GEICO CORP
10-Q, 1995-11-14
FIRE, MARINE & CASUALTY INSURANCE
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                                FORM 10-Q
                   SECURITIES AND EXCHANGE COMMISSION

                         WASHINGTON, D.C.  20549

               Quarterly Report Under Section 13 or 15(d)
                 of the Securities Exchange Act of 1934

              For the Three Months Ended September 30, 1995

                        Commission File No 1-8012

                            GEICO CORPORATION



           Delaware                                 52-1135801
(Jurisdiction of Incorporation)          (IRS Employer Identification No.)

                One GEICO Plaza, Washington, D.C.  20076

               Registrant's Telephone No:  (301) 986-3000


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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

                                                       As of October 31,
1995

Common Stock, $1.00 par value                               67,528,833















                           Page 1 of 10 pages






<TABLE>
<CAPTION>
                             FORM 10-Q - QUARTERLY REPORT
                            PART I - FINANCIAL INFORMATION
                             ITEM 1.  FINANCIAL STATEMENTS

                                   GEICO CORPORATION
                              CONSOLIDATED BALANCE SHEETS
                                      (Unaudited)
ASSETS      
                                                   September 30,      December 31,
Investments:                                           1995              1994      
<S>                                               <C>               <C>
  Fixed maturities available for sale, at
    market (amortized cost $3,671,852,700
    and $3,363,422,770)                           $ 3,742,269,035   $ 3,270,125,446
  Equity securities available for sale,
    at market (cost $510,519,982 and              
    $556,960,522)                                     914,976,582       782,708,006
  Short-term investments                              191,892,351        50,032,937
      Total Investments                             4,849,137,968     4,102,866,389
Cash                                                   19,439,006        27,579,312
Loans receivable, net                                  12,018,642        59,448,297
Accrued investment income                              60,394,105        67,254,744
Premiums receivable                                   276,522,601       238,652,876
Reinsurance receivables                               124,121,844       127,189,085
Prepaid reinsurance premiums                           10,373,592        10,361,216
Amounts receivable from sales of securities                51,164         2,022,214
Deferred policy acquisition costs                      72,753,722        72,358,845
Federal income taxes                                         -           98,974,942
Property and equipment, at cost less accumulated
  depreciation of $120,191,092 and $113,612,108       138,480,306       141,741,242
Other assets                                           31,123,997        49,656,013
                                                                    
TOTAL ASSETS                                      $ 5,594,416,947   $ 4,998,105,175

LIABILITIES AND SHAREHOLDERS' EQUITY

LIABILITIES
Property and casualty loss reserves               $ 1,840,803,350   $ 1,704,717,841
Loss adjustment expense reserves                      331,794,593       307,606,072
Unearned premiums                                     817,341,550       747,342,502
Life benefit reserves and policyholders' funds        108,931,081       101,297,929
Debt:
  Corporate and other                                 424,430,327       340,378,156
  Finance company                                       8,800,000        51,000,000
Amounts payable on purchases of securities             16,153,639         8,407,963
Federal income taxes                                   19,818,504              -
Other liabilities                                     287,478,976       291,414,052
      Total Liabilities                             3,855,552,020     3,552,164,515

SHAREHOLDERS' EQUITY                              
Common Stock - $1 par value, 150,000,000
  shares authorized, 71,668,009 and
  71,565,359 issued, 67,522,133 and
  68,291,463 outstanding                               71,668,009        71,565,359
Paid-in surplus                                       174,943,908       169,083,940
Unrealized appreciation of investments                313,617,900        91,166,775
Retained earnings                                   1,454,447,741     1,330,021,435
Treasury Stock, at cost (4,145,876 and 3,273,896  
  shares of Common Stock)                            (212,815,323)     (167,114,614)
Unearned Employee Stock Ownership Plan shares         (62,997,308)      (48,782,235)
      Total Shareholders' Equity                    1,738,864,927     1,445,940,660

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY        $ 5,594,416,947   $ 4,998,105,175

See Notes to Consolidated Financial Statements

</TABLE>
                                  Page 2 of 10 pages<PAGE>
<TABLE>
<CAPTION>
                                     GEICO CORPORATION
                             CONSOLIDATED STATEMENTS OF INCOME
                                        (Unaudited)

                                      Three Months                   Nine Months
                                   Ended September 30,            Ended September 30,     
                                   1995           1994            1995           1994     
REVENUE                        
<S>                            <C>            <C>            <C>            <C>
Premiums                       $710,318,813   $629,596,043   $2,057,918,552 $1,822,392,728
Investment income, net of
 expenses of $2,714,116 and
 $7,770,812 in 1995 and
 $2,437,335 and $7,126,117 in
 1994                            56,413,976     50,099,114      168,151,999    148,066,453
Realized gains on investments     4,092,407      1,758,198        4,293,921     12,337,735
Interest on loans receivable        262,728      2,556,992        3,357,749      7,774,539
Other revenue                     3,379,795      3,719,628       10,943,337     10,967,634

  Total Revenue                 774,467,719    687,729,975    2,244,665,558  2,001,539,089

BENEFITS AND EXPENSES

Losses and loss adjustment
 expenses                       555,951,623    498,736,782    1,661,550,628  1,470,909,454
Life benefits and interest     
 on policyholders' funds          2,314,999      1,957,609        6,975,656      6,568,494
Policy acquisition expenses      53,720,032     48,125,677      158,004,279    148,616,244
Other operating expenses         63,447,574     59,726,744      169,945,098    171,171,313
Interest expense:
  Corporate and other             9,471,564      5,788,632       24,800,752     18,336,858
  Finance company                   111,274        801,235        1,193,172      2,193,836

  Total Benefits and Expenses   685,017,066    615,136,679    2,022,469,585  1,817,796,199

  Net income before income
   taxes                         89,450,653     72,593,296      222,195,973    183,742,890

Federal income tax expense       20,764,709     13,937,979       43,501,494     31,519,844

  Net income before cumulative
   effect of change in
   accounting principle          68,685,944     58,655,317      178,694,479    152,223,046

Cumulative effect of change in
 accounting principle for
 postemployment benefits,
 net of tax                            -              -                -        (1,051,329)

  Net Income                   $ 68,685,944   $ 58,655,317   $  178,694,479 $  151,171,717
                               
Earnings Per Share
  Net income before cumulative
   effect of change in
   accounting principle               $1.02          $ .84            $2.64          $2.16
  Cumulative effect of change
   in accounting principle               -              -                -            (.01)
  
  Net Income                          $1.02          $ .84            $2.64          $2.15

Dividends Per Share                   $ .27          $ .25            $ .81          $ .75

See Notes to Consolidated Financial Statements

</TABLE>


                                    Page 3 of 10 pages<PAGE>
<TABLE>
<CAPTION>
                                     GEICO CORPORATION
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                        (Unaudited)

                                                       Nine Months Ended September 30,
                                                            1995              1994    
<S>                                                    <C>              <C>
Operating Activities:                                  
  Net income                                           $ 178,694,479    $  151,171,717
  Adjustments to reconcile net income to net
    cash provided by operating activities:
     Cumulative effect of change in accounting
       principle for postemployment benefits,
       net of tax                                               -            1,051,329
     Net premiums receivable                             (37,869,725)      (29,848,902)
     Deferred policy acquisition costs                      (394,877)          987,156 
     Reinsurance receivables and prepaid reinsurance   
       premiums                                            3,054,865        (2,357,068)
     Loss, life benefit and loss adjustment
       expense reserves                                  161,995,841       110,942,212
     Unearned premiums                                    69,999,048        68,958,043
     Federal income taxes                                 (1,291,631)       (6,990,987)
     Realized gains                                       (4,293,921)      (12,337,735)
     Provision for depreciation                           19,650,165        16,592,523
     Amortization of premiums, net of accrual of
       discount, on investments                           10,080,268        14,261,275
     Other                                                16,511,370        51,378,406

       Net cash provided by operating activities         416,135,882       363,807,969

Investing Activities:                                                   
  Purchases of equity securities                        (111,005,251)     (123,783,877)
  Purchases of fixed maturities                         (816,879,022)     (680,517,477)
  Increase in payable on security purchases                7,745,676        11,947,773
  Sales of fixed maturities                               99,810,709        41,859,754
  Maturities and redemptions of fixed maturities         410,587,315       425,057,290
  Sales of equity securities                             163,349,198       153,591,241
  Net change in short-term investments                  (141,859,414)      (54,812,177)
  Change in receivable from security sales                 1,971,050        (3,084,647)
  Loans receivable sold or repaid                         49,973,208         9,957,516
  Proceeds from sale of subsidiary                              -            9,686,024
  Purchase of property and equipment, net                (18,422,434)      (22,084,108)
  Other                                                      368,975          (229,601)

       Net cash used by investing activities            (354,359,990)     (232,412,289)

Financing Activities:
  Issuance of debt                                        99,768,000              -
  Repayment of debt                                         (750,000)      (36,038,469)
  Net change in short-term borrowings                    (72,200,000)       (1,700,000)
  Exercise of stock options                                2,692,028           916,253
  Purchase of Common Stock (Treasury)                    (47,092,727)      (43,467,911)
  Dividends paid to shareholders                         (54,972,374)      (52,772,319)
  Other                                                    2,638,875         5,653,293 

       Net cash used by financing activities             (69,916,198)     (127,409,153)

  Change in cash                                          (8,140,306)        3,986,527
  Cash at beginning of period                             27,579,312        18,361,546

       Cash at end of period                           $  19,439,006    $   22,348,073

See Notes to Consolidated Financial Statements


</TABLE>


                                    Page 4 of 10 pages

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)



Basis of Presentation

The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with the instructions to Form 10-Q and,
therefore, do not include all information and footnotes necessary for a
fair presentation of financial position, results of operations and cash
flows in conformity with generally accepted accounting principles. 
However, in the opinion of management, the financial statements reflect all
adjustments, consisting only of normal recurring adjustments, necessary for
a fair presentation of financial position, results of operations and cash
flows.  The information has been prepared from the records of GEICO
Corporation (the Corporation) which are subject to audit at year-end by
independent public accountants.  The results of operations for the nine
months ended September 30, 1995 are not necessarily indicative of such
results for the entire year.

Consolidation 

The consolidated financial statements include the accounts of GEICO
Corporation and its subsidiaries.

Significant intercompany accounts and transactions have been eliminated.

Income Taxes

Federal income taxes in the statements of income are based on an estimated
annual effective tax rate which reflects exclusion of tax-exempt interest
income and the intercorporate dividends received deduction.


Postemployment Benefits

In the first quarter of 1994 the Corporation adopted Statement of Financial
Accounting Standards No. 112 "Employers' Accounting for Postemployment
Benefits."  The cumulative effect of adopting this statement at January 1,
1994 was a charge of $1.1 million, net of tax, which was included in the
statements of income as a change in accounting principle.

Common Stock Repurchases

During the first nine months of 1995 the Corporation repurchased a net
871,980  shares of its Common Stock for $45.3 million.  At September 30,
1995 there were 6,575,619 shares remaining under the current repurchase
authorization.  However, pursuant to the terms of the merger agreement with
Berkshire Hathaway dated August 25, 1995, the Corporation shall not
repurchase any of its Common Stock.

Earnings Per Share

The computation of earnings per share is based on the weighted average
number of common shares assumed outstanding of 67,310,889 and 70,106,963
for the three months ended September 30, 1995 and 1994, respectively, and
67,706,322 and  70,486,722 for the nine months ended September 30, 1995 and
1994, respectively.

Merger Agreement

On August 25, 1995 the Board of Directors of GEICO Corporation approved a
merger agreement under which Berkshire Hathaway Inc. would acquire the
remaining shares of GEICO Corporation at $70 per share.  The merger is
subject to approval of state insurance regulators and the approval of the
holders of 80% of GEICO Corporation's stock.  Since Berkshire Hathaway owns
about 51% of GEICO Corporation's outstanding shares, approximately 59% of
the shares not owned by Berkshire Hathaway must also vote in favor of the
merger for it to be approved.  The Corporation anticipates that the closing
of the merger will occur in early January, 1996.

                           Page 5 of 10 pages


              Item 2. Management's Discussion and Analysis
            of Financial Condition and Results of Operations

Results of Operations

Consolidated premiums were $710,318,813 for the third quarter of 1995, up
12.8 percent from $629,596,043 in 1994.  For the nine months ended
September 30, earned premiums were $2,057,918,552 in 1995, up 12.9 percent
from $1,822,392,728 in 1994, reflecting continued growth in voluntary auto
lines and modest rate increases.  The number of voluntary automobile
policies in force grew 7.9 percent during the twelve month period ending
September 30, 1995.  Total voluntary policies in force (all lines) grew 4.3
percent in the same time period as homeowners policies have declined. 
Policy growth in the standard and nonstandard auto lines was 27.9 percent
as efforts have been expanded to offer a rate quote to potential customers
who do not meet GEICO/GEICO General preferred-risk underwriting guidelines. 
These lines currently have a modest premium base, but provide an
opportunity for significant growth.  New business homeowner insurance sales
are less in 1995 than 1994.

On April 4, 1995 GEICO announced an agreement with Aetna Life and Casualty
(Aetna) to phase out of GEICO's homeowners business over the next three
years.  On July 24, 1995 GEICO began offering new homeowners customers
Aetna policies. The great majority of GEICO's existing homeowners customers
will be offered renewal policies in Aetna as their policies begin to expire
after January 1, 1996.  GEICO will act as the servicing agent for these
policies.  The agreement with Aetna should have little impact on 1995
financial results.

Pre-tax net investment income increased 12.6 percent to $56,413,976 for the
third quarter of 1995 from $50,099,114 in the third quarter of 1994.  For
the nine months ended September 30, pre-tax net investment income was
$168,151,999 in 1995, up 13.6 percent from $148,066,453 in 1994.  The
increase reflects additional funds from operations available for
investment.  After-tax net investment income for the nine months increased
12.3 percent to $143.1 million from $127.4 million.  

Realized gains on investments were $4,092,407 for the third quarter of 1995
compared to realized gains of $1,758,198 in the third quarter of 1994.  For
the nine months ended September 30, realized gains on investments were
$4,293,921 in 1995 and $12,337,735 in 1994.  Realized gains are primarily
from the sale of equity securities.  Such gains are a result of financial
market conditions and can therefore fluctuate widely from period to period.

Interest on loans receivable decreased 56.8 percent to $3,357,749 for the
nine  month period ended September 30, 1995 from the comparable prior year
period as Government Employees Financial Corporation (GEFCO), our finance
subsidiary, has reduced its loans receivable.  In April 1995, GEFCO sold
$38 million of its remaining receivables and other assets and used the
proceeds to reduce its short-term debt.  At September 30, 1995 GEFCO had
approximately $21 million of remaining assets.

Losses and loss adjustment expenses incurred increased 11.5 percent and
13.0 percent to $555,951,623 and $1,661,550,628 for the three and nine
months ended September 30, 1995 over the comparable prior year periods. 
Catastrophe losses in the third quarter of 1995 and 1994 were approximately
$4 million in each quarter.  Year-to-date catastrophe losses approximate
$41 million compared to $24 million in the first nine months of last year. 
The major losses in 1995 were from second quarter hailstorms in Texas and
flooding in New Orleans.  The first quarter of 1994 was adversely impacted
by severe winter weather which resulted in a significant increase in
automobile claims frequency due to poor driving conditions and a high level
of homeowners catastrophe freezing losses.  

In response to concerns of the insurance industry and various consumer
groups, the Florida Hurricane Catastrophe Fund became effective June 1,
1994.  The second contract year of the Fund began June 1, 1995.  In return
for an annual premium, 75% of homeowners losses in excess of $29 million
per occurrence are covered subject to a constraint of overall money
available to the Fund.  The Corporation's insurance subsidiaries currently
have no other catastrophe reinsurance effective in any other states.

                           Page 6 of 10 pages


The Corporation's insurance subsidiaries reinsure excess risks on any
single loss.  GEICO's principal reinsurer for this coverage is General
Reinsurance Corporation which is rated A++ (Superior) by A. M. Best.  GEICO
has also reinsured a significant portion of its commercial umbrella
liability business which was written from 1981 to 1984.  The largest
anticipated amount recoverable for this coverage is from Constitution
Reinsurance Corporation which is rated A+ (Superior) by A. M. Best.

The statutory ratios of losses and loss adjustment expenses (LAE) incurred
to premiums earned, underwriting expenses to written premiums, and
underwriting ratios for the Corporation's property/casualty subsidiaries
are shown below.

                                 Three Months           Nine Months
                              Ended September 30,   Ended September 30,
                                1995        1994      1995        1994
                              
 Loss ratio                     79.6%       80.7%     82.3%       82.0%
 Expense ratio                  13.4%       14.3%     13.2%       14.3%
 Underwriting ratio             93.0%       95.0%     95.5%       96.3%


The Corporation's reserves for losses and loss adjustment expenses include
amounts for environmental and product liability claims on policies written
by GEICO from 1981 to 1984 and by Resolute Reinsurance Company from 1982
to 1987.  The Corporation believes that the ultimate resolution of its
environmental and product liability claims will not have a material impact
on the Corporation's financial position and results of operations.

Policy acquisition expenses increased 6.3 percent to $158,004,279 for the
first nine months of 1995 compared to $148,616,244 in 1994 and reflects a
reduction in the general expense ratio in 1995.  Other operating expenses
decreased .7 percent to $169,945,098 from $171,171,313.  Other operating
expenses for the first nine months of 1995 include a negative $2.7 million
of incentive compensation expense related to the underperformance of the
Corporation's common stock portfolio compared to the S&P 500.  This expense
was $8.7 million for overperformance during the first nine months of 1994.

Total interest expense for the first nine months of 1995 increased to
$25,993,924 from $20,530,694 in 1994.  The increase reflects the April 1995
issuance of $100 million of 7.5% Notes due in 2005, interest on deferred
compensation which is linked to changes in the Corporation's stock price,
and interest on short-term borrowings partially offset by the repayment of
mortgage loans in the third quarter of 1994.

Net income before income taxes was $89,450,653 and $222,195,973 in the
three and nine months ended September 30, 1995 compared to $72,593,296 and
$183,742,890 for the comparable periods in 1994.  These three and nine
month results reflect increases in both underwriting gain from insurance
operations and investment income.  For the first nine months of 1995 income
tax expense increased to $43,501,494 from $31,519,844 in 1994 reflecting
the increase in pretax income.

In the first quarter of 1994 the Corporation adopted Statement of Financial
Accounting Standards No. 112 "Employers' Accounting for Postemployment
Benefits."  The cumulative effect of adopting this statement at January 1,
1994 was a charge of $1.1 million, net of tax, which was included in the
statements of income as a change in accounting principle.  This statement
will not have a significant impact on future operating expenses.

Net income was $68,685,944 for the three months ended September 30, 1995,
an increase of 17.1 percent from the comparable 1994 period.  Net income
was $178,694,479 for the nine months ended September 30, 1995, an increase
of 18.2  percent over 1994 year to date results.  Net income per share
increased 21.4 percent to $1.02 for the three month period and increased
22.8 percent to $2.64  for the nine months reflecting a decrease in the
number of shares outstanding.  The cumulative effect of the change in
accounting principle reduced net income per share by $.01 in 1994.  


                           Page 7 of 10 pages


The weighted average number of shares outstanding decreased to 67,706,322
for the nine months ended September 30, 1995 compared to 70,486,722 a year
ago due to Treasury Stock purchases.

The unrealized appreciation of investments, which is reflected in
shareholders' equity but not in net income, increased $222.5 million to
$313.6 million at September 30, 1995 compared to $91.2 million at December
31, 1994 reflecting increases in the market value of both fixed maturities
and equity securities during the nine months.  The unrealized appreciation
related to fixed maturities increased $106.4 million during the nine month
period as interest rates have declined resulting in unrealized appreciation
of $45.8 million as of September 30, 1995.  The unrealized appreciation on
equity securities increased $116.1 million to $267.8 million.

Capital Structure and Liquidity

During the first nine months of 1995 the Corporation repurchased a net
871,980 shares of its Common Stock for $45.3 million.  On May 9, 1995 the
Board of Directors increased the Common Stock repurchase authorization to
7 million shares, including the 3.2 million shares remaining under the
prior authorization.  However, pursuant to the terms of the merger
agreement with Berkshire Hathaway dated August 25, 1995, the Corporation
shall not repurchase any shares of its Common Stock.

Book value per share at September 30, 1995 was $25.75 based upon
shareholders' equity of $1,738,864,927 and 67,522,133 outstanding shares
of Common Stock compared to $21.17 at December 31, 1994 based upon
shareholders' equity of $1,445,940,660 and 68,291,463 outstanding shares. 
The increase reflects the unrealized appreciation of investments during the
year partially offset by repurchases of shares at a cost in excess of book
value per share and an increase in unearned ESOP shares purchased with $15
million of additional ESOP debt.

Cash flow from operations during the first nine months of 1995 was $416.1
million compared to $363.8 million for the first nine months of 1994. 
Investing activities include the receipt of $50.0 million from the sale and
collection of GEFCO's loans receivable, and financing activities include
the repayment of $42.2 million of GEFCO's short-term borrowings with the
proceeds.  On April 24, GEICO Corporation issued $100 million of 7.5% Notes
due 2005.  The Corporation used about half of the net proceeds to repay
short-term debt and the remainder was available for investment in
marketable securities and general corporate purposes, including repurchases
of shares.  Investing activities in the first nine months of 1994 included
a net $9.7 million received from the sale of Southern Heritage Insurance
Company, which was sold effective December 31, 1993.  Financing activities
in the first nine months of 1994 included the prepayment of $34.6 million
of collateralized debt of the Corporation's real estate subsidiaries in the
third quarter.

Merger Agreement

On August 25, 1995 the Board of Directors of GEICO Corporation approved a
merger agreement under which Berkshire Hathaway Inc. would acquire all of
the GEICO Corporation shares that it does not own at $70 per share.  The
merger is subject to approval of state insurance regulators and the
approval of the holders of 80% of GEICO Corporation's stock.  Since
Berkshire Hathaway owns about 51% of GEICO Corporation's outstanding
shares, approximately 59% of the shares not owned by Berkshire Hathaway
must also vote in favor of the merger for it to be approved.  The
Corporation anticipates that the closing of the merger will occur in early
January, 1996.  









                           Page 8 of 10 pages 









State Rate Regulation

Each of the Corporation's insurance company subsidiaries is subject to
regulation and supervision of its insurance businesses in each of the
jurisdictions in which it does business.  In general, such regulation is
for the protection of policyholders rather than shareholders.  Legislation
has been introduced in recent sessions of Congress proposing modification
or repeal of the McCarran-Ferguson Act which reaffirms the proposition that
it is the responsibility of state governments to regulate the insurance
industry and provides a limited exemption to the "business of insurance"
from federal anti-trust laws.  Whether any changes to the current statute
will be made, and the effect of such changes, if any, cannot be determined. 
The Congress and certain state legislatures are also considering the
effects of the use of sex, age, marital status, rating territories and
other traditional rating criteria as a basis  for rating classification;
certain of such criteria no longer can be used in some states, and have
been and are being challenged in the courts of other states.







































                           Page 9 of 10 pages 
<PAGE>


                            GEICO CORPORATION
                       PART II.  OTHER INFORMATION





Item 5.  Other Events

           (a)  None.

Item 6.  Exhibits and Reports on Form 8-K

           (a)  Exhibits

                (1)  None.

           (b)  Reports on Form 8-K

         GEICO Corporation filed a Report on Form 8-K on August 25, 1995
pursuant to Item 5 thereof.

                                SIGNATURE

         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.

                                                           GEICO
Corporation

Date:  November 14, 1995               By:                      
                                                                         

                                            Thomas M. Wells
                                            Group Vice President and     
                                             Controller
                                            (Principal Accounting Officer)

Date:  November 14, 1995                By:
                                                                         

                                            W. Alvon Sparks, Jr.
                                            Executive Vice President and
                                            Chief Financial Officer     
                                            (Principal Financial Officer)



















                           Page 10 of 10 pages


<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
This schedule contains summary financial information extracted from SEC
Form 10-Q and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               SEP-30-1995
<DEBT-HELD-FOR-SALE>                           3742269
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                      914977
<MORTGAGE>                                           0
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                                 4849138
<CASH>                                           19439
<RECOVER-REINSURE>                              124122
<DEFERRED-ACQUISITION>                           72754
<TOTAL-ASSETS>                                 5594417
<POLICY-LOSSES>                                2211450
<UNEARNED-PREMIUMS>                             817342
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                            70079
<NOTES-PAYABLE>                                 433230
<COMMON>                                         71668
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