  portfolio.  In connection  with this  reclassification,
gross  unrealized  gains of $5,145,000 and gross  unrealized  losses of $908,000
were recorded in available-for-sale securities and in stockholders' equity.



                                       22


<PAGE> 25

  Approximately 31% of the fixed maturity  portfolio is collateralized  mortgage
obligations  ("CMOs"),  compared  to 28% at December  31,  1994.  The  Company's
ongoing  review of the fixed  income  market has shown that for asset and credit
quality,  CMOs still offer the best yield available.  The Company  minimizes its
prepayment risk by buying most issues priced at a slight discount.  While buying
at a discount does not prevent prepayment,  the yield is not penalized as is the
case when a premium is paid. In addition, although the stated maturity is longer
than the average  life of the issues,  the  Company is  concentrating  on buying
issues with expected maturity in the seven- to- twelve- year range.

  A  reconciliation  of the  amortized  cost to fair  values of  investments  in
held-to-maturity  and  available-for-sale  fixed  maturities,  marketable equity
securities and other  long-term  investments as of December 31, 1995 and 1994 is
as follows.

<TABLE>
<CAPTION>

_________________________________________________________________________________________________________________
                                              (Dollars in thousands)
_________________________________________________________________________________________________________________
YEAR ENDED DECEMBER 31, 1995                                         Gross            Gross
                                                   Amortized       Unrealized       Unrealized        Fair
TYPE OF INVESTMENT                                   Cost         Appreciation     Depreciation       Value
_________________________________________________________________________________________________________________
<S>                                                  <C>              <C>               <C>           <C>    
HELD-TO-MATURITY
Fixed Maturities
  Bonds
   United States
   Government, government agencies and 
   authorities
    Collateralized mortgage obligations ("CMOs")     $ 27,751             463           $  183         $28,031
    Mortgage-backed securities                         28,141           2,394               --          30,535
    All others                                          4,075             451                2           4,524
  States, municipalities and political subdivisions   183,924          11,355              312         194,967
   Foreign                                              6,856             535               --           7,391
   Public utilities                                    52,178             653              509          52,322
   Corporate bonds
    Collateralized mortgage obligations ("CMOs")       98,900           2,580              847         100,633
    All other corporate bonds                         187,862          12,124              474         199,512
_________________________________________________________________________________________________________________
Total held-to-maturity                               $589,687         $30,555           $2,327        $617,915
=================================================================================================================
AVAILABLE-FOR-SALE
Fixed Maturities
  Bonds
   United States
   Government, government agencies and 
   authorities
    Collateralized mortgage obligations ("CMOs")      67,976          $ 4,626           $   85       $ 72,517
    Mortgage-backed securities                            70                5               --             75
    All others                                           331                8                1            338
   Public utilities                                      206               --                7            199
   Corporate bonds
    Collateralized mortgage obligations ("CMOs")      11,173              500              822         10,851
    All other corporate bonds                            708               23                4            727
________________________________________________________________________________________________________________
   Total available-for-sale fixed maturities        $ 80,464          $ 5,162           $  919       $ 84,707
________________________________________________________________________________________________________________
Equity securities
  Common stocks
   Public utilities                                 $  3,561          $ 5,093           $   --       $  8,654
   Banks, trust and insurance companies               11,964           30,142              102         42,004
   All other common stocks                             9,183           15,328              304         24,207
  Nonredeemable preferred stocks                         850                1               38            813
________________________________________________________________________________________________________________
  Total equity securities                           $ 25,558          $50,564           $  444       $ 75,678
________________________________________________________________________________________________________________
Total available-for-sale                            $106,022          $55,726           $1,363       $160,385
================================================================================================================
Other long-term investments                         $  7,563          $ 1,215           $  151       $  8,627
================================================================================================================

</TABLE>


                                       23


<PAGE> 26

<TABLE>
<CAPTION>

________________________________________________________________________________________________________________
                                                                     (Dollars in thousands)
________________________________________________________________________________________________________________
YEAR ENDED DECEMBER 31, 1994                                         Gross            Gross
                                                   Amortized       Unrealized       Unrealized       Fair
TYPE OF INVESTMENT                                   Cost         Appreciation     Depreciation      Value
________________________________________________________________________________________________________________
<S>                                                  <C>               <C>             <C>           <C>     
HELD-TO-MATURITY
Fixed Maturities
  Bonds
   United States
   Government, government agencies and 
   authorities
    Collateralized mortgage obligations ("CMOs")     $ 77,496           $   72         $ 9,159       $ 68,409
    Mortgage-backed securities                         32,998            1,051             292         33,757
    All others                                          5,238              174             297          5,115
  States, municipalities and political1 subdivisions   73,546            5,540           2,873        176,213
   Foreign                                              4,528               --             224          4,304
   Public utilities                                    38,598               73           4,385         34,286
   Corporate bonds
    Collateralized mortgage obligations ("CMOs")       88,932              294           5,915         83,311
    All other corporate bonds                         170,376            1,877           8,268        163,985
________________________________________________________________________________________________________________
Total held-to-maturity                               $591,712          $ 9,081         $31,413       $569,380
================================================================================================================
AVAILABLE-FOR-SALE
Fixed Maturities
  Bonds
   United States
   Government, government agencies and 
   authorities
    Mortgage-backed securities                      $    205           $     2         $    --       $    207
    All others                                           313                --              37            276
   Public utilities                                      206                --              10            196
   Corporate bonds                                     1,070               212              35          1,247
________________________________________________________________________________________________________________
   Total available-for-sale fixed maturities         $ 1,794           $   214         $    82       $  1,926
________________________________________________________________________________________________________________
Equity securities
 Common stocks
  Public utilities                                  $  3,561           $ 3,192         $    --       $  6,753
  Banks, trust and insurance companies                11,965            18,009             177         29,797
  All other common stocks                              8,234            10,609             317         18,526
 Nonredeemable preferred stocks                        1,154                66              99          1,121
________________________________________________________________________________________________________________
 Total equity securities                            $ 24,914           $31,876         $   593       $ 56,197
________________________________________________________________________________________________________________
Total available-for-sale                            $ 26,708           $32,090         $   675       $ 58,123
================================================================================================================
Other long-term investments                         $  6,557           $   661         $   146       $  7,072
================================================================================================================

</TABLE>


                                                         24


<PAGE> 27

  The amortized cost and fair value of held-to-maturity  and  available-for-sale
fixed maturities at December 31, 1995, by contractual maturity, are shown below.
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.

<TABLE>
<CAPTION>

___________________________________________________________________________________________
                                                          (Dollars in thousands)
___________________________________________________________________________________________
DECEMBER 31, 1995                               Held-to-maturity       Available-for-sale
___________________________________________________________________________________________
                                             Amortized               Amortized
                                                Cost    Fair Value      Cost    Fair Value
___________________________________________________________________________________________
<S>                                          <C>         <C>         <C>         <C>   
Due in one year or less                      $  8,108    $  8,163    $   100     $   102
Due after one year through five years          65,770      69,271        490         495
Due after five year through ten years         166,380     177,676        655         667
Due after ten years                           194,637     203,606         --          --
Mortgage-backed securities                     28,141      30,535         70          75
Collateralized mortgage obligations (CMOs")   126,651     128,664     79,149      83,368
___________________________________________________________________________________________
                                             $589,687    $617,915    $80,464     $84,707
===========================================================================================

</TABLE>

   Proceeds from sales of available-for-sale  investments  during 1995, 1994 and
1993 were  $1,344,000,  $246,000,  and  $78,000,  respectively.  Gross  gains of
$790,000,  $10,000, and $4,000,  respectively,  were realized on those sales. No
losses were realized on those sales.

   A summary of realized  investment gains (losses)  resulting from sales, calls
and   maturities   and  net  changes  in  unrealized   investment   appreciation
(depreciation), less applicable income taxes, is as follows.

<TABLE>
<CAPTION>
______________________________________________________________________________________
                                                            (Dollars in thousands)
______________________________________________________________________________________
Years Ended December 31,                                  1995       1994        1993
______________________________________________________________________________________
<S>                                                    <C>       <C>          <C>    
Realized investment gains (losses)
   Fixed maturities                                    $   692   $  1,055     $ 1,999
   Equity securities                                       791        (82)         50
   Other investments                                       215       (177)       (189)
______________________________________________________________________________________
                                                       $ 1,698   $    796     $ 1,860
______________________________________________________________________________________
Net changes in unrealized investment appreciation
   Available-for-sale fixed maturities,
   equity securities and other long-term investments   $23,496   $ (1,462)    $ 2,219
   Income taxes                                         (8,223)       345        (755)
______________________________________________________________________________________
                                                       $15,273   $ (1,117)    $ 1,464
======================================================================================
Net changes in unrealized investment appreciation
(depreciation), fixed maturities                       $54,671   $(52,761)    $ 9,550
======================================================================================

</TABLE>


                                       25

<PAGE> 28

   The net  investment  income for the years ended  December 31, 1995,  1994 and
1993 is composed of the following:

<TABLE>
<CAPTION>

________________________________________________________________________________
                                                (Dollars in thousands)
________________________________________________________________________________
Years Ended December 31,                          1995        1994        1993
________________________________________________________________________________
<S>                                            <C>         <C>         <C>    
Investment income
   Interest on fixed maturities                $50,913     $43,833     $38,639
   Dividends on equity securities                2,276       1,986       1,727
   Interest on other long-term investments       1,075       1,696         712
   Interest on mortgage loans                      239         260         483
   Interest on policy loans                        530         497         460
   Other                                         1,734       1,088         646
________________________________________________________________________________
    Total investment income                    $56,767     $49,360     $42,667
   Less investment expenses                      3,164       2,940       2,434
________________________________________________________________________________
    Net investment income                      $53,603     $46,420     $40,233
================================================================================

</TABLE>


NOTE 3.
FAIR VALUE OF FINANCIAL INSTRUMENTS

   The Company estimated the fair value of its financial  instruments,  based on
relevant  market  information or by discounting  estimated  future cash flows at
estimated  current market discount rates  appropriate to the particular asset or
liability shown.

   In most cases,  quoted market prices were used in determining  the fair value
of fixed maturities, equity securities and short-term investments.  Where quoted
market prices were unavailable, the estimate was based on recent trading. Market
values for  collateralized  mortgage  obligations  were provided by a custodian.
Other  long-term  investments,  consisting  primarily  of  holdings  in  limited
partnership  funds, are valued by the Fund Manager based on quoted market prices
for the underlying  equity  securities.  In management's  opinion,  these values
reflect fair value at December 31, 1995 and 1994.

   The  estimated  fair  value of  mortgage  loans  was  based on the  estimated
discounted  future  cash  flows  using  7.0% at  December  31,  1995 and 7.5% at
December 31, 1994.

   The book value of policy loans is considered to be fair value as the interest
rate is fixed and in  management's  opinion the  interest  rates in the existing
portfolio are comparable to current policy loan interest rates.

   Accrued  investment  income is from a  short-term  financial  instrument  and
considering credit risk, carrying value approximates fair value.

   The fair value of the liabilities for annuity products which are in a benefit
payment phase,  guaranteed  investment contracts and structured  settlements are
based on a discount  rate of 6.5% at December  31, 1995 and 7.5% at December 31,
1994. The fair value of annuities currently in an accumulation phase is based on
the net cash surrender value.


                                       26

<PAGE> 29

   A summary  of the  carrying  value and  estimated  fair  value of assets  and
liabilities meeting the definition of financial instruments at December 31, 1995
and 1994 is as follows.

<TABLE>
<CAPTION>

____________________________________________________________________________________
                                                   (Dollars in thousands)
____________________________________________________________________________________
                                       AT DECEMBER 31, 1995    At December 31, 1994
____________________________________________________________________________________
                                        FAIR      CARRYING      Fair      Carrying
Assets                                  VALUE       VALUE       Value       Value
____________________________________________________________________________________
<S>                                     <C>         <C>         <C>         <C>     
Investments
   Held-to-maturity fixed maturities    $617,915    $589,687    $569,380    $591,712
   Available-for-sale fixed maturities    84,707      84,707       1,926       1,926
   Equity securities                      75,678      75,678      56,197      56,197
   Mortgage loans                          3,683       3,041       3,902       3,120
   Policy loans                            7,163       7,163       6,802       6,802
   Other long-term investments             8,627       8,627       7,072       7,072
   Short-term investments                 21,530      21,530       9,954       9,954
Other Assets
   Accrued investment income              11,517      11,517      10,411      10,411
____________________________________________________________________________________
                                        $830,820    $801,950    $665,644    $687,194
====================================================================================
Liabilities
____________________________________________________________________________________
Policy Reserves
   Annuity (Accumulations)              $226,154    $232,718    $176,929    $182,515
   Annuity (On-Benefits)                   2,609       2,621       2,743       2,727
   Structured settlements                    359         325         312         295
   Guaranteed investment contracts         1,287       1,617         986       1,009
____________________________________________________________________________________
                                        $230,409    $237,281    $180,970    $186,546
====================================================================================

</TABLE>

NOTE 4.
SHORT-TERM BORROWINGS

   The Company  maintains a $5 million  line of credit with a local bank.  Under
the terms of the agreement,  interest on  outstanding  notes would be payable at
the lender's then prevailing prime rate.

   The following is a summary of the Company's  short-term  borrowings that were
payable to a bank for the years ended December 31, 1995, 1994 and 1993.

<TABLE>
<CAPTION>

________________________________________________________________________________
                                                     (Dollars in thousands)
________________________________________________________________________________
Years Ended December 31,                         1995        1994          1993
________________________________________________________________________________
<S>                                              <C>        <C>            <C>
Balance at end of year                           $ --       $  25           $50
Maximum outstanding during the year                35         925            60
Average amount outstanding during the year         28          63            59
________________________________________________________________________________
Weighted average interest rate                   8.50%       7.46%         6.00%
Weighted average interest rate during the year   8.50        7.46          6.00
================================================================================

</TABLE>


                                       27

<PAGE> 30

NOTE 5.
REINSURANCE
PROPERTY AND CASUALTY OPERATIONS

   The  property  and  casualty  insurance  companies  cede  portions  of  their
insurance business to other insurance companies on both a pro rata and excess of
loss basis.  Insurance  ceded by the property and casualty  insurance  companies
does not relieve their primary  liability as the  originating  insurers.  Earned
premiums ceded were $26,053,000, $26,256,000 and $23,148,000 for the years ended
December 31, 1995, 1994 and 1993, respectively. The Company believes all amounts
are  collectible   with  regard  to  reinsurance   receivables.   There  are  no
concentrations of credit risk associated with reinsurance.

   The property and casualty  insurance  companies also assume portions of their
insurance business from other insurance  companies.  Assumed premiums earned for
the years ended December 31, 1995, 1994 and 1993 were  $33,014,000,  $31,152,000
and $30,741,000, respectively.

LIFE OPERATIONS

   United Life Insurance  Company  follows the policy of reinsuring that portion
of the risk in excess of $200,000 on the life of any individual.  Policy benefit
reserves and claims are stated after deduction of reserves and claims applicable
to reinsurance ceded to other companies;  however, United Life Insurance Company
is contingently  liable for these amounts in the event such companies are unable
to pay their portion of the claims. The Company is contingently liable for ceded
insurance in force of  $455,422,000  and  $531,558,000  at December 31, 1995 and
1994, respectively. The Company believes all amounts are collectible with regard
to reinsurance receivables.

NOTE 6.
LIABILITY FOR PROPERTY AND CASUALTY LOSSES AND SETTLEMENT EXPENSES

  The  following  table  provides  an  analysis  of losses  and loss  adjustment
expenses  ("LAE"),  including a reconciliation of beginning and ending liability
balances for 1995 and 1994.

<TABLE>
<CAPTION>

___________________________________________________________________________________________________
                                                                             (Dollars in thousands)
___________________________________________________________________________________________________
At December 31,                                                                1995           1994
___________________________________________________________________________________________________
<S>                                                                        <C>            <C>     
Gross liability for losses and LAE at beginning of year                    $203,911       $184,755
  Less reinsurance receivables                                               23,258         13,957
___________________________________________________________________________________________________
Net liability for losses and LAE at beginning of year                      $180,653       $170,798
Provision for losses and LAE for claims occurring in the current year       138,109        125,918
Decrease in estimated losses and LAE for claims occurring in prior years    (19,877)       (17,107)
___________________________________________________________________________________________________
                                                                           $298,885       $279,609
___________________________________________________________________________________________________
Losses and LAE payments for claims occurring during
  Current year                                                             $ 55,323       $ 47,406
  Prior years                                                                54,862         51,550
___________________________________________________________________________________________________
                                                                           $110,185       $ 98,956
___________________________________________________________________________________________________
Net liability for losses and LAE at end of year                            $188,700       $180,653
   Plus reinsurance receivables                                              15,002         23,258
___________________________________________________________________________________________________
Gross liability for losses and LAE at end of year                          $203,702       $203,911
===================================================================================================

</TABLE>


   The Consolidated  Financial  Statements  include the estimated  liability for
unpaid  losses and LAE of the  property  and  casualty  lines of  business.  The
liabilities for losses and LAE are determined using  case-basis  evaluations and
represent  estimates  of the  ultimate  net cost of all  unpaid  losses  and LAE
incurred  (both  reported and not  reported)  through  December 31 of each year.
These  estimates are  continually  reviewed and, as experience  develops and new
information  becomes  known,  the  liability  is  adjusted  as  necessary.  Such
adjustments, if any, are reflected in current operations.


                                       28


<PAGE> 31

   The decrease of $19,877,000 in estimated  losses and LAE for claims occurring
in prior years  resulted  from both the Company's  direct and assumed  business.
Favorable claims settlements on the Company's direct business contributed to the
decrease  for prior  accident  years in the  workers'  compensation,  commercial
liability  and other  liability  lines.  The Company  establishes  assumed  loss
reserves  based on  reporting  by insurance  intermediaries.  In  addition,  the
Company  establishes  reserves for those assumed losses that have occurred,  but
have not yet been  reported.  When  assumed  anticipated  losses and  settlement
expenses are lower than anticipated,  a redundancy  results,  as was the case in
1995.

   The Company is not aware of any significant  contingent liabilities as far as
environmental issues are concerned.  Because of the type of business the Company
writes,  i.e.  property  coverage,  there exists the  potential for exposure for
environmental  pollution and asbestos  claims.  The Company's  underwriters  are
aware of  these  exposures  and use  limited  riders  or  endorsements  to limit
exposure.  The  one  assumed  reinsurance  contract  with  a  significant  known
environmental exposure was commuted with a complete release of further liability
during 1994.

NOTE 7.
STATUTORY REPORTING, CAPITAL REQUIREMENTS AND DIVIDEND AND RETAINED EARNINGS 
RESTRICTIONS

   Statutory stockholders' surplus and net income at December 31, 1995, 1994 and
1993 and for the years then ended are as follows.

<TABLE>
<CAPTION>

______________________________________________________________________________
                                              Statutory             Statutory
                                          Stockholders'                   Net
                                                Surplus                Income
______________________________________________________________________________
                                                   (Dollars in thousands)
______________________________________________________________________________
<S>                                            <C>                    <C>    
1995
     PROPERTY AND CASUALTY                     $158,055               $23,213
     LIFE, ACCIDENT AND HEALTH                   45,911                 2,224
______________________________________________________________________________
1994
     Property and casualty                     $125,317               $19,621
     Life, accident and health                   34,450                 2,042
______________________________________________________________________________
1993
     Property and casualty                     $111,284               $ 8,608
     Life, accident and health                   32,811                 3,143
==============================================================================

</TABLE>

   The Company and its insurance  subsidiaries prepare their statutory financial
statements in conformity  with practices  prescribed or permitted by their state
of domicile.  Prescribed  statutory  accounting  practices  include a variety of
publications of the National Association of Insurance Commissioners ("NAIC"), as
well as state laws,  regulations,  and general  administrative rules.  Permitted
statutory  accounting  practices are used when prescribed statutory practices do
not address the accounting for transactions.  The Company does not use permitted
practices that  individually  or in the aggregate  materially  affect  statutory
surplus or risk-based capital.

   The State of Iowa Insurance  Department imposes certain capital  requirements
on insurance  companies on a statutory basis. Under the applicable  regulations,
United Fire & Casualty  Company is required to maintain minimum capital stock of
$2,500,000 and minimum  additional  paid-in capital and retained earnings in the
aggregate  amount of  $2,500,000.  At December 31, 1995,  United Fire & Casualty
Company's  capital stock was $36,098,000 and total statutory paid-in capital and
retained earnings were $121,956,000.

   The  amount  of  dividends  that may be paid to  stockholders  without  prior
approval by the State of Iowa  Insurance  Department is limited to the excess of
statutory retained earnings over contributed surplus.  Contributed surplus as of
December 31, 1995, was  $10,766,000.  Based upon this  restriction,  the Company
could make a maximum of $100,423,000 in dividend  distributions  to stockholders
in 1996.  Dividend  payments by the  insurance  subsidiaries  to the Company are
subject to similar  restrictions in the states in which they are domiciled.  The
Company  received no dividends  from its  subsidiaries  in 1995, and $500,000 in
dividends in 1994.


                                       29

<PAGE> 32

   In  addition,  the  insurance  departments  governing  the  Company  and  its
subsidiaries  have  imposed   risk-based  capital  ("RBC")   requirements.   The
regulation is based on a model  adopted by the NAIC. An RBC formula  establishes
capital  requirements for insurance  companies based on an individual  company's
major areas of risk,  including  assets,  credit,  underwriting  and off-balance
sheet risk. The results are used by the NAIC and state insurance  departments to
identify  companies  that  merit  regulatory  attention  or  the  initiation  of
regulatory  action.  At December  31, 1995 and 1994,  the life and  property and
casualty  segments had adjusted  capital well in excess of the required  capital
levels.

NOTE 8.
FEDERAL INCOME TAXES

   Federal income tax expense is composed of the following.

<TABLE>
<CAPTION>

________________________________________________________________________________
                                         (Dollars in thousands)
________________________________________________________________________________
Years Ended December 31,               1995            1994              1993
________________________________________________________________________________
<S>                                  <C>             <C>               <C>   
Current                              $7,015          $6,298            $4,468
Deferred                              2,232             (70)             (961)
________________________________________________________________________________
Total                                $9,247          $6,228            $3,507
================================================================================

</TABLE>

   A reconciliation of income tax expense computed at the applicable Federal tax
rate of 35% in 1995  and  1994  and 34% in 1993 to the  amount  recorded  in the
Consolidated Financial Statements is as follows.

<TABLE>
<CAPTION>

________________________________________________________________________________________
                                                (Dollars in thousands)
________________________________________________________________________________________
Years Ended December 31,                               1995        1994        1993
________________________________________________________________________________________
<S>                                                     <C>         <C>         <C>    
Computed expected rate                                  $13,318     $10,062     $ 7,532
Reduction for tax-exempt municipal bond interest income  (4,057)     (4,015)     (4,208)
Reduction for nontaxable dividend income                   (520)       (458)       (381)
Other, net                                                  506         639         564
________________________________________________________________________________________
Federal income taxes, as provided                       $ 9,247     $ 6,228     $ 3,507
========================================================================================

</TABLE>


                                       30



<PAGE> 33

  The  significant  components of the net deferred tax liability at December 31,
1995 and 1994 are as follows.

<TABLE>
<CAPTION>

______________________________________________________________________________________
                                                              (Dollars in thousands)
______________________________________________________________________________________
Years Ended December 31,                                              1995       1994
______________________________________________________________________________________
<S>                                                                <C>        <C>    
Deferred tax assets
   Financial statement reserves in excess of income tax reserves   $15,848    $16,890
   Unearned premium adjustment                                       6,240      5,351
   Alternative minimum tax (AMT) credit carryforwards                   --      2,140
   Postretirement benefits other than pensions                       1,024        816
   Salvage and subrogation                                             536        428
   Net operating loss carryforwards (NOL)                               --         39
   Pension                                                             969        869
   Other                                                             3,827      1,816
______________________________________________________________________________________
      Gross deferred tax assets                                     28,444     28,349
      Valuation allowance                                               --         39
______________________________________________________________________________________
Gross deferred tax assets, net of valuation allowance              $28,444    $28,310
______________________________________________________________________________________
Deferred tax liabilities
   Deferred acquisition costs                                      $16,370    $14,651
   Net unrealized appreciation                                      19,232     11,009
   Depreciation on assets                                            1,191      1,182
   Net bond discount accretion and premium amortization              1,613      1,136
   Other                                                               992        831
______________________________________________________________________________________
Gross deferred tax liability                                       $39,398    $28,809
______________________________________________________________________________________
Net deferred tax liability                                         $10,954    $   499
======================================================================================

</TABLE>

   The  Company  had tax  net  operating  loss  ("NOL")  carryforwards  totaling
$115,000 as of December 31, 1994. These NOL carryforwards  were purchased by the
Company when it acquired Addison Farmers' Insurance Company in 1990. The Company
also had alternative minimum tax credit ("AMT") carryforwards for Federal income
tax purposes as of December 31, 1994. Such AMT credit carryforward were recorded
as a deferred tax benefit for financial reporting purposes.  The Company did not
have any NOL or AMT carryforwards at December 31, 1995.

   The  valuation  allowance  for  deferred  tax  assets in 1994  related to the
purchased NOL's.  The net change in the total valuation  allowance for the years
ended  December  31,  1995 and 1994,  was a decrease  of $39,000  and  $106,000,
respectively due to the utilization and expiration of NOL carryforwards.

NOTE 9.
EMPLOYEE BENEFIT OBLIGATIONS

   As  permitted  by SFAS No. 87,  "Employers'  Accounting  for  Pensions",  the
Company uses September 30 as the date for measuring plan assets and  liabilities
in order to obtain  information  necessary for the  preparation of the financial
statements on a timely basis.


                                       31
<PAGE> 34

   The following  table sets forth the funded status of the Company's  qualified
pension plan and amounts recognized in the Consolidated Financial Statements.

<TABLE>
<CAPTION>

______________________________________________________________________________________________
                                                               Years Ended December 31,
______________________________________________________________________________________________
                                                                (Dollars in thousands)
______________________________________________________________________________________________
Years Ended December 31,                                      1995         1994          1993
______________________________________________________________________________________________
<S>                                                       <C>          <C>           <C>      
Actuarial present value of accumulated obligation at
  September 30, 1995, 1994 and 1993
  Vested benefit obligation                               $(10,697)    $ (7,955)     $(10,409)
==============================================================================================
  Accumulated benefit obligation                          $(11,122)    $ (8,466)     $(10,601)
==============================================================================================
  Projected benefit obligation                            $(14,307)    $(10,264)     $(13,417)
Plan assets at fair value at September 30, 1995, 1994
and 1993                                                    13,318       11,520        10,550
______________________________________________________________________________________________
Plan assets in excess of (less than) projected benefit
obligation at September 30, 1995, 1994 and 1993           $   (989)    $  1,256      $ (2,867)
Unrecognized net asset (established January 1, 1987)          (185)        (232)         (280)
Unrecognized prior service cost                                  4            4           135
Unrecognized net gain (loss)                                (1,598)      (3,548)        1,255
______________________________________________________________________________________________
   Pension liability                                      $ (2,768)    $ (2,520)     $ (1,757)
==============================================================================================
Net pension cost includes the following components
   Service cost - benefits earned during the period       $    505     $    958      $    554
   Interest cost on projected benefit obligations              806          817           675
   Actual return on plan assets                             (2,165)        (980)         (429)
   Net amortization and deferral                             1,102          331          (218)
______________________________________________________________________________________________
   Net periodic pension cost                              $    248     $  1,126      $    582
==============================================================================================

</TABLE>

   The weighted average discount rate used in determining the actuarial  present
value of projected  benefit  obligation was 7.0% at September 30, 1995, 8.25% at
September  30,  1994,  and 6.0% at September  30, 1993.  The rate of increase in
future  compensation  levels was 4.0% at September 30, 1995,  1994 and 1993. The
expected  long-term rate of return on plan assets was 7.5% at September 30, 1995
and 1994 and 6.0% at September 30, 1993.

   The Company has a profit  sharing  plan in which  employees  who meet age and
service  requirements  are eligible to participate.  The amount of the Company's
contribution is discretionary  and is determined  annually but cannot exceed the
amount deductible for Federal income tax purposes. The Company's contribution to
the plan for the years ended  December 31, 1995,  1994 and 1993 was  $1,561,000,
$649,000 and $626,000, respectively.

   The Company  also has an  Employee  Stock  Ownership  Plan for the benefit of
eligible  employees  and their  beneficiaries.  All  employees  are  eligible to
participate in the plan upon completion of one year of service and attaining age
twenty-one.  Contributions  to this plan are made at the discretion of the Board
of Directors.  These  contributions are based upon a percentage of total payroll
and are allocated to  participants on the basis of  compensation.  Contributions
are made in cash which is used by the  Trustee to acquire  shares of the Company
stock to allocate to participants'  accounts.  As of December 31, 1995, 1994 and
1993,  the Trustee  owned  86,712,  86,306 and 65,421  shares of Company  stock,
respectively.  The Company's incurred  contribution to the Plan was zero for the
years ended  December 31, 1995 and 1994 and $403,000 for the year ended December
31, 1993.


                                       32

<PAGE> 35

   The following table reconciles the accrued  postretirement  benefit liability
and amounts recognized in the Consolidated Financial Statements.

<TABLE>
<CAPTION>

________________________________________________________________________________________
                                                              (Dollars in thousands)
________________________________________________________________________________________
Years Ended December 31,                                    1995       1994        1993
________________________________________________________________________________________
<S>                                                     <C>         <C>         <C>     
Accumulated Postretirement Benefit Obligation
  Retirees                                              $(1,411)    $(1,064)    $(1,348)
  Other fully eligible participants                        (901)       (523)       (649)
  Other active participants                              (2,578)     (1,374)     (2,324)
________________________________________________________________________________________
                                                         (4,890)     (2,961)     (4,321)
  Unrecognized prior service cost                           247         287         337
  Unrecognized actuarial loss                             1,718         308       2,054
________________________________________________________________________________________
  Accrued postretirement benefit liability              $(2,925)    $(2,366)    $(1,930)
========================================================================================
________________________________________________________________________________________
Service cost - benefits attributed to service during the 
year                                                       $239        $201        $227
Interest cost on accumulated postretirement benefit 
obligation                                                  286         222         267
Amortization of prior service cost                           40          40          23
Amortization of actuarial loss                               45          79          65
________________________________________________________________________________________
Net postretirement benefit expense                         $610        $542        $582
========================================================================================

</TABLE>

   The unrecognized prior service cost and actuarial loss are being amortized on
a  straight-line  basis  over an  average  period of eight  years.  This  period
represents the average remaining  employee service period until the date of full
eligibility.

  For  measurement  purposes,  the following  table  displays the annual rate of
increase in the per capita cost of covered medical and dental claims assumed.

<TABLE>
<CAPTION>

____________________________________________
        Medical                 Dental
____________________________________________
<S>         <C>         <C>         <C>  
1995        9.50%       1995        7.00%
1996        9.00        1996        6.50
1997        8.50        1997        6.25
1998        8.00        1998        6.00
1999        7.50        1999        5.75
2000        7.00        2000        5.50
2001        6.50        2001        5.25
2002        6.00        2002+       5.00
2003+       5.50

</TABLE>


 The health  care cost trend rate  assumption  has a  significant  effect on the
amounts reported.  To illustrate,  increasing the assumed health care cost trend
rates by one  percentage  point in each  year  would  increase  the  accumulated
postretirement  benefit obligation as of December 31, 1995 by $1,089,000 and the
aggregate  of the service and interest  cost  components  of net  postretirement
benefit  expense  for the year  then  ended by  $122,000.  The  weighted-average
discount  rate  used  in  determining  the  accumulated  postretirement  benefit
obligation was 7.00% and 8.25% as of December 31, 1995 and 1994, respectively.


                                       33

<PAGE> 36

NOTE 10.
OPERATIONS IN DIFFERENT INDUSTRIES

  The Company  conducts its operations  principally in two industries,  property
and casualty insurance and life insurance.

  Total  revenue by  industry  includes  sales to  both  outside  customers  and
intersegment  sales  which are  eliminated  to arrive at the total  revenues  as
reported in the Company's  Consolidated  Statements of Operations.  Intersegment
sales are  accounted  for on the same basis as sales to outside  customers.  The
following  table  sets forth  certain  data for each of the  Company's  business
segments.

<TABLE>
<CAPTION>

________________________________________________________________________________________
                                                               (Dollars in thousands)
________________________________________________________________________________________
Years Ended December 31,                                   1995        1994        1993
________________________________________________________________________________________
<S>                                                    <C>         <C>         <C>     
Property and casualty insurance
  Premiums earned                                      $185,994    $166,852    $158,336
  Loss and loss adjustment expenses                     118,231     108,810     111,532
  Underwriting and acquisition expenses                  61,091      56,187      51,763
________________________________________________________________________________________
  Underwriting income (loss)                           $  6,672    $  1,855    $ (4,959)
  Net investment income                                  21,009      19,006      15,452
  Realized investment gains                               1,174         172         452
  Other income                                            1,863       1,889       1,769
________________________________________________________________________________________
    Operating earnings                                 $ 30,718    $ 22,922    $ 12,714
========================================================================================
  Assets                                               $459,366    $417,546    $374,595
========================================================================================
Life insurance
  Premiums earned                                      $ 21,639    $ 17,896    $ 17,282
  Net investment income                                  32,609      27,659      24,895
  Realized investment gains                                 524         624       1,408
________________________________________________________________________________________
    Total revenues                                     $ 54,772    $ 46,179    $ 43,585
  Benefits, underwriting and acquisition expenses        47,440      40,352      34,147
________________________________________________________________________________________
    Operating earnings                                 $  7,332    $  5,827    $  9,438
========================================================================================
  Assets                                               $483,740    $410,580    $358,424
========================================================================================
Premium revenue between segments                       $    105    $    100    $  1,481
========================================================================================

</TABLE>

Depreciation expense and property and equipment acquisitions for the years ended
December 31,  1995,  1994 and 1993,  are  reflected in the property and casualty
insurance segment.


                                       34

<PAGE> 37

NOTE 11.
QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

   The following table sets forth selected  quarterly  financial  information of
the Company.

<TABLE>
<CAPTION>

_____________________________________________________________________________________________
                                              (Dollars in thousands except per share data)
_____________________________________________________________________________________________
Quarters                                  First   Second      Third      Fourth        Total
_____________________________________________________________________________________________
<S>                                     <C>      <C>        <C>         <C>         <C>     
FISCAL YEAR ENDED DECEMBER 31, 1995
   TOTAL REVENUES                       $64,593  $64,362    $66,902     $68,733     $264,590
=============================================================================================
   NET INCOME                            $6,248   $7,243     $6,561      $8,751      $28,803
=============================================================================================
   NET INCOME PER COMMON SHARE            $ .58    $ .67      $ .60       $ .81       $ 2.66
=============================================================================================
Fiscal year ended December 31, 1994
   Total revenues                       $54,076  $56,083    $60,769     $62,917     $233,845
=============================================================================================
   Net income                            $4,119   $5,339     $3,483      $9,580      $22,521
=============================================================================================
   Net income per common share            $ .38    $ .50      $ .32       $ .88       $ 2.08
=============================================================================================

</TABLE>

   Net income per common share has been  retroactively  restated for  additional
shares  issued as a result of a three for two  stock  split to  stockholders  of
record as of December 18, 1995.

NOTE 12.
NET INCOME AND DIVIDENDS PER COMMON SHARE

    The Company  declared a three for two stock split in the form of a 50% stock
dividend  to  stockholders  of record as of December  15, 1994 and again,  as of
December  18,  1995.  Cash  dividends  per  common  share of $.55 and $.49  were
declared in 1995 and 1994,  respectively.  Net income per common share, weighted
average common shares  outstanding and cash dividends  declared per common share
have been retroactively restated for all periods presented.


INDEX TO SUPPLEMENTARY SCHEDULES

Consolidated Schedules

III -- Supplementary insurance information.                           37

IV -- Reinsurance.                                                    38

VI -- Supplemental information concerning  property and casualty 
      insurance operations.                                           39

All other  schedules  have been omitted as not  required,  not  applicable,  not
deemed  material or because  the  information  is  included in the  Consolidated
Financial Statements.


                                       35

<PAGE> 38

<TABLE>
<CAPTION>


SCHEDULE III. SUPPLEMENTARY INSURANCE INFORMATION

(Dollars in thousands)

                           Future
                           Policy
              Deffered   Benefits                                            Benefits  Amortization            Interest
                Policy    Losses,                      Realized       Net     Claims,   of Deffered     Other        on 
Year Ended    Acquisi-     Claims              Earned   Invest-   Invest-  Losses and        Policy    Under-   Policy-     
December 31,      tion   and Loss  Unearned   Premium      ment      ment  Settlement   Acquisition   writing  holders'  Premiums
1995             Costs   Expenses  Premiums   Revenue     Gains    Income    Expenses         Costs  Expenses  Accounts   Written
____________  ________   ________  ________  ________  ________   _______  __________  ____________  ________ _________ _________
<S>            <C>       <C>        <C>      <C>         <C>      <C>        <C>            <C>       <C>      <C>      <C>     
Property and
casualty       $19,266   $203,702   $93,011  $185,994    $1,174   $20,994    $118,231       $41,814   $19,169  $     -- $197,546

Life, accident
and health      33,404    393,603     4,014    21,534       524    32,609      15,012         5,349     6,437    20,528   22,072<F1>
              ________   ________   _______  ________  ________   _______  __________  ____________  ________ _________ _________
Total          $52,670   $597,305    97,025  $207,528    $1,698   $53,603    $133,243       $47,163   $25,606  $ 20,528 $219,618
              ========   ========   =======  ========  ========   =======  ==========  ============  ======== ========= =========

<FN>
<F1>  Accident and health insurance premiums written.
</FN>

Year Ended
December 31,
1994
____________

Property and
casualty       $15,870   $203,911   $80,629  $166,852     $172    $18,761    $108,810       $33,950   $22,099  $     -- $175,641

Life, accident
and health      31,675    344,096     2,821    17,896      624     27,659     13,552          3,414     6,211    17,060   18,338<F1>
              ________   ________   _______  ________  ________   _______  __________  ____________  ________ _________ _________
Total          $47,545   $548,007   $83,450  $184,748     $796    $46,420    $122,362       $37,364   $28,310  $ 17,060 $193,979
              ========   ========   =======  ========  ========   =======  ==========  ============  ======== ========= =========
<FN>
<F1>  Accident and health insurance premiums written.
</FN>

Year Ended
December 31,
1993
____________

Property and
casualty       $13,080   $184,755   $71,273  $158,336   $  452    $15,338    $111,532       $31,337   $18,873  $     -- $163,011

Life, accident
and health      29,571    297,016     2,640    15,801    1,408    $24,895      11,335         2,068     5,640    15,006    1,913<F1>
              ________   ________   _______  ________  ________   _______  __________  ____________  ________ _________ _________
Total          $42,651   $481,771   $73,913  $174,137   $1,860    $40,233    $122,867       $33,405   $24,513  $ 15,006 $164,924
              ========   ========   =======  ========  ========   =======  ==========  ============  ======== ========= =========

<FN>
<F1>  Accident and health insurance premiums written.
</FN>

Certain amounts included in this schedule for earlier years have been reclassified to conform with the 1995 financial statement   
presentation.

</TABLE>


                                                            36


<PAGE> 39

<TABLE>
<CAPTION>

SCHEDULE IV.  REINSURANCE

(Dollars in thousands)

                                                                                            Percentage of
                                                  Ceded to       Assumed                           Amount
                                Gross Amount         Other    From Other      Net Amount       Assumed to
Year Ended Decmeber 31,1995           Earned     Companies     Companies          Earned       Net Earned
___________________________     ____________     _________    __________      __________    _____________
<S>                               <C>             <C>           <C>           <C>                 <C>
Life insurance in force           $3,133,052      $455,422      $     --      $2,677,630              --%
                                ============     =========    ==========      ==========    =============
Premiums:
________
Property and casualty             $  179,033      $ 26,053      $ 33,014      $  185,994          17.75%
Life insurance                        20,881         1,066            --          19,815             --
Accident and health insurance          1,915           196            --           1,719             --
                                ____________     _________    __________      __________    ____________
   Total                          $  201,829      $ 27,315      $ 33,014      $  207,528          15.91%
                                ============     =========    ==========      ==========    ============


Year Ended Decmeber 31,1994
___________________________

Life insurance in force           $3,222,695      $531,558      $     --      $2,691,137             --%
                                ============      ========    ==========      ==========    ============
Premiums:
________
Property and casualty             $  161,956      $ 26,256      $ 31,152      $  166,852          18.67%
Life insurance                        18,218         1,837            --          16,381             --
Accident and health insurance          1,692           177            --           1,515             --
                                ____________      ________    __________      __________    ____________
      Total                       $  181,866      $ 28,270      $ 31,152      $  184,748          16.86%
                                ============      ========    ==========      ==========    ============


Year Ended Decmeber 31,1993
___________________________

Life insurance in force           $3,116,538      $524,326      $     --      $2,592,212             --%
                                ============      ========    ==========      ==========    ============
Premiums:
________
Property and casualty             $  150,743      $ 23,148      $ 30,741      $  158,336          19.41%
Life insurance                        15,528         1,559            --          13,969             --
Accident and health insurance          2,050           218            --           1,832             --
                                ____________      ________    __________      __________    ____________
      Total                       $  168,321      $ 24,925      $ 30,741      $  174,137          17.65%
                                ============      ========    ==========      ==========    ============

</TABLE>


                                                           37

<PAGE> 40

<TABLE>
<CAPTION>

SCHEDULE VI.   SUPPLEMENTAL INFORMATION CONCERNING PROPERTY AND CASUALTY INSURANCE OPERATIONS

(Dollars in thousands)

                                            Reserves for
                                                  Unpaid                                                    
                                  Deferred    Claims and                                                     
                                    Policy         Claim                            Realized          Net      
                               Acquisition    Adjustment   Unearned     Earned    Investment   Investment       
Affiliation With Registrant          Costs      Expenses   Premiums   Premiums         Gains       Income  
___________________________    ___________  ____________   ________   ________    __________   __________
<S>                               <C>          <C>          <C>       <C>              <C>       <C>        
Company and 
consolidated property and 
casualty subsidiaries

Year Ended
December 31, 1995                 $19,266      $203,702     $93,011   $185,994        $1,174     $20,994    
                               ===========  ============   ========   ========    ==========   ==========

Year Ended
December 31, 1994                 $15,870      $203,911     $80,629   $166,852        $  172     $18,761       
                               ===========  ============   ========   ========    ==========   ==========

Year Ended
December 31, 1993                 $13,080      $184,755     $71,273   $158,336        $  452     $15,338    
                               ===========  ============   ========   ========    ==========   ==========


Certain amounts included in this schedule for earlier years have been reclassified to conform with the 
1995 financial statement presentation.

</TABLE>

<TABLE>
<CAPTION>

SCHEDULE VI.   SUPPLEMENTAL INFORMATION CONCERNING PROPERTY AND CASUALTY INSURANCE OPERATIONS
(continued)

(Dollars in thousands)

                                 
                                 Claims and   Claim         Amoritization
                                 Adjustment   Expenses       of Deferred    Paid Claims
                                   Incurred   Related to          Policy      and Claim
                                    (1)          (2)         Acquisition     Adjustment    Premiums
Affiliation With Registrant    Current Year   Prior Years          Costs       Expenses     Written
___________________________    ____________   ____________   ___________    ___________    ________
<S>                                <C>           <C>            <C>           <C>          <C>       
Company and 
consolidated property and 
casualty subsidiaries

Year Ended
December 31, 1995                  $138,109      $(19,877)      $41,814       $110,185     $197,546
                               ============   ============   ===========    ===========   =========

Year Ended
December 31, 1994                  $125,918      $(17,107)      $33,950       $ 98,956     $175,641
                               ============   ============   ===========    ===========   =========

Year Ended
December 31, 1993                  $115,785      $ (4,253)      $31,337       $ 99,559     $163,011
                               ============   ============   ===========    ===========   =========


Certain amounts included in this schedule for earlier years have been reclassified to conform with the 
1995 financial statement presentation.

</TABLE>

                                                          38

<PAGE> 41

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
             ACCOUNTING AND FINANCIAL DISCLOSURE

None.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

DIRECTORS OF THE COMPANY:

NAME (AGE)                PRESENT POSITION, NAME AND PRINCIPAL BUSINESS OF 
                          DIRECTOR

Scott McIntyre Jr. (62)   Chairman of the Board and Chief Executive Officer, 
                          United Fire & Casualty Company
James T. Brophy (68)      Vice Chairman of the Board
Robert J. Bevenour (67)   Retired
Roy L. Ewen (73)          Retired
Harold A. Hagen (69)      Retired
Casey D. Mahon (44)       Vice President and General Counsel, McLeod, Inc., 
                          Cedar Rapids, Iowa
Leonard J. Marshall (66)  Retired
Thomas K. Marshall (62)   Retired
Byron G. Riley (65)       Attorney, Firm of Bradley & Riley, P.C.



EXECUTIVE OFFICERS OF THE COMPANY:

NAME (AGE)                OFFICE HELD (TENURE IN YEARS)

Scott McIntyre Jr. (62)   Chairman of the Board and Chief Executive Officer, 
                          General Manager (29) and Director (39)
Gary L. Huber (53)        President and Chief Operating Officer (7)
Kent G. Baker (52)        Vice President and Chief Financial Officer (11)
John R. Cruise (54)       Vice President, Reinsurance (9)
E. Dean Fick (51)         Vice President, Claims (4), employed by Grinnell 
                          Mutual Reinsurance Company 24 years prior, serving as 
                          Senior Vice President, Claims (1987-1991)
Marianna D. Hall (44)     Vice President, Human Resources (3), employed by the 
                          Company for the past 4 years, employed by AMEX Life 
                          Assurance Company from September 1991 to April 1992; 
                          Training Director of Brenton Banks from July 1991 to 
                          September 1991; and Vice President, Human Resources 
                          and Training, American Federal Savings Association for
                          the 4 years prior
Maynard L. Hansen (64)    Vice President, Fidelity and Surety (7)
E. Addison Hulit (56)     Vice President, Lincoln Branch Office (2), employed by
                          the Company for the past 3 years, employed by 
                          Transamerica Insurance from 1991 to 1993; and 
                          Traveler's Insurance for the 21 years prior
David L. Hellen (43)      Vice President, Denver Branch Office (8)
Robert B. Kenward (53)    Vice President, Data Processing (3), employed by the 
                          Company for the past 17 years
Stanely A. Wiebold (51)   Vice President, Underwriting (10)
Mary D. Schoop (64)       Corporate Secretary (8)
Gerald D. Seidl (62)      General Counsel (27)
Galen E. Underwood (55)   Treasurer (17)




                                       39


<PAGE> 42
 
DIRECTORS OF SUBSIDIARY COMPANIES:

UNITED LIFE INSURANCE         ADDISON FARMERS'            INSURANCE BROKERS & 

COMPANY                       INSURANCE COMPANY           MANAGERS, INC.

C. Richard Ekstrand           James T. Brophy             Maurice F. Eagan

Scott McIntyre Jr.            Gary L. Huber               Gary L. Huber

John A. Rife                  Jack M. LiCausi             Scott McIntyre Jr.

Byron G. Riley                Scott McIntyre Jr.          Gerald D. Seidl

Gerald D. Seidl               Randall J. Scheive          George J. Wegmann



LAFAYETTE INSURANCE COMPANY   CRABTREE PREMIUM FINANCE COMPANY

Gary L. Huber                 Gary L. Huber

Scott McIntyre Jr.            Jack M. LiCausi

Gerald D. Seidl               Scott McIntyre Jr.

George J. Wegmann             Randall J. Scheive

Leo F. Wegmann Jr.


OFFICERS OF THE COMPANY:

UNITED FIRE & CASUALTY COMPANY

Chairman and Chief Executive Officer
Scott McIntyre Jr.

President and Chief Operating Officer
Gary L. Huber

General Counsel          Secretary
Gerald D. Seidl          Mary D. Schoop

Vice Presidents          Assistant Secretaries
Kent G. Baker            Lucretia L. Canning
John R. Cruise           Donna M. Fugate
E. Dean Fick
Marianna D. Hall         Treasurer
Maynard L. Hansen        Galen E. Underwood
David L. Hellen
E. Addison Hulit         Assistant Vice Presidents
Robert B. Kenward        John T. Anderson Jr.
Stanley A. Wiebold       Robert J. DeCamp
                         Dayton E. Roberts



                                       40

<PAGE> 43

OFFICERS OF SUBSIDIARY COMPANIES:

UNITED LIFE INSURANCE COMPANY                 CRABTREE PREMIUM FINANCE COMPANY
Chairman                                      Chairman
Scott McIntyre Jr.                            Scott McIntyre Jr.

President                                     President
John A. Rife                                  Jack M. LiCausi

Vice Presidents                               Vice President
Ronald D. Brandt                              Randall J. Scheive
Rickey L. Pettyjohn
                                              Secretary
Secretary                                     Christine Prete
Jean N. Newlin Schnake
                                              Treasurer
Treasurer                                     Kent G. Baker
Samuel E. Hague

LAFAYETTE INSURANCE COMPANY                   INSURANCE BROKERS & MANAGERS, INC.
Chairman                                      President
Scott McIntyre Jr.                            Gary L. Huber

Vice Chairman                                 Vice President
George J. Wegmann                             P. Eric Croussilac

President                                     Secretary
Carlyn K. Lewis                               Betty S. Castro

Secretary                                     Treasurer
Leo F. Wegmann Jr.                            Kent G. Baker

ADDISON FARMERS' INSURANCE
COMPANY
Chairman
Scott McIntyre Jr.

President
Randall J. Scheive

Vice Presidents
Robert A. Andretich
Jack M. LiCausi
Russell P. Shulfer

Secretary
Linda J. Pearson

Treasurer
Kent G. Baker


                                       41

<PAGE> 44

ITEM 11.   EXECUTIVE COMPENSATION

    Executive  Compensation includes the amount expensed for financial reporting
purposes  under the  Company's  qualified  profit  sharing  (401(k))  plan.  All
employees of the Company are eligible to  participate  after they have completed
one year of  service,  attained  twenty-one  years  of age and  have met  hourly
requirements with the Company.  The plan is not integrated with social security,
and  provides  for  employer  contributions  in such  amounts  as the  Board  of
Directors may annually determine. The benefit payable under the plan is equal to
the vested account balance.

    Executive Compensation includes the amounts expensed for financial reporting
purposes  as  contributions  to  the  Company's   pension  plan  for  the  named
individuals.  The pension plan is a noncontributory plan which is not integrated
with social  security.  All employees of the Company are eligible to participate
after they have completed one year of service,  attained twenty-one years of age
and have met hourly requirements with the Company. The normal retirement pension
payable  under  the plan is  based on the  employee's  highest  average  monthly
earnings for five (5) consecutive  years of employment,  and is equal to one and
one-quarter  of one  percent  (1 1/4 of 1%) of the  employee's  highest  average
monthly earnings  multiplied by the number of years of continuous  service.  The
maximum  normal  retirement  benefit shall not exceed forty percent (40%) of the
employee's highest average monthly earnings, and in no event shall an employee's
annual benefit exceed the lesser of: 1) Ninety Thousand Dollars ($90,000.00); or
2) one hundred percent of the employee's  average  compensation  for the highest
consecutive  three (3)  calendar  years  during which the employee was an active
participant in the plan.

    The pension  plan owned  101,029  shares of the Company  common  stock as of
December 31, 1995, and has made deposits with United Life  Insurance  Company to
be used by the plan to purchase  retirement  annuities  from that  company.  The
annuity  fund  maintained  by United Life  Insurance  Company is  credited  with
compound  interest on the average fund balance for the year.  The interest  rate
will be  equivalent  to the ratio of net  investment  income  to mean  assets of
United Life Insurance Company.

    In 1983, the Company adopted the United  Lafayette  Employee Stock Ownership
Plan.  Effective January 1, 1988, the Plan was amended to convert the Tax Credit
Employee Stock  Ownership Plan to an Employee Stock  Ownership Plan. The Plan is
for the benefit of eligible employees and their beneficiaries. All employees are
eligible  to  participate  in the Plan upon  completion  of one year of service,
attaining  age  twenty-one  and have met hourly  requirements  with the Company.
Contributions to this plan are made at the discretion of the Board of Directors.
These  contributions  are  based  upon a  percentage  of total  payroll  and are
allocated to participants on the basis of compensation.  Contributions  are made
in cash which is used by the Trustee to acquire  shares of the Company  stock to
allocate to participants'  accounts. As of December 31, 1995, 1994 and 1993, the
Trustee  owned  86,712,  86,306  and  65,421  shares of  Company  common  stock,
respectively.  The Company's incurred  contribution to the Plan was zero for the
years ended  December 31, 1995 abd 1994 and $403,000 for the year ended December
31, 1993.


                                       42


<PAGE> 45

<TABLE>
<CAPTION>

          
                               SUMMARY COMPENSATION TABLE
                                   ANNUAL COMPENSATION



         (a)                     (b)       (c)               (d)                (e)
                                                                             All Other
Name and Principal Position     Year     Salary             Bonus           Compensation
___________________________     ____     ______             _____           ____________
<S>                             <C>   <C>                <C>                <C>   
Scott McIntyre, Jr.
Chairman and CEO                1996  $270,000.00 <F1>   $75,000.00 <F2>    $       --
                                1995   250,000.00 <F1>    57,500.00 <F2>     11,806.22 <F3>
                                1994   230,000.00 <F1>           --          11,145.19 <F3>

Gary L. Huber
President and COO               1996   160,000.00 <F4>           --                 --
                                1995   150,000.00 <F4>    21,150.00 <F5>      7,980.20 <F3>
                                1994   141,000.00 <F4>           --           8,018.80 <F3>

E. Dean Fick
Vice President - Claims         1996   120,000.00 <F4>           --                 --
                                1995   109,500.00 <F4>     7,799.99 <F6>      4,767.59 <F3>
                                1994   103,999.93 <F4>           --           4,547.14 <F3>



<FN>
<F1> Determined by Compensation Committee in February of each year. Present 
     salary was determined at February, 1996 meeting.

<F2> Bonus, if any, determined at the regular meeting of the Directors in 
     February of each year based on prior year's performance.  Present bonus 
     determined at February, 1996 meeting.

<F3> Contributions on behalf of named executive to Company 401K Plan, ESOP, and
     Benefit Credits.

<F4> Determined by Chairman and CEO. Present salary was determined in December, 
     1995 and will be reviewed in December, 1996.

<F5> Determined at the meeting of the Board of Directors in February, 1995, and
     based on the performance for the preceding year.

<F6> Determined by the bonus plan in effect for all salaried employees based on 
     the performance for the preceding year.
</FN>
</TABLE>


                                       43

<PAGE> 46

PERFORMANCE GRAPH

Following is a comparison of five year cumulative total return amount United 
Fire & Casualty Company, S&P 500 Index and S&P Property/Casualty Index.

[Performance graph appears here]

<TABLE>
<CAPTION>

                                                       Indexed Returns
                                                         Years Ending


Company/Index                      Dec90     Dec91     Dec92     Dec93     Dec94     Dec95
___________________________________________________________________________________________
<S>                                 <C>      <C>       <C>       <C>       <C>       <C>   
UNITED FIRE & CAS CO                100      134.44    183.89    184.17    201.50    313.86
S&P 500 Index                       100      130.47    140.41    154.56    156.60    215.45
S&P Property-Casualty Insurance     100      125.19    146.61    144.02    151.07    204.54

</TABLE>

                                       44

<PAGE> 47

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(A)  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS.

     The  following  table sets  forth  information  as of March 1,  1996,  with
     respect to ownership of the  Company's  $3.33 1/3 par value Common Stock by
     principal  security  holders.  Except as otherwise  indicated,  each of the
     persons named below has sole voting and  investment  powers with respect to
     the shares indicated.

<TABLE>
<CAPTION>

     NAME AND ADDRESS            AMOUNT AND NATURE            PERCENT OF
     OF BENEFICIAL OWNER      OF BENEFICIAL OWNERSHIP <F1>    CLASS <F1>
     ___________________      ____________________________    __________
     <S>                             <C>                        <C>   
     Scott McIntyre Jr. <F1>         1,550,083                  14.31%
     Cedar Rapids, Iowa

     Mildred R. McIntyre <F1>        1,183,021                  10.92%
     Cedar Rapids, Iowa

     General Accident                2,650,680                  24.48%
      Corporation of America
     Philadelphia, Pennsylvania

     Susan M. Carlton <F1>             366,236                   3.38%
     Orchard Park, New York

     Margaret Pless <F1>               337,477                   3.11%
     Durham, North Carolina

<FN>
<F1>       Scott McIntyre Jr.,  Mildred  McIntyre, Susan M. Carlton and Margaret
     Pless are all members of the same family.  Included in the number of shares
     owned  by Scott  McIntyre,  Jr.  are  371,812  shares  which he owns in his
     capacity  as trustee of three  trusts,  one of which his  children  are the
     beneficiaries,  one of which his wife is the beneficiary,  and the other of
     which all of Mildred R.  McIntyre's  grandchildren  are the  beneficiaries.
     Included in the number of shares  owned by Mildred R.  McIntyre are 533,245
     shares  which she owns in her  capacity  as trustee of a trust in which she
     also has a life interest. Scott McIntyre Jr., Susan M. Carlton and Margaret
     Pless each have an equal interest in the remainder interest of the trust.
</FN>
</TABLE>

(B)  SECURITY OWNERSHIP OF MANAGEMENT.

     The  following  table sets  forth  information  as of March 1,  1996,  with
     respect to ownership of the  Company's  $3.33 1/3 par value Common Stock by
     management.  Except as otherwise indicated, each of the persons named below
     has sole voting and investment powers with respect to the shares indicated.

<TABLE>
<CAPTION>

     NAME OF                    AMOUNT AND NATURE             PERCENT OF
     BENEFICIAL OWNER        OF BENEFICIAL OWNERSHIP            CLASS
     ________________        _______________________          __________
     <S>                             <C>                        <C>   
     Scott McIntyre Jr.<F1>          1,550,083                  14.31%
     Roy L. Ewen                        87,601                    .81%
     Harold A. Hagen                     4,282                    .04%
     Robert J. Bevenour                  3,000                    .03%
     Byron G. Riley, Jr.                 2,706                    .02%
     James T. Brophy                    11,500                    .11%
     Thomas K. Marshall                  2,192                    .02%
     Leonard J. Marshall                   900                    .01%
     Casey D. Mahon                      1,500                    .01%
     Jack B. Evans                       3,134                    .03%
     27 Officers and
       Directors as a group          1,706,236                  15.76%
     _________________________  
<FN>
<F1>       Included in the number of shares owned by Scott McIntyre Jr.,  are 
     121,500 shares held in the name  of  J. Scott McIntyre, Trustee  of  the 
     Mildred Reynolds McIntyre Trust,  and 225,000 shares held in the name of 
     Scott McIntyre Jr., or successor, Dee Ann McIntyre Trust.
</FN>
</TABLE>

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      Not applicable.

                                       45

<PAGE> 48

                               PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K


                                                                           Page
                                                                           ____

(a) 1. and 2. Financial statements and supplementary data.................. 15

(b)       No reports on Form 8-K were filed during the last
          quarter of the period covered by this report

(c)       Exhibit 11, Computation of earnings per common share

          Exhibit 22, Subsidiaries of the registrant

          Exhibit 27, Financial Data Schedule

          Exhibit 29, Information from reports furnished to
          State Insurance Regulatory Authorities

          1995 Consolidated Schedule P of Annual Statements
          provided to the state regulatory authorities
          (Filed by Paper)

SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT

(1)       Four copies of the annual stockholders report  for the year ended 
          December 31, 1995  will  be  furnished to the Securities Exchange 
          Commission by April 1, 1996.

(2)       Proxy statements will be furnished to security holders subsequent  
          to the filing of the 10-K.  Four copies of  the  proxy  statement 
          will be furnished to the Securities Exchange Commission when they 
          are mailed to security holders.



                                       46


<PAGE> 49

SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.

                                      UNITED FIRE & CASUALTY COMPANY

           By     /s/ Scott McIntyre, Jr.
                  ______________________________________________________________
                    Scott McIntyre Jr., Chairman and Chief Executive Officer

           Date   March 29, 1996


           By     /s/ Kent G. Baker
                  ______________________________________________________________
                  Kent G. Baker, Vice-President,Principal Accounting Officer and
                  Chief Financial Officer

           Date   March 29, 1996

Pursuant to the requirements of the Securities Exchange Act of 1934, 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/ Scott McIntyre, Jr.
                  ______________________________________________________________
                    Scott McIntyre, Jr., Chairman and Director

           Date   March 29, 1996


           By     /s/ Harold A. Hagen
                  ______________________________________________________________
                            Harold A. Hagen, Director

           Date   March 29, 1996


           By     /s/ Roy L. Ewen
                  ______________________________________________________________
                              Roy L. Ewen, Director

           Date   March 29, 1996


           By     /s/ Thomas K. Marshall
                  ______________________________________________________________
                          Thomas K. Marshall, Director

           Date   March 29, 1996


           By     /s/ Robert J. Bevenour
                  ______________________________________________________________
                          Robert J. Bevenour, Director

           Date   March 29, 1996



                                       47




<PAGE> 1


EXHIBIT 11.   COMPUTATION OF EARNINGS PER COMMON SHARE

<TABLE>
<CAPTION>


                                  Column A     Column B    Column  C
                                 ___________   ________    _________

                                  Weighted                 Earnings
                                   Average                    Per
                                   Number                   Common
                                  Of Shares       Net        Share
                                 Outstanding    Income        B/A
                                 ___________   ________    _________

<S>                               <C>         <C>            <C>    
Years Ended December 31
1995...............................10,829,606  $ 28,803      $  2.66
1994...............................10,829,706    22,521         2.08
1993...............................10,829,706    18,645         1.72

</TABLE>

<TABLE>
<CAPTION>

                                                         Years Ended December 31,
                                                    __________________________________
                                                   1995             1994           1993
                                               ____________     ____________   ____________

<S>                                             <C>              <C>            <C>       
Computation of weighted average number of
 common and common equivalent shares
  Common shares outstanding beginning of
   the period                                   10,829,706       10,829,706     10,829,706
  Weighted average of the common shares
   purchased and retired or reissued                  (100)              --             --
                                               ____________     ____________   ____________
  Weighted average number of common shares      10,829,606       10,829,706     10,829,706
                                               ============     ============   ============

</TABLE>


Earnings per common share, common shares outstanding and weighted average common
shares outstanding have been retroactively restated for additional shares issued
as a result  of a three  for two  stock  split to  stockholders  of record as of
December 18, 1995.



<PAGE> 1


EXHIBIT 22.  SUBSIDIARIES OF THE REGISTRANT

   United Life Insurance Company is an Iowa Corporation.

   Lafayette Insurance Company is a Louisiana Corporation.

   Addison Farmers' Insurance Company is an Illinois Corporation.

   The Registrant owns 100% of the voting common stock of United Life Insurance
   Company, Lafayette Insurance Company and Addison Farmers' Insurance Company.


                                       

 

<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
This legend contains summary information extracted from the Form 10-Q and
is qualified in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000101199
<NAME> UNITED FIRE & CASUALTY COMPANY
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<DEBT-HELD-FOR-SALE>                            84,707
<DEBT-CARRYING-VALUE>                          589,687
<DEBT-MARKET-VALUE>                            617,915
<EQUITIES>                                      75,678
<MORTGAGE>                                       3,041
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                                 790,433
<CASH>                                           6,998
<RECOVER-REINSURE>                              15,996
<DEFERRED-ACQUISITION>                          52,670
<TOTAL-ASSETS>                                 943,106
<POLICY-LOSSES>                                597,305
<UNEARNED-PREMIUMS>                             97,025
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                                      0
                                0
                                          0
<COMMON>                                        36,098
<OTHER-SE>                                     172,655
<TOTAL-LIABILITY-AND-EQUITY>                   943,106
                                     207,528
<INVESTMENT-INCOME>                             53,603
<INVESTMENT-GAINS>                               1,698
<OTHER-INCOME>                                   1,761
<BENEFITS>                                     133,243
<UNDERWRITING-AMORTIZATION>                     47,163
<UNDERWRITING-OTHER>                            46,134
<INCOME-PRETAX>                                 38,050
<INCOME-TAX>                                     9,247
<INCOME-CONTINUING>                             28,803
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    28,803
<EPS-PRIMARY>                                     2.66
<EPS-DILUTED>                                     2.66
<RESERVE-OPEN>                                 180,653
<PROVISION-CURRENT>                            138,109
<PROVISION-PRIOR>                             (19,877)
<PAYMENTS-CURRENT>                              55,323
<PAYMENTS-PRIOR>                                54,862
<RESERVE-CLOSE>                                188,700
<CUMULATIVE-DEFICIENCY>                       (19,877)
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission