UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K\A-1
[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the fiscal year ended December 31, 1992
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
Commission file Number 1-6701
CAPITAL HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 51-0108922
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Capital Holding Center, 400 West Market Street, Louisville, Kentucky 40202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (502) 560-2000
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock, $1 par value New York Stock Exchange
Pacific Stock Exchange
Adjustable Rate Cumulative
Preferred Stock, Series F New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
$4 Non-Cumulative Convertible Junior Preferred Stock, Series J
(Title of class)
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 and (2) has been subject to the 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 this Form 10-K or any amendment to
this Form 10-K. [X]
State the aggregate market value of the voting stock held by non-affiliates of
the registrant as of March 10, 1993.
Common Stock, $1 par value - $3,917,394,600
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of March 10, 1993.
Common Stock, $1 par value - 49,003,897 shares
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Annual Report for the year ended December 31, 1992, are
incorporated by reference into Parts I and II.
Portions of the Proxy Statement for the Annual Meeting of Stockholders to
be held May 5, 1993, are incorporated by reference into Part III.
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PART I
Item 1. BUSINESS
Organization and Segments
Capital Holding Corporation (the "Company") was formed by Commonwealth
Life Insurance Company ("Commonwealth Life") in Louisville, Kentucky, in
1969 as a holding company to facilitate growth through acquisition of
other insurance companies. The objective was to achieve earnings growth
through economies of scale and the sharing of commonly needed resources,
while preserving the strengths of the acquired companies' marketing
operations.
By 1976, the Company had acquired Peoples Life Insurance Company
("Peoples Life") in Washington, D.C.; National Standard Life Insurance
Company ("National Standard") in Orlando, Florida; Georgia International
Life Insurance Company ("Georgia International") in Atlanta, Georgia;
Home Security Life Insurance Company ("Home Security") in Durham, North
Carolina; and several other companies that were subsequently merged into
these affiliates. These affiliates constitute what has previously been
reported as the Company's Agency Group segment. On October 1, 1985,
Peoples Life and Home Security Life were merged to form Peoples Security
Life Insurance Company ("Peoples Security") with headquarters in Durham.
On March 31, 1987, the Company sold Georgia International to Southmark
Corporation. On April 1, 1988, National Standard was merged into
Commonwealth Life. On September 8, 1989, the Company acquired Southlife
Holding Company and its primary operating companies, Public Savings Life
Insurance Company ("Public Savings Insurance") and Security Trust Life
Insurance Company ("Security Trust"). In December, 1991, the Company
created Capital Security Life Insurance Company ("Capital Security"), as
the successor to Public Savings Insurance. On November 14, 1991, the
Company acquired Durham Corporation ("Durham Life") and its primary
operating company, Durham Life Insurance Company, with headquarters in
Raleigh, North Carolina. In 1987, the wholesale accumulation product
business previously managed in Agency Group and the retail accumulation
product business previously managed by National Liberty Corporation were
moved to the Accumulation and Investment Group, and historical results
for these businesses are now reported under this segment.
In 1979, Commonwealth Life's property and casualty operation was
recapitalized, made a direct subsidiary of the Company and later was
renamed Capital Enterprise Insurance Company ("Capital Enterprise"). On
December 31, 1986, the Company acquired Worldwide Underwriters Insurance
Company ("Worldwide Insurance"), located in St. Louis, Missouri, and the
personal lines property and casualty insurance business of the Wausau
Insurance Companies. Concurrently, it made Capital Enterprise a direct
subsidiary of Worldwide Insurance. These two affiliates form the property
and casualty line of business of the Company's Direct Response Group.
National Liberty Corporation ("National Liberty") in Valley Forge,
Pennsylvania, was acquired on January 14, 1981, and added a nationwide
direct marketing operation to what previously had been a regional,
agent based marketing system. During 1987, National Liberty acquired ACI
Financial Corporation ("ACI Financial"), a direct response marketer and
administrator of life and health insurance to national affinity groups.
Effective January 15, 1993, National Liberty acquired Academy Insurance
Group ("Academy"). Academy markets life insurance to active duty
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Item 1. (continued)
military service personnel. The direct response business of National
Liberty, along with ACI Financial, and Academy are also part of the
Direct Response Group.
In April, 1984, the Company acquired a controlling interest in First
Deposit Corporation ("First Deposit"), located in San Francisco,
California, which owns a consumer bank (First Deposit National Bank), a
credit card bank (First Deposit National Credit Card Bank) and a small
life insurance company. Ownership was increased each year until 1989
when the remaining shares were purchased. At December 31, 1992, the
Company owned 100% of the common stock and 100% of the outstanding
preferred stock of First Deposit.
Financial information about business segments is included in Item 7,
Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Products
The Company's insurance products include life and annuity, accident and
health, and property and casualty insurance.
Individual life products include universal life contracts, traditional
and interest-sensitive whole life insurance, term insurance, endowments,
accidental death and dismemberment coverage, and premium waiver
disability insurance. All of these policies are primarily written on a
nonparticipating basis.
The following table reconciles total life insurance in force for the year
ended December 31, 1992:
Total
Life Insurance
(dollars in thousands)
In force at December 31, 1991 $54,114,113
Sales and additions 16,074,269
70,188,382
Terminations:
Surrender and Conversion 1,501,659
Lapse 6,359,103
Reinsurance 1,421,311
Other 2,643,899
Subtotal 11,925,972
In force at December 31, 1992 $58,262,410 (1)
Number of policies in force
before reinsurance ceded
at December 31, 1992 1,630,415 (1)
(1) Reinsurance assumed has been included. Reinsurance ceded has not
been deducted.
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Item 1. (continued)
Individual accident and health insurance products include coverages for
regular income during periods of hospitalization, scheduled reimbursement
for specific hospital/surgical expenses and cancer treatments, and
lump-sum payments for accidental death or dismemberment. Additionally, a
Medicare supplement product is offered.
The Company's property and casualty insurance affiliates underwrite
personal lines automobile and homeowner coverages.
The institutional line of accumulation products consists of guaranteed
investment contracts ("GIC's"), which can receive interest based on rates
indexed to either short-, intermediate- or long-term rates, funding
agreements and separate accounts. In addition, the institutional line
includes Trust GIC's where the plan sponsor owns and retains assets
related to these contracts and the Company guarantees to provide benefit
responsiveness in the event that benefit requests and other contractual
commitments exceed plan cash flows. The retail line includes structured
settlements, immediate life annuities, single premium life contracts,
single premium and flexible premium deferred annuities, and individual
retirement accounts. Single premium contracts are offered at fixed or
indexed interest rates, and on a variable contract basis.
The Company has interest rate floors (i.e., minimum rates) on certain
accumulation products. On the retail product line the floor is generally
4 percent for single premium deferred annuities, fixed premium deferred
annuities and single premium life contracts. On the institutional
product lines the floor is 3 percent for short-term indexed GIC products
and 4 percent for medium-term and long-term GIC products. Credited rates
currently exceed the floors on the above products.
The Banking Group markets both secured and unsecured loan accounts, as
well as a broad range of deposit products. The receivables portfolio
consists of unsecured consumer loans which use a VISA(R) credit card as
the credit extension vehicle, a revolving cash loan product without a
credit card, a home equity-secured loan product called Select Equity,(R)
and insurance premium finance installment loans. Deposit products
include retail and institutional certificates of deposit, money market
deposit accounts and IRAs.
Banking Group's unsecured consumer loans are principally generated
through direct mail solicitations sent to a prescreened list of
prospective account holders, followed by credit verification. Four
principles guide development of specific underwriting criteria for each
mailing: (i) sufficient credit history; (ii) no derogatory credit
remarks; (iii) necessary income qualification; and (iv) no rapid increase
in outstanding debt or credit availability.
Banking Group, as part of the asset/liability management process of its
business, monitors and projects changes in the level of assets due to
customer activity on outstanding and newly issued lines of credit or
other loan products. Projected changes in asset levels are monitored on
a daily and weekly basis and are used to determine the level of funding
required during a particular period. Banking Group has a policy of
monitoring and managing the amount of funding that matures during a
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Item 1. (continued)
particular period (weekly or monthly), as well as managing the level of
individual customer concentrations in the portfolio.
Banking Group accesses funds from a variety of sources with varying rate
structures and terms. This diversification of sources allows flexibility
in managing and ensures continuity of funding. Banking Group structures
deposit maturities (i) to fund current assets, and (ii) in the event of
securitization of assets, to comply with growth restrictions imposed by
the banking laws. A significant portion of Banking Group's deposits are
short-term, which increases the importance of monitoring and maintaining
liquidity.
Banking Group analyzes the amount of current and future liquidity needs
in order to support its deposit portfolio and asset growth. To provide
liquidity for its existing deposit base as well as to satisfy short-term
funding requirements, Banking Group maintains committed lines of credit.
Marketing
Agency Group markets individual insurance products primarily through home
service agents, who call on customers in their homes to sell policies and
provide related services. In addition to its home service sales
organization, marketing partnerships have also been formed whereby
products are distributed through the marketing organizations of third
parties.
Direct Response Group primarily uses television and print media
solicitation, direct mail, telephone and third-party programs to market
its insurance products. Additional mail correspondence and telephone
communications are used to follow up and close sales. Sponsored
marketing programs are conducted through major banks, oil companies,
department stores, associations and other businesses with large customer
bases. Products are marketed to active duty military personnel on
military bases through Agents/Counselors. Property and casualty products
are also marketed through a portion of the home service agents of Agency
Group.
Institutional accumulation products of the Accumulation and Investment
Group are marketed through a small sales staff and through GIC fund
managers. Retail products are marketed through financial planners, stock
brokerage firms, savings and loan associations, banks, and other
financial institutions.
Banking Group's consumer loan and deposit products are marketed using
direct mail and telemarketing channels and other direct response methods.
Installment loans are marketed through agents.
The Company's agency affiliates concentrate their marketing efforts in
the Southeast and Mid-Atlantic states, while the Direct Response,
Accumulation and Investment, and Banking Groups market their products
nationwide.
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<PAGE>
Item 1. (continued)
Investments
The following table contains the amount of debt securities by type and
related hedging instruments at December 31, 1992:
Carrying
Type of Investment Value (1)
(000's Omitted)
Actively managed:
U.S. government obligations $ 416,795
States and political subdivisions 305,673
Corporate 2,669,067
Mortgage-backed 1,112,889
Other 52,214
Subtotal 4,556,638
Related hedging instruments (179,736)
Total - actively managed $4,376,902
Held for investment:
U.S. government obligations $ 45,743
States and political subdivisions 296,467
Corporate 2,679,233
Mortgage-backed 1,374,231
Other 223,726
Total - held for investment $4,619,400
(1) See Note A to the Consolidated Financial Statements on page 42 of
the Company's 1992 Annual Report for a discussion of the method of
valuation of investments.
In addition, the amount of debt securities at December 31, 1992 by
contractual maturities are shown below. Expected maturities will differ
from contractual maturities because borrowers may have the right to call
or prepay obligations, sometimes without call or prepayment penalties.
Carrying
Contractual Maturity Value (1)
(000's Omitted)
Actively managed:
Due in one year or less $ 5,966
Due after one year through five years 441,217
Due after five years through ten years 805,777
Due after ten years 2,190,789
Subtotal 3,443,749
Mortgage-backed securities 1,112,889
Subtotal 4,556,638
Related hedging instruments (179,736)
Total - actively managed $4,376,902
(1) See Note A to the Consolidated Financial Statements on page 42 of
the Company's 1992 Annual Report for a discussion of the method of
valuation of investments.
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<PAGE>
Item 1. (continued)
Carrying
Contractual Maturity Value (1)
(000's Omitted)
Held for investment:
Due in one year or less $ 39,302
Due after one year through five years 261,403
Due after five years through ten years 611,924
Due after ten years 2,332,540
Subtotal 3,245,169
Mortgage-backed securities 1,374,231
Total - held for investment $4,619,400
(1) See Note A to the Consolidated Financial Statements on page 42 of
the Company's 1992 Annual Report for a discussion of the method of
valuation of investments.
Gradations of investment quality of public and private bonds and
preferred stocks in the Company's investment portfolios are indicated by
rating symbols, which are assigned by the Company. Debt rated "AAA" is
judged to be the best quality. Debt rated "AA" differs from higher rated
"AAA" issues only in small degree and has a very strong capacity to pay
interest and repay principal. Debt rated "A" is considered as
upper-medium-grade and has a strong capacity to pay interest and repay
principal although it is more susceptible to the adverse effects of
changes in circumstances and economic conditions than debt in the "AAA"
and "AA" categories. Debt rated "BBB" is considered to have an adequate
capacity to pay interest and repay principal, although adverse changes in
circumstances are more likely to weaken that capacity than for debt in
higher rated categories. Ratings may be modified by the addition of a
"plus" or "minus" sign to show relative standing within each category.
The "plus" modifier indicates the debt ranks in the higher end of the
category. Ratings assigned by the Company may differ for individual
issues from those assigned by national rating agencies and are reviewed
at least quarterly. However, for the aggregate portfolio, the ratings
assigned by the Company are substantially the same as ratings provided by
national rating agencies.
The Company's mortgage-backed securities ("MBS") portfolio comprised only
15.5 percent of total invested assets, at December 31, 1992. These
highly rated investment grade securities provide excellent credit quality
and liquidity. The majority of issues are guaranteed by the Government
National Mortgage Association ("GNMA"), Federal National Mortgage
Association ("FNMA") or Federal Home Loan Mortgage Corporation ("FHLMC"),
and are structured as publicly-traded collateralized mortgage obligations
("CMO's"). Unlike most corporate or real estate debt, the major concern
with MBS is uncertainty of timing of cash flows due to prepayment risk
rather than the possibility of loss of principal (i.e., credit risk).
The Company's CMO holdings include a variety of different classes. The
return of principal is reasonably assured for each major class. When
these securities are purchased at a discount or premium, the income yield
will vary with changes in prepayment speeds due to the change in
accretion of discount or amortization of premium. The overall impact of
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Item 1. (continued)
variability in yields on the portfolio is not significant in relation to
the yield on the total invested assets of the Company. In addition, the
Company's exposure to the more volatile high-risk CMOs (CMOs structured
to share in residual cash flows or which receive only interest payments)
is insignificant at less than .5 percent of the total MBS portfolio and
less than .05 percent of total invested assets. The largest individual
class of CMOs is the planned amortization class ("PAC") bonds,
representing approximately 37 percent of the total CMO portfolio and
approximately 3 percent of total invested assets. PACs have reduced
prepayment risk because they are structured to provide a more certain
cash flow to the investor and thereby create a better asset/liability
match than pass-throughs. The second largest class of CMOs is sequential
payment bonds, representing approximately 34 percent of the total CMO
portfolio and approximately 3 percent of total invested assets. The
prepayment risk associated with sequential payment bonds depends on their
place in the overall CMO structure, their priority in terms of principal
payments, and other types of tranches in the CMO structure. Due to the
short overall original weighted average life and insignificant discount
associated with the Company's sequential payment bonds, the effect of
changing prepayment speeds on yield is not significant.
The following tables show the MBS portfolio by type and credit quality,
respectively, at December 31, 1992 (dollars are in thousands):
Mortgage-Backed Securities By Type
Amortized Cost Market Value
CMO's $1,361,165 $1,399,603
Pass Throughs 755,171 789,083
Other MBS 326,582 321,567
$2,442,918 $2,510,253
Mortgage-Backed Securities By Credit Quality
Amortized Cost
AAA $2,234,751
AA 105,834
A 83,137
BBB 19,196
$2,442,918
In the course of its management of the insurance-related investment
portfolios, the Company engages in commercial mortgage lending. The
commercial mortgage lending practice is that substantially all
originations are first mortgage loans with maximum loan-to-value ratios
of 75 percent. The Company requires a minimum debt service coverage
against existing cash flows of 1.2 times. At the time of the origination
of a mortgage loan, a personal inspection of the collateral and research
concerning the borrower and the market are undertaken. In addition, new
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Item 1. (continued)
mortgage loans require engineering and environmental studies. Currently,
multi-family apartments, credit-anchored shopping centers and industrial
facilities are preferred as projects for mortgage loans. Mortgage loans
are not presently offered on projects secured by hotels, farms, raw land,
unanchored shopping centers and special purpose type properties.
The following table presents the commercial mortgage loan portfolio, as
of December 31, 1992, by property type:
Principal
Property Type Balance
(000's Omitted)
Retail $ 995,899
Apartment 621,837
Office 550,186
Industrial 245,060
Health Care 187,592
Hotel 79,105
Other 36,784
Total $2,716,463
The Company minimizes credit risk through various means, including
stringent underwriting, small average loan balance, diversification by
property type, and significantly, through a geographic dispersion of
similar property types. The following table presents the commercial
mortgage loan portfolio, as of December 31, 1992 by geographic location
as defined by the American Council of Life Insurance:
Principal
Geographic Location Balance
(000's Omitted)
New England $ 136,667
Middle Atlantic 200,702
East North Central 559,172
West North Central 26,876
South Atlantic 547,691
East South Central 383,378
West South Central 409,041
Mountain 111,507
Pacific 341,429
Total $2,716,463
The Company also maintains a residential mortgage loan portfolio. The
Company buys loans only from approved originators, individually
reunderwrite the loans we purchase, and review 100 percent of all legal
documentation to ensure that we have a first lien position. The
residential mortgage loan portfolio by geographic location as defined by
the American Council of Life Insurance is presented below:
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Item 1. (continued)
Principal
Geographic Location Balance
(000's Omitted)
New England $ 87,674
Middle Atlantic 204,162
East North Central 64,011
West North Central 32,175
South Atlantic 235,274
East South Central 16,279
West South Central 42,223
Mountain 93,097
Pacific 884,842
Total $1,659,737
Included in the Pacific region are California loans ($837,801,000) where
the Company has insured much of the portfolio to reduce our exposure to
any potential loss that might result from a weakening economy in that
state.
Additional information about the Company's invested assets and bond
quality is included in Item 7, Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Risk
Risk is integral to insurance but, as is customary in the insurance
business, risk exposure is kept within acceptable limits. The Company
retains no more than $1,000,000 of life insurance and $250,000 of
accidental death benefits for any single life. Excess coverages are
reinsured externally. At December 31, 1992, approximately $2.8 billion,
or approximately 5 percent of total life insurance in force, was
reinsured with nonaffiliated insurance companies. The Company would
become liable for the reinsured risks if the reinsurers could not meet
their obligations.
The Company's life insurance affiliates in many cases require evidence of
insurability before issuing individual life policies including, in some
cases, a medical examination or a statement by an attending physician.
Home office underwriters review that evidence and approve the issuance of
the policy as applied for if the risk is acceptable. Some applicants who
are substandard risks are rejected, but many are offered policies with
higher premiums or restricted coverages. As of December 31, 1992,
approximately 2 percent of life insurance in force was represented by
risks which were substandard at the time the policy was issued. The
majority of individual health insurance is direct response business and
written without evidence of insurability, relying on safeguards such as
product design, limits on the amount of coverage, and premiums which
recognize the resultant higher level of claims.
As a financial institution, many of the Company's assets and liabilities
are monetary in nature and thus are sensitive to changes in the interest
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Item 1. (continued)
rate environment. Additional information about interest rate risk is
included in Item 7, Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Regulation
The business of the Company's insurance subsidiaries is subject to
regulation and supervision by the insurance regulatory authority of each
state in which the subsidiaries are licensed to do business. Such
regulators grant licenses to transact business; regulate trade practices;
approve policy forms; license agents; establish reserve requirements;
review form and content of required financial statements; and assure that
capital, surplus and solvency requirements are met.
The National Association of Insurance Commissioners (the "NAIC"), a
self-regulatory organization of state insurance commissioners, adopted,
in December of 1992, a "Risk Based Capital for Life and/or Health
Insurers Model Act" (the "Model Act") which was designed to identify
inadequately capitalized life and health insurers. The Model Act defines
two key measures: (i) Adjusted Capital, which equals an insurer's
statutory capital and surplus plus its Asset Valuation Reserve, plus half
its liability for policyholder dividends, and (ii) Risk Based Capital.
Risk Based Capital is determined by a complex formula which is intended
to take into account the various risks assumed by an insurer. Should an
insurer's Adjusted Capital fall below certain prescribed levels (defined
in terms of its Risk Based Capital), the Model Act provides for four
different levels of regulatory attention:
"Plan Level": Triggered if an insurer's Adjusted Capital is less than
100% but greater than or equal to 75% of its Risk Based Capital; requires
the insurer to submit a plan to the appropriate regulatory authority that
discusses proposed corrective action.
"Action Level": Triggered if an insurer's Adjusted Capital is less than
75% but greater than or equal to 50% of its Risk Based Capital;
authorizes the regulatory authority to perform a special examination of
the insurer and to issue an order specifying corrective actions.
"Authorized Control Level": Triggered if an insurer's Adjusted Capital
is less than 50% but greater than or equal to 35% of its Risk Based
Capital; authorizes the regulatory authority to take whatever action it
deems necessary.
"Mandatory Control Level": Triggered if an insurer's Adjusted Capital
falls below 35% of its Risk Based Capital; requires the regulatory
authority to place the insurer under its control.
Since the Adjusted Capital levels of the Company's insurance subsidiaries
currently exceed all of the regulatory action levels as defined by the
NAIC's Model Act, the Model Act currently has no impact on the Company's
operations or financial condition.
First Deposit's consumer banking subsidiaries are subject to federal and
state regulation with respect to lending and investment practices,
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Item 1. (continued)
capital requirements, and financial reporting. The Primary regulator for
these consumer banking subsidiaries is the Office of the Comptroller of
the Currency.
Competition
The insurance industry is highly competitive with over 2,000 life
insurance companies competing in the United States, some of which have
substantially greater financial resources, broader product lines and
larger staffs than the Company's insurance subsidiaries. Additionally,
life insurance companies face increasing competition from banks, mutual
funds and other financial entities for attracting investment funds.
The Company's insurance subsidiaries differentiate themselves through
progressive marketing techniques, product features, price, customer
service, stability and reputation, as well as competitive credit ratings.
The insurance segment maintains its competitive position by its focus on
low risk/high return markets and efficient cost structure. Other
competitive strengths include integrated asset/liability management, risk
management and innovative product engineering.
The credit card and consumer revolving loan industry business in which
First Deposit's subsidiaries are engaged is highly competitive. The
industry has recently experienced consolidation, lower growth and rising
charge-offs. Competitors are increasing their use of advertising, target
marketing, pricing competition and incentive programs. Recently, other
credit card issuers have announced changes in the terms of certain credit
cards, including lowering the fixed annual percentage rate charged on
balances or converting the annual percentage rate charged on balances
from a fixed per annum rate to a variable rate. In addition, other
credit card issuers have announced "tiered" or "risk-adjusted" rates
under which the annual percentage rate for the issuer's most creditworthy
customers is lowered.
In response, First Deposit's subsidiaries have generally retained the
right to alter (i) the periodic finance charge; (ii) the fees and other
charges which will be applicable from time to time to their respective
unsecured credit accounts; (iii) the minimum monthly payment required
under the unsecured credit accounts; and (iv) various other terms with
respect to the unsecured credit accounts.
Employees
The total number of persons employed by the Company and its affiliates
was approximately 9,300 as of December 31, 1992, including an agency
sales force of 3,700. The holding company has approximately 300
employees.
Foreign Operations
Substantially all of the Company's operations are conducted in the United
States.
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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, in the
City of Louisville, and the Commonwealth of Kentucky, on the 21st day of
December 1993:
CAPITAL HOLDING CORPORATION
Robert L. Walker
Senior Vice President
and Chief Financial Officer
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