SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM 10-QSB
Quarterly Report Under Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the quarter ended September 30, 1997 Commission File Number 333-24739
STONEVILLE INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Mississippi 72-1341156
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
Registrant's telephone number: (601) 352-7817
No Change
Former name, former address and former fiscal year,
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for shorter period that the registrant was required to
file such report), and (2) has been subject to such filing requirements for the
past 90 days.
Yes No X
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
Class Outstanding at December 15, 1997
Common stock ($1.00 par value) 0 shares
<PAGE>
Stoneville Insurance Company (the "Company") and Delta Agricultural and
Industrial Trust, a Mississippi workers' compensation self insurance trust
(the "Trust"), entered into a Plan and Agreement of Reorganization and
Conversion of the Trust (the "Plan"), which was adopted and approved by the
Trust's Board of Trustees on March 20, 1997 and amended September 11, 1997.
Pursuant to the Plan: (i) the Trust will transfer substantially all its assets
and liabilities (other than insurance liabilities) to Stoneville Insurance
Company (the "Company"); (ii) in exchange for the contribution of such assets
and liabilities by the Trust to the Company, the Company will issue shares of
its common stock, $1.00 par value to the Trust; and (iii) the Trust will
dissolve and distribute its assets (common stock of the Company) in a
liquidating distribution to former members of the Trust. In connection with
the Plan, the Company filed with the Securities and Exchange Commission a
Registration Statement on Form S-4 (File No. 333-24739), which became effective
on November 12, 1997. As a result, the Company became subject to the reporting
requirements under Section 15(d) of the Securities Exchange Act of 1934. For
additional information see "Part II, Item 5."
PART I: FINANCIAL INFORMATION
Delta Agricultural and Industrial Trust Financial Statements
Balance Sheets
September 30, 1997 and December 31, 1996
Statements of Revenue and Expense
Three Months Ended September 30, 1997 and 1996
Nine Months Ended September 30, 1997 and 1996
Statements of Changes in Trust Equity
Twelve Months Ended December 31, 1996
Nine Months Ended September 30, 1997
Statements of Cash Flows
Nine Months Ended September 30, 1997 and 1996
Notes to Financial Statements
Stoneville Insurance Company Financial Statements
Balance Sheets
September 30, 1997 and December 31, 1996
Statements of Income
Three Months Ended September 30, 1997 and 1996 Nine Months Ended September 30,
1997 and 1996
Statements of Changes in Stockholders' Equity
Period Ended December 31, 1996
Nine Months Ended September 30, 1997
Statements of Cash Flows
Nine Months Ended September 30, 1997 and 1996
Notes to Financial Statements
<PAGE>
DELTA AGRICULTURAL AND INDUSTRIAL TRUST Balance Sheets As of September 30, 1997
and December 31, 1996
September 30, December 31,
Assets 1997 1996
---------- ----------
Investments:
Trading securities (at fair value)
Equity securities $247 $1,696,944
Securities available-for-sale (at fair
value)
Fixed maturities (amortized cost - 1,557,931 1,141,504
$1,551,714 and $1,150,740)
Securities held-to-maturity (at amortized
cost)
Fixed maturities (fair value - $0 and 0 522,884
$521,940) ---------- ---------
Total Investments 1,558,178 3,361,332
Cash and Cash Equivalents 1,918,802 1,359,965
Notes receivable 20,000 20,000
Accrued interest receivable 37,835 52,410
Reinsurance receivables, net of 660,986 660,986
uncollectible amounts
Excess insurance premium overpayment 89,860 89,860
Capital equipment leases at cost less
accumulated depreciation of $14,191 and 9,903 13,517
$9,775
Prepaid expenses 9,983 21,798
Deferred Tax Asset 122,325 152,862
Other assets 575 575
---------- ---------
Total Assets $4,428,447 $5,733,305
========== ==========
Liabilities and Trust Equity
Liabilities
Reserve for losses and loss adjustment $1,709,753 $2,834,220
expenses
Unearned premiums 0 0
Reserve for premium adjustment 321,691 384,863
Accounts payable and accrued liabilities 48,583 56,290
Capital lease obligations 2,193 4,038
---------- ----------
Total Liabilities 2,082,220 3,279,411
---------- ----------
Trust Equity
Retained earnings 2,340,010 2,463,130
Net unrealized gain(loss) on securities
available for sale, net of deferred taxes 6,217 (9,236)
---------- ----------
Total Trust Equity 2,346,227 2,453,894
---------- ----------
Total Liabilities and Trust Equity $4,428,447 $5,733,305
========== ==========
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
DELTA AGRICULTURAL & INDUSTRIAL TRUST
Statements of Revenue and Expenses Nine
Months Ended September 30, 1997 and 1996
Three Nine
Months Months
Ended Ended
` -------------------------- ------------------------
September September
30, 30,
-------------------------- ------------------------
1997 1996 1997 1996
-------------------------- ------------------------
<S> <C> <C> <C> <C>
Revenue
Premiums earned $0 $9,815 $0 $2,137,150
Premiums ceded 0 0 0 (89,860)
-------------------------- ------------------------
Net premiums earned 0 9,815 0 2,047,290
Investment income 48,005 76,601 139,449 224,184
Net realized gains and
(losses) on
securities (4,199) 0 (3,216)
available-for-sale
Other (9,958) (412,703) (19,073) (455,722)
-------------------------- ------------------------
Total Revenue 38,047 (330,486) 120,376 1,812,536
-------------------------- ------------------------
Expenses
Loss and loss adjustment 0 0 0 1,248,334
expenses
Service company fees 0 0 0 299,322
Regulatory fees 5,751 7,137 17,253 21,411
General expenses 109,017 67,723 292,777 309,179
-------------------------- ------------------------
Total Expenses 114,768 74,860 310,030 1,878,246
-------------------------- ------------------------
Excess Revenue over
Expenses
Before Income Tax (76,721) (405,346) (189,654) (65,710)
Provision
Provision (benefit) for (26,045) 3,099 (66,534) 125,615
-------------------------- -------------------------
income taxes
Excess Revenue over ($50,676) ($408,445) ($123,120) ($191,325)
Expenses
========================== =========================
<FN>
See notes to financial statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DELTA AGRICULTURAL AND
INDUSTRIAL TRUST
Statements of Changes in
Trust Equity
For Periods Indicated
Unrealized
Gain
(Loss)
on Total
Available
Trust for Sale Trust
Equity Securities Equity
---------- ---------- ----------
<S> <C> <C> <C>
Balance, December 31, $2,432,888 ($67,160) $2,365,728
1995
Change in net unrealized 57,924 57,924
gain (loss)
Excess revenue over 30,242 30,242
---------- ---------- ----------
expenses
Balance, December 31, 2,463,130 (9,236) 2,453,894
1996
Change in net unrealized 15,453 15,453
gain (loss)
Excess revenue over (123,120) (123,120)
expenses
---------- ---------- ----------
Balance, September 30, $2,340,010 $6,217 $2,346,227
1997
========== ========== ==========
<FN>
See notes to financial statements.
</FN>
</TABLE>
<PAGE>
DELTA AGRICULTURAL AND
INDUSTRIAL TRUST
Statements of Cash Flows
Nine Months Ended
September 30, 1997 and
1996
September September
30, 30,
1997 1996
----------- ----------
Cash Flows From Operating
Activities
Excess revenue over ($123,120) ($191,325)
expenses
Adjustments to
reconcile net income
(loss) to net
cash provided by
operating activities:
Realized loss or (gain) 19,073 458,937
on sale of assets
Depreciation expense 3,614 3,614
Net proceeds 1,676,780 260,456
(purchases) of trading
securities
Deferred income tax (66,534) 125,615
expense (benefit)
Decrease (increase) in 111,646 1,238,241
receivables
Decrease (increase) in 11,815 (97,869)
prepaid expenses
Increase (decrease) in
reserve for losses and
loss adjustment (1,124,467) (170,450)
expenses
Increase (decrease) in
accounts payable and
other liabilities (70,879) (1,688,273)
----------- -----------
Net Cash Provided by 437,928 (61,054)
Operating Activities
----------- -----------
Cash Flows From Investing
Activities
Proceeds from sales of 2,067 1,187,012
available-for-sale
securities
Purchases of (587,775) (1,846,221)
available-for-sale
securities
Proceeds from 422,220 0
maturities of
held-to-maturity
securities
<PAGE>
Transfer from 286,242 255,492
held-to-maturity to cash
equivalents
Capital expenditures 0 (1,553)
----------- ----------
Net Cash Provided by 122,754 (405,270)
Investing Activities
----------- ----------
Cash Flows From Financing
Activities
Principal payments (1,845) (4,520)
under capital lease
obligations
---------- ----------
Net Cash Used in (1,845) (4,520)
Financing Activities
---------- ----------
Net Increase (Decrease)
in Cash and
Cash Equivalents 558,837 (470,844)
Cash and Cash 1,359,965 1,240,298
Equivalents, beginning of
period
---------- ----------
Cash and Cash $1,918,802 $769,454
Equivalents, end of
period
========== ==========
See notes to financial statements.
<PAGE>
Delta Agricultural and Industrial Trust
Notes to Financial Statements
Quarters Ended September 30, 1997 and 1996
1. Basis of Presentation
These interim financial statements have been prepared on the basis of
accounting principles used in the annual financial statements ended
December 31, 1996, and must be read in conjunction with the 1996
statements. In the opinion of management, the accompanying interim
unaudited financial statements contain all adjustments necessary for a
fair statement of financial position and results of operations of the
Trust for the interim periods.
2. Plan of Reorganization and Conversion
A Plan and Agreement of Reorganization and Conversion was entered into
March 20, 1997 and amended September 11, 1997 by and between
Delta Agricultural and Industrial Trust and Stoneville Insurance
Company whereby the Trust will transfer all of its existing assets
and liabilities (except insurance liabilities) to Stoneville in
exchange for stock in Stoneville. The Trust will then be
liquidated and dissolved with the stock of Stoneville being
distributed to its former members in accordance with the terms
outlined in the Plan.
The effective date of the Plan will be the close of the last business
day of the month in which all of the conditions precedent have
been satisfied. The conditions to be satisfied are: (i) Reinsurance
Agreement is in effect in which the Trust and its successors or
assigns are relieved of any and all claims obligations of the
Trust and (ii) dissenters' rights under the plan shall not have been
perfected by holders of more than 20% of Trust Units. If either of
these two conditions are not met, the Plan will not proceed. For
additional information see "Part II, Item 5."
3. Operations of the Trust
The Trust discontinued writing workers' compensation insurance for its
members effective July 1, 1996 as part of an agreement established with
a commercial carrier to help lower premiums to members. As a result,
the Trust has been inactive in the workers compensation insurance
market since that time.
<PAGE>
STONEVILLE INSURANCE COMPANY
Balance Sheets
September 30, 1997 and December 31, 1996
September 30, December 31,
1997 1996
---------- --------
Assets
Cash in Bank 17,684 $19,970
Deposits 1,700 0
---------- ---------
Total Assets $19,384 $19,970
========== =========
Liabilities
Notes Payable $20,000 $20,000
Accrued Interest Payable 1,305 407
-------- ---------
Total Liabilities 21,305 20,407
-------- ---------
Stockholders' Equity
Common Stock 0 0
Retained Earnings (1,921) (437)
--------- ---------
Total Stockholders' Equity (1,921) (437)
--------- ---------
Total Liabilities and Stockholders' Equity $19,384 $19,970
========= =========
See Notes to Financial Statements.
<PAGE>
<TABLE>
<CAPTION>
STONEVILLE INSURANCE COMPANY
Statements of Income
Nine Months Ended September 30,
1997 and 1996*
Three Months Nine Months
Ended Ended
September September
30, 30,
------------------------ ------------------------
1997 1996* 1997 1996*
------------------------ ------------------------
<S> <C> <C> <C> <C>
Revenue $0 $0 $0 $0
------------------------ ------------------------
Expenses
General Administrative 586 0 586 0
Interest Expense 310 0 898 0
----------------------- -----------------------
Total Expenses 896 0 1,484 0
----------------------- -----------------------
Net Income ($896) $0 ($1,484) $0
======================= ========================
* The Company had no activity during this period in 1996.
<FN>
See notes to financial statements.
</FN>
</TABLE>
<PAGE>
STONEVILLE INSURANCE COMPANY
Statements of Changes in
Stockholders' Equity
For Periods Indicated
Total
Common Retained Stockholders'
Stock Earnings Equity
------ -------- -----------
Balance, September 1, 1996 $0 $0 $0
Net income (loss) (437) (437)
------ -------- -----------
Balance, December 31, 1996 0 (437) (437)
Net income (loss) (1,484) (1,484)
------ -------- -----------
Balance, September 30, 1997 $0 ($1,921) ($1,921)
====== ======== ===========
See notes to financial statements.
<PAGE>
STONEVILLE INSURANCE COMPANY
Statements of Cash Flows
Nine Months Ended September 30, 1997
and 1996
September 30, September 30,
1997 1996
------------ -------------
Cash Flows From Operating Activities
Excess revenue over expenses ($1,484) $0
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Increase in (1,700)
other assets
Increase 898 0
(decrease) in
accrued
liabilities
----------- -------------
Net Cash Provided by Operating (2,286) 0
Activities
----------- -------------
Cash Flows From Investing Activities 0 0
----------- -------------
Cash Flows From Financing Activities
Net proceeds from borrowing 0 20,000
----------- -------------
Net Cash Provided by Financing 0 20,000
Activities
----------- -------------
Net Increase (Decrease) in Cash and
Cash Equivalents (2,286) 20,000
Cash and Cash Equivalents, beginning of 19,970 0
period
----------- -------------
Cash and Cash Equivalents, end of $17,684 $20,000
period
=========== =============
See notes to financial statements.
<PAGE>
Stoneville Insurance Company
Notes to Financial Statements
Quarters Ended September 30, 1997 and 1996
1. Basis of Presentation
These interim financial statements have been prepared on the basis of
accounting principles used in the annual financial statements ended
December 31, 1996, and must be read in conjunction with the 1996
statements. In the opinion of management, the accompanying interim
unaudited financial statements contain all adjustments necessary for a
fair statement of financial position and results of operations of the
Company for the interim periods.
2. Plan of Reorganization and Conversion
A Plan and Agreement of Reorganization and Conversion was entered into
March 20, 1997 and amended September 11, 1997 by and between
Stoneville Insurance Company and Delta Agricultural and Industrial
Trust whereby the Trust will transfer all of its existing assets and
liabilities (except insurance liabilities) to Stoneville in exchange
for stock in Stoneville. The Trust will then be liquidated
and dissolved with the stock of Stoneville being distributed to the
former members of the Trust in accordance with the terms outlined in
the Plan.
The effective date of the Plan will be the close of the last business
day in the month in which all of the conditions precedent have
been satisfied. The conditions to be satisfied are: (i) Reinsurance
Agreement is in effect in which the Trust and its successors or
assigns are relieved of any and all claims obligations of the
Trust and (ii) dissenters rights under the plan shall not have been
perfected by holders of more than 20% of Trust Units. If either of
these two conditions are not met, the Plan will not proceed. For
additional information see "Part II, Item 5."
3. Operations of the Company
Stoneville Insurance Company was formed in 1996 to become the successor
to the Delta Agricultural and Industrial Trust, a Mississippi
self-funded workers compensation trust. The Company has been inactive
in anticipation of the effective date of the Plan and Agreement of
Reorganization and Conversion described in Note 2.
<PAGE>
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations
Stoneville Insurance Company
Financial Condition - September 30, 1997 Compared to December 31, 1996
Total stockholders' equity decreased by $1,484 from $(437) at December
31, 1996 to $(1,921) at September 30, 1997. This decrease was caused by a net
loss from operations of $1,484 for the first nine months of 1997.
Stoneville Insurance Company has been virtually inactive since its
inception. The Company was formed to be the successor to Delta Agricultural and
Industrial Trust in a reorganization and conversion that is expected to be
completed by the end of 1997.
Results of Operations - Third Quarter 1997 Compared to Third Quarter 1996
Except for certain administrative expenditures paid with funds borrowed
from Delta Agricultural and Industrial Trust, Stoneville has been inactive since
its inception. There was no income or expense during the quarter ended September
30, 1996. Interest expense and general expenses in the amounts of $310 and $586
respectively were incurred during the quarter ended September 30, 1997. A net
loss of $896 was sustained for the quarter ended September 30, 1997 with no net
income or loss for the same quarter in 1996.
Results of Operations - Nine Months ended September 30, 1997 Compared to Nine
Months Ended September 30, 1996
Stoneville was formed in the third quarter of 1996 and, except for
certain general expenses and interest expense, has had no activity since that
time. There was no income or expense for the period ended September 30, 1996.
Interest expense in the amount of $898 and general expenses of $586 were
incurred during the period ended September 30, 1997, creating a net loss of
$1,484 for the nine months ended September 30, 1997 compared to no net income or
loss for the period ended September 30, 1996.
Delta Agricultural and Industrial Trust (the "Trust")
Financial Condition - September 30, 1997 Compared to December 31, 1996
Total Trust equity decreased by $107,667 or 4.4% from $2,453,894 at
December 31, 1996 to $2,346,227 at September 30, 1997. This decrease was caused
by a net loss from operations of $123,120 for the first nine months of 1997 and
an increase in unrealized gain on securities available-for-sale of $15,453.
Unrealized gain or loss on securities available-for-sale increased from
$(9,236) at December 31, 1996 to $6,217 at September 30, 1997.
Total assets decreased by $1,304,858 or 22.8% at September 30, 1997
compared to December 31, 1996. Cash and investments decreased a total of
$1,244,317 during the nine months ended September 30, 1997 due primarily to the
payment of workers' compensation claims incurred in earlier periods and the
absence of collected premiums during the nine months ended September 30, 1997.
Total liabilities decreased by $1,197,191 or 36.5% at September 30,
1997 compared to
<PAGE>
December 31, 1996. A decrease in the reserve for losses and loss adjustment
expenses in the amount of $1,126,467 accounted for most of the decrease in
liabilities. This was due to the payment of claims incurred in prior years, the
absence of new claims and limited adverse development of old claims.
The Trust plans to fund an assumption reinsurance agreement executed in
September, 1997 with a commercial insurance carrier which will relieve the Trust
and any of its successors or assigns from any and all workers' compensation
claim obligations. It is anticipated that the agreement will be funded at the
end of December, 1997. The funding of such agreement will eliminate the
liability for losses and loss adjustment expenses and decrease cash and
investments. The transaction will also decrease Trust equity by approximately
$500,000.
It is anticipated that the Trust will transfer all of its assets and
liabilities (except insurance liabilities) to Stoneville Insurance Company in
late December, 1997 in exchange for stock in Stoneville. The Trust will then
be liquidated and dissolved by distributing the Stoneville Stock to its
former members in accordance with the Plan and Agreement of Reorganization and
Conversion.
Results of Operations - Third Quarter 1997 Compared to Third Quarter 1996
The Trust experienced a net loss of $50,676 for the third quarter of
1997 compared to a net loss of $408,445 in the third quarter of 1996. Investment
income of the Trust decreased from $76,601 in the third quarter of 1996 to
$48,005 in the third quarter of 1997. This decrease was a result of having less
cash to invest due to the elimination of premium revenue effective July 1, 1996
as discussed below, and the continued payment of existing claims and
administrative expenses. In the third quarter of 1996 the Trust realized
a loss in the value of trading securities in the amount of $412,703
compared to a loss of $9,958 for the same period in 1997. General expenses
increased from $67,723 in the third quarter of 1996 to $109,017 in 1997. This
increase is due primarily to the cost of the reorganization and conversion
of the Trust which is expected to be completed by the end of 1997. The Trust
recognized an income tax benefit for the quarter ended September 30, 1997
in the amount of $26,045 compared to a tax provision for the same quarter in
1996 of $3,099. The Trust was unable to reduce its taxable income as of
September 30, 1996 by the amount of its net capital losses and the possibility
of recognizing a future benefit from such losses appears remote.
Results of Operations - Nine Months ended September 30, 1997 Compared to Nine
Months Ended September 30, 1996
The Trust experienced a net loss of $123,120 in the nine months ended
September 30, 1997 compared to a net loss of $191,325 in the nine months ended
September 30, 1996. The loss in 1997 is attributable to the elimination of
premium revenue coupled with a decrease in investment income and the continued
costs of reorganization and conversion. Premium revenue was eliminated effective
July 1, 1996 when Trust management determined that interests of the members of
the Trust would best be served by entering into an arrangement with a commercial
insurance carrier whereby the commercial carrier would begin writing the workers
compensation coverage for Trust members. Investment income decreased as a
result of having less cash available for investment. Less cash was
available as a result of the elimination of premium revenue and the continued
payment of existing claims and general expenses. There were no loss and loss
adjustment expenses or service company fees incurred during the nine
months ended September 30, 1997 since there was no coverage provided to
members by the Trust during this period. Regulatory fees decreased from
$21,411 in the nine months ended September 30, 1996 to $17,253 in the same
period in 1997. These fees decreased due to the decreased activity of the Trust
in the workers' compensation market during the last half of 1996. An income tax
benefit is provided for the nine months ended
<PAGE>
September 30, 1997 in the amount of $66,534 as a result of a net taxable loss
during the period. For the same period in 1996, there is a tax provision of
$125,615 due primarily to the Trust's inability to use the capital loss on the
sale of trading securities to reduce its taxable income.
The net loss for the nine months ended September 30, 1996 was
attributable primarily to the decline in value of trading securities in the
amount of $455,722.
<PAGE>
PART II: OTHER INFORMATION
Item 1 - Legal Proceedings
There have been no material changes to the legal proceedings described in the
Company's Registration Statement on Form S-4 (File Number 333-24739).
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
Item 5 - Other Information
The Company and the Trust entered into a Plan and Agreement of Reorganization
and Conversion of the Trust (the "Plan"), which was adopted and approved by the
Trust's Board of Trustees on March 20, 1997 and amended September 11, 1997.
Pursuant to the Plan: (i) the Trust will transfer substantially all its assets
and liabilities (other than insurance liabilities) to Stoneville Insurance
Company (the "Company"); (ii) in exchange for the contribution of such assets
and liabilities by the Trust to the Company, the Company will issue shares of
its common stock, $1.00 par value to the Trust; and (iii) the Trust will
dissolve and distribute its assets (common stock of the Company) in a
liquidating distribution to former members of the Trust. The Plan provided
dissenters' rights to members of the Trust. The time for the exercise of
dissenters' rights has elapsed and no Trust member has exercised dissenters'
rights. It is anticipated that the Plan will be consummated effective December
31, 1997.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit Number Description
- -------------- -----------
2 Plan and Agreement of Reorganization and Conversion of
the Trust, as amended September 11, 1997. This
document was filed as Exhibit 2.1 to the Company's
Registration Statement on Form S-4
(File No. 333-24739)and is incorporated by reference
herein.
3.1 Articles of Incorporation of the Company. This
document was filed as Exhibit 3.1 to the Company's
Registration Statement on Form S-4
(File No. 333-24739) and is incorporated by reference
herein.
3.2 Bylaws of the Company. This document was filed as
Exhibit 3.2 to the Company's Registration Statement on
Form S-4 (File No. 333-24739)and is incorporated by
reference herein.
10.1 Assumption Reinsurance Agreement, dated March 20, 1997
between the Trust, Continental, and the Company. This
document was filed as Exhibit 10.1 to the Company's
Registration Statement on Form S-4 (File No. 333-24739)
and is incorporated by reference herein.
10.2 Insurance Placement Agreement dated as of June 10,
1996 between the Trust, TIG and TIG Reinsurance
Company. This document was filed as Exhibit 10.2 to
the Company's Registration Statement on Form S-4
(File No. 333-24739) and is incorporated by reference
herein.
10.3 Representative Agreement dated as of July 1, 1996
between Mississippi Risk Management, Inc. and the
Trust. This document was filed as Exhibit 10.3 to
the Company's Registration Statement on Form S-4
(File No. 333-24739) and is incorporated by reference
herein.
10.4 Assignment and Assumption Agreement dated as of March
20, 1997 between the Trust and the Company. This
document was filed as Exhibit 10.4 to the Company's
Registration Statement on Form S-4
(File No. 333-24739) and is incorporated by reference
herein.
10.5 Amendment Number One, dated September 5, 1997, to
Assumption Reinsurance Agreement between the Trust,
Continental, and the Company. This document was filed
as Exhibit 10.5 to the Company's Registration Statement
on Form S-4 (File No. 333-24739) and is incorporated
by reference herein.
27 Stoneville Insurance Company Financial Data Schedule
for Nine Months Ended 9/30/97.
(b) No reports on Form 8-K were filed during the quarter ended September 30,
1997.
<PAGE>
STONEVILLE INSURANCE COMPANY
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
STONEVILLE INSURANCE COMPANY
(Registrant)
DATE: December 23, 1997 /s/ Harry E. Vickery
--------------------------------------
President and Chief Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 7
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<DEBT-HELD-FOR-SALE> 0
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 0
<CASH> 17,684
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 0
<TOTAL-ASSETS> 19,384
<POLICY-LOSSES> 0
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 20,000
0
0
<COMMON> 0
<OTHER-SE> (1,921)
<TOTAL-LIABILITY-AND-EQUITY> 19,384
0
<INVESTMENT-INCOME> 0
<INVESTMENT-GAINS> 0
<OTHER-INCOME> 0
<BENEFITS> 0
<UNDERWRITING-AMORTIZATION> 0
<UNDERWRITING-OTHER> 0
<INCOME-PRETAX> (1,484)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,484)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,484)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>