AFLAC INC
10-K, 1996-03-26
ACCIDENT & HEALTH INSURANCE
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<PAGE>
                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                    FORM 10-K

                 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 1995       Commission file no. 1-7434
                          -----------------                           ------

                                AFLAC INCORPORATED                          
- ----------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)        

            Georgia                                     58-1167100     
- ------------------------------------            ----------------------------
    (State of Incorporation)                         (I.R.S. Employer  
                                                    Identification No.)   

1932 Wynnton Road, Columbus, Georgia                        31999           
- ------------------------------------            ----------------------------
(Address of principal executive offices)                 (Zip Code)        


       Registrant's telephone number, including area code 706-323-3431     

         SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                                     Name of Each Exchange 
             Title of Each Class                      on Which Registered  
      ----------------------------------------------------------------------
        Common Stock, $.10 Par Value                New York Stock Exchange
                                                     Pacific Stock Exchange
                                                      Tokyo Stock Exchange 

     SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:   NONE    

Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.  Yes  X   No     .
                                                    ----    ---- 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-K (Section 229.405 of this chapter) 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.    
                                                          --------  

The number of shares of the registrant's Common Stock outstanding at March 
18, 1996, with $.10 par value, was 142,142,286.  The aggregate market value 
of the voting stock held by non-affiliates of the registrant as of March 18, 
1996 was $4,382,039,560. 




<PAGE>
                   DOCUMENTS INCORPORATED BY REFERENCE                   


PART I         Item 1         Exhibit 13 - pages 13-5 to 13-19 (Management's
                               Discussion and Analysis of Financial
                               Condition and Results of Operations (MD&A)),
                               pages 13-32 to 13-39 (Notes 2 and 3 of the
                               Notes to the Consolidated Financial
                               Statements), and pages 13-50 to 13-51 
                               (Note 10).  The applicable portions of the
                               Company's Annual Report to Shareholders for
                               the year ended December 31, 1995, are
                               included as Exhibit 13        


               Item 2         Exhibit 13 - pages 13-18 (Cash Flow section of
                               MD&A) and page 13-41 (Note 5)


PART II        Item 5         Exhibit 13 - pages 13-1, 13-2 and 13-48
                               (Note 9)   


               Item 6         Exhibit 13 - pages 13-3 and 13-4
       

               Item 7         Exhibit 13 - pages 13-5 to 13-19
       

               Item 8         Exhibit 13 - pages 13-20 to 13-58 



PART III       Item 10        Incorporated by reference from the        
                               definitive Proxy Statement for the Annual 
                               Meeting of Shareholders to be held April 8,
                               1996 (the Proxy Statement)          


               Item 11        Incorporated by reference from the Proxy  
                               Statement                                 


               Item 12        Incorporated by reference from the Proxy  
                               Statement                                 


               Item 13        Incorporated by reference from the Proxy  
                               Statement                                 









                                     i
 <PAGE>


                              AFLAC Incorporated                            
                          Annual Report on Form 10-K                        
                     For the Year Ended December 31, 1995 


                               Table of Contents                            
                                                                      Page  
                                                                     ______ 
                                    PART I                                  

Item 1.   Business................................................     I- 1 

Item 2.   Properties..............................................     I-14 

Item 3.   Legal Proceedings.......................................     I-15 

Item 4.   Submission of Matters to a Vote of Security Holders.....     I-15 

Item 4A.  Executive Officers of the Company.......................     I-16 


                                    PART II                                 

Item 5.   Market for Company's Common Equity and Related                 
            Shareholder Matters...................................    II- 1 

Item 6.   Selected Financial Data.................................    II- 1 

Item 7.   Management's Discussion and Analysis of Financial              
            Condition and Results of Operations...................    II- 1 

Item 8.   Financial Statements and Supplementary Data.............    II- 1 

Item 9.   Changes in and Disagreements with Accountants on               
            Accounting and Financial Disclosure...................    II- 1 


                                   PART III                                 

Item 10.  Directors and Executive Officers of the Company.........   III- 1 

Item 11.  Executive Compensation..................................   III- 1 

Item 12.  Security Ownership of Certain Beneficial Owners and            
            Management............................................   III- 1 

Item 13.  Certain Relationships and Related Transactions..........   III- 1 


                                   PART IV                                  

Item 14.  Exhibits, Financial Statement Schedules and Reports           
            on Form 8-K...........................................    IV- 1 



                                     ii
<PAGE>

                                    PART I                                  

ITEM 1.   BUSINESS 

GENERAL DESCRIPTION

     AFLAC Incorporated (the Parent Company) was incorporated in 1973 under 
the laws of the State of Georgia and acts as a general business holding 
company.  The Parent Company is a management company principally engaged, 
through its insurance subsidiaries, in providing supplemental health 
insurance products in the United States and Japan.  In addition, the Parent 
Company, through subsidiaries and a general partnership with American Family 
Life Assurance Company of Columbus (AFLAC), operates in television 
broadcasting.  In 1994, AFLAC transferred its minor Canadian insurance 
subsidiary to the Parent Company.  As a management company, the Parent 
Company oversees the operations of its subsidiaries and provides capital and 
management services.

     AFLAC Incorporated and its subsidiaries (the Company) have only one 
significant industry segment - insurance.  For financial information 
relating to the Company's foreign and U.S. operations, see Exhibit 13, pages 
13-5 to 13-19 (Management's Discussion and Analysis of Financial Condition 
and Results of Operations (MD&A)) and page 13-32 (Note 2 of Notes to the 
Consolidated Financial Statements), which are incorporated herein by 
reference. 

     The Parent Company's principal operating subsidiary is AFLAC, which 
operates principally in the United States and Japan.  AFLAC is a specialty 
insurer whose dominant business is individual supplemental health insurance 
with emphasis on cancer expense insurance plans.  Management believes AFLAC 
is the world's leading writer of cancer expense insurance.  In recent years, 
AFLAC has diversified its product offerings to include other types of 
supplemental health products in both the United States and Japan.  The Japan 
Branch (AFLAC Japan) also sells long-term care plans, supplemental general 
medical expense plans and a living benefit life plan.  The United States 
operation (AFLAC U.S.), in addition to cancer expense plans, also sells 
other types of supplemental health insurance, including hospital intensive 
care, accident and disability, hospital indemnity, long-term care, short-
term disability and Medicare supplement plans.  AFLAC U.S. also offers 
several life insurance plans.  

     The Company is authorized to conduct insurance business in all 50 
states, the District of Columbia, and several U.S. territories and foreign 
countries.  The Company's only significant foreign operation is  AFLAC 
Japan, which accounted for 85% of the Company's total revenues in 1995.

     On February 13, 1996, the board of directors declared a three-for-two 
stock split to shareholders of record as of February 29, 1996, payable on 
March 18, 1996.  Share and per-share amounts have been adjusted to reflect 
this split.

     Insurance premiums and investment income from insurance operations are 
the major sources of revenues.  The Company's consolidated premium income 
was $6.1 billion for 1995, $5.2 billion for 1994 and $4.2 billion for 1993. 
 

     
                                   I-1
<PAGE>
     The following table sets forth consolidated premiums earned by class 
offered by AFLAC in Japan and the United States for the three years ended 
December 31.

(In thousands)                         1995          1994          1993 
                                    ----------    ----------    ---------- 
Premiums earned:
  Health insurance                 $ 6,037,206   $ 5,148,406   $ 4,192,259 
  Life and other insurance              17,937        15,149        14,488 
                                    ----------    ----------    ---------- 
     Total U.S. and Japan
       premiums earned             $ 6,055,143   $ 5,163,555   $ 4,206,747 
                                    ==========    ==========    ========== 


     The following table sets forth the changes in annualized premiums in 
force for AFLAC health insurance for the years ended December 31.

 (In thousands)                       1995          1994          1993  
                                   ----------    ----------    ----------
Annualized premiums in force, 
  at beginning of year            $ 5,578,987   $ 4,460,076   $ 3,628,961
    New issues including
      policy conversions              965,321       922,773       801,937
    Change in unprocessed 
      policies                       (107,287)      212,058       154,684
    Lapses and surrenders            (408,366)     (347,020)     (302,690)
    Other                             (11,676)     (129,932)     (143,432)
    Foreign currency translation
      adjustment                     (179,096)      461,032       320,616
                                   ----------    ----------    ----------
Annualized premiums in force,
  at end of year                  $ 5,837,883   $ 5,578,987   $ 4,460,076
                                   ==========    ==========    ==========



INVESTMENTS AND INVESTMENT RESULTS 

     Effective January 1, 1994, the Company adopted Statement of Financial 
Accounting Standards (SFAS) No. 115, Accounting for Certain Investments in 
Debt and Equity Securities, issued by the Financial Accounting Standards 
Board.  Under the provisions of SFAS No. 115, fixed-maturity securities 
available for sale are carried at fair value.  Previously, fixed-maturity 
securities were carried at amortized cost.  Prior year numbers have not been 
restated.  The fair value of fixed-maturity securities available for sale 
exceeded amortized cost by $2.6 billion and $820.9 million at December 31, 
1995 and 1994, respectively.  For additional information regarding SFAS No. 
115, see Exhibit 13, page 13-34 (Note 3 of Notes to the Consolidated 
Financial Statements).

     The Company's investments (including cash) were $20.0 billion at 
December 31, 1995.  Since December 31, 1994, total investments, including 
unrealized gains on fixed-maturity securities, increased $4.1 billion, or 
25.3%. AFLAC Japan investments increased $3.6 billion (24.7%), while AFLAC 
U.S. investments increased $416.3 million (33.1%).  Since December 31, 1994, 
total investments, excluding unrealized gains on fixed-maturity securities, 

                                   I-2
<PAGE>
have increased $2.3 billion, or 15.2%.  AFLAC Japan investments increased 
$2.0 billion (14.7%), while AFLAC U.S. investments increased $265.4 million 
(20.3%).  Net investment income of $1.0 billion in 1995 continued to be a 
growing source of revenues and earnings for the Company, increasing $186.1 
million in 1995 over 1994 and $149.6 million in 1994 over 1993.  It is 
generally AFLAC's policy to invest in high-grade investments, principally in 
government, and high-quality public utility and corporate bonds. 

     AFLAC primarily operates within the investment environments of the 
United States and Japan.  Although aspects of these two financial markets 
are slowly converging, they remain fundamentally different.  For example, 
differences in asset selection, liquidity, credit quality, accounting 
practices, insurance regulations and taxation affect the way the Company 
invests and purchases securities.  The challenge is to integrate the varied 
market characteristics of Japan and the United States into a unified and 
coherent investment strategy.  The Company has streamlined and integrated 
the organizational structure of investment operations into a single 
functional unit and has set specific worldwide criteria regarding credit 
quality, liquidity, compliance with regulatory requirements and conformance 
to product needs.



INVESTMENTS - JAPAN

     During 1995, 90.3% of AFLAC Japan's yen cash flow available for 
investment was allocated to yen-denominated fixed-maturity securities, while 
the remaining 9.7% was invested in dollar-denominated securities.  Of the 
total amount invested in yen-denominated securities in 1995, 26.0% was 
invested in Japanese government bonds at a yield of 3.84%, 33.7% was 
invested in the longer-dated private sector at a rate of 5.07%, 6.0% was 
invested in municipal bonds at a rate of 3.95%, and the remaining 24.6% was 
invested in assorted sectors of yen-denominated fixed-maturity securities at 
an average rate of 4.19%.

     At year-end 1995, Japanese government bonds accounted for 37.7% of 
AFLAC Japan's total investments (at amortized cost).  Twenty-year government 
bonds made up the majority of AFLAC Japan's government bond holdings.  AFLAC 
Japan continued to use longer-dated corporate instruments in 1995, which 
provide a better match of asset and liability durations, and these 
instruments accounted for 20.3% of total investments in Japan at year-end.  
At the end of the year, municipal securities represented 5.3% of the total 
investments, while utility bonds represented 18.1%.  Other assorted sectors 
accounted for 11.1%, and dollar-denominated securities represented 7.5% of 
AFLAC Japan's total investments.

     The Company increased its commitment to the dollar-denominated 
portfolio of AFLAC Japan's invested assets during 1995.  AFLAC Japan added 
$307.9 million to this portfolio at an average yield of 7.55%.  AFLAC 
Japan's dollar-denominated portfolio represented 7.5% of total investments 
in Japan, or $1.3 billion at the end of 1995, compared with $951.3 million 
at the end of 1994.  Investments in dollar-denominated fixed-maturity 
securities provide certain tax and yield advantages to the Company.

     The Company continued to avoid the Japanese equity and investment real 
estate markets in 1995.  AFLAC Japan's equity portfolio accounted for only 
 .1% of invested assets at year-end, and the Company does not expect this 

                                   I-3
<PAGE>
portion to increase in 1996.  The Company also does not anticipate any 
change in the current level of mortgage loans on Japanese real estate, which 
was less than .1% of total investments at year-end.


INVESTMENTS - U.S.

     Profits repatriated from AFLAC Japan to AFLAC U.S. totaled $140.5 
million in 1995, up from $132.9 million in 1994.  Of the $140.5 million in 
1995, $21.2 million was transferred to the Parent Company.  Repatriation 
benefits consolidated operations because higher investment yields can be 
earned on funds invested in the United States.  Also, income tax expense is 
presently lower on investment income earned in the United States.  The 
Company expects future profit repatriation to continue to have a positive 
impact on its consolidated net earnings.

     AFLAC U.S. continued to focus on purchasing securities that emphasize 
safety and liquidity.  AFLAC U.S. maintained its overall investment quality 
throughout the year.  Almost half of the fixed-maturity portfolio was rated 
"AA" or better at the end of the year.

     Including profit repatriation, AFLAC U.S. invested $660.7 million in 
1995.  Of that amount, approximately 46.3% was invested in U.S. government 
or agency securities at an average yield to maturity of 7.82%, 42.4% was 
invested in corporate fixed-maturity securities at 7.66%, and 5.1% was 
allocated to various other sectors at an average yield of 7.17%.  We also 
added approximately $41.1 million, or 6.2% of total funds available for 
investment, to the AFLAC U.S. equity portfolio.

     At the end of 1995, fixed-maturity securities continued to dominate 
AFLAC U.S. total investments.  Fixed-maturity securities represented 85.0% 
of total investments at the end of the year.  Within that category, U.S. 
government and agency securities accounted for 17.7% of the holdings, while 
corporate securities were 58.9%.  Equity investments made up 5.7% of total 
investments.  Mortgage loans on real estate remained immaterial.

     For information on the composition of the Company's investment 
portfolio and investment results, see Part IV, Schedule I, and Exhibit 13, 
pages 13-15 to 13-19 (discussions relating to Balance Sheet and Cash Flow) 
and pages 13-34 to 13-41 (Notes 3 and 4 of Notes to the Consolidated 
Financial Statements), which are incorporated herein by reference.


INSURANCE - JAPAN

     The following table sets forth AFLAC Japan's premiums earned by product 
line for the last three years ended December 31.

(In thousands)                         1995         1994         1993
                                    ----------   ----------   ----------
Premiums earned:  
  Cancer expense                   $ 4,752,338  $ 4,054,697  $ 3,259,705
  Other accident and health            440,635      316,395      224,555
  Life insurance                         2,378            -            -
                                    ----------   ----------   ----------
    Total AFLAC Japan
      premiums earned              $ 5,195,351  $ 4,371,092  $ 3,484,260
                                    ==========   ==========   ==========
                                   I-4
<PAGE>
     The following table sets forth the changes in annualized premiums in 
force for AFLAC Japan health insurance for the years ended December 31:

(In thousands)                          1995         1994         1993
                                     ----------   ----------   ----------
Annualized premiums in force,
  at beginning of year              $ 4,718,783  $ 3,672,594  $ 2,914,428
    New issues including
      policy conversions                690,170      680,879      576,127
    Change in unprocessed
      policies                         (105,496)     209,392      157,142
    Lapses and surrenders              (200,507)    (163,047)    (145,567)
    Other                               (23,075)    (142,067)    (150,152)
    Foreign currency translation
      adjustment                       (179,096)     461,032      320,616
                                     ----------   ----------   ----------
Annualized premiums in force,
  at end of year                    $ 4,900,779  $ 4,718,783  $ 3,672,594
                                     ==========   ==========   ==========


INSURANCE PLANS - JAPAN

     AFLAC's insurance is supplemental in nature and is designed to provide 
insurance to cover the medical and nonmedical costs that are not reimbursed 
by other forms of Japanese health insurance coverage.

     The cancer expense insurance plans offered in Japan are basically daily 
indemnity plans, providing a fixed amount for each day the insured is 
hospitalized for treatment of cancer.  The plans differ from the AFLAC U.S. 
cancer plans (described on pages I-9 and I-10) in that the Japanese policies 
also provide death benefits and cash surrender values (the Company estimates 
that approximately 28% of the premiums earned are associated with these 
benefits).  

     In 1992, AFLAC broadened its product line with the introduction of a 
new care product, "Super Care."  Super Care provides periodic benefits to 
those who become bedridden, demented or seriously disabled due to illness or 
accident.  This plan is offered with several riders, providing death 
benefits or additional care benefits to enhance coverage.  Prior to the 
introduction of the Super Care plan, AFLAC marketed a plan that primarily 
provided dementia care benefits.  

     In 1995, the Company introduced two other products in Japan.  The first 
product is an improved medical expense policy.  It is similar to hospital 
indemnity insurance products in the United States and provides cash benefits 
to policyholders when they are hospitalized.  The market for medical expense 
coverage in Japan is very competitive, but the Company believes the revised 
policy will give AFLAC Japan's agents greater flexibility in product 
offerings.

     AFLAC Japan also introduced a new living benefit life plan.  This 
product is a life insurance policy that provides lump-sum benefits when 
policyholders experience heart attack, cancer or stroke.  The Company is 
offering this product in two forms - as a stand-alone policy or as a rider 
to the cancer plan.  Marketing efforts for living benefit life primarily 
focus on the sale of the rider.  Introduction of the rider began in late 

                                   I-5
<PAGE>
1995.  AFLAC Japan sold more than 406,000 living benefit life riders in the 
last four months of the year.  Sales of the rider for the year exceeded $77 
million in new annualized premium.  The Company anticipates very strong 
results from this new product in 1996, its first full year of availability.

     Due to the continued low level of available investment yields in Japan, 
the Ministry of Finance has permitted insurers to increase premium rates on 
new policy issues in recent years.  AFLAC Japan increased premium rates by 
an average of 16% on all cancer policy sales made after July 1, 1994.  
Premium rates on care policy new issues were increased by an average of 10% 
in both November 1993 and 1995.  As a result of continuing low yields, the 
Company expects to increase premium rates on all new policy issues by an 
additional 10% beginning in the second half of 1996.


AGENCY FORCE - JAPAN

     The development of a "corporate agency" system has been important to 
the growth of AFLAC Japan.  Affiliated corporate agencies are formed when 
companies establish subsidiary businesses to sell AFLAC products to their 
employees, suppliers and customers.  These agencies help AFLAC Japan reach 
the employees of almost all of Japan's large corporations.  AFLAC has no 
ownership interest in these corporate agencies.

     AFLAC products are also sold through independent corporate agencies and 
individual agencies that are not affiliated with large companies.  At 
December 31, 1995, there were 5,224 agencies in Japan with 20,375 licensed 
agents.  Agents' activities are principally limited to insurance sales, with 
policyholder service functions handled by the main office in Tokyo and 47 
sales offices located throughout Japan.


COMPETITION - JAPAN

     In 1974, AFLAC became the second foreign (non-Japanese) life insurance 
company to gain direct access to the Japanese insurance market by obtaining 
a license to do business in Japan.  Through 1981, AFLAC was the only company 
in Japan authorized to issue a cancer expense insurance policy.  Since that 
time, several other life companies have been permitted to offer cancer 
insurance.  However, AFLAC remains the leading issuer of cancer expense 
insurance coverage in Japan, principally due to its lead time in the market, 
unique marketing system (see Agency Force), low-cost operations and product 
expertise developed in the United States.  AFLAC has been very successful in 
the sale of cancer expense policies in Japan, with over 12.2 million cancer 
policies in force at December 31, 1995.

     During 1994, the governments of Japan and the United States held a 
series of trade talks.  The U.S.-Japan Framework Agreement negotiations 
discussed the possibility of opening various Japanese market sectors, 
including insurance, to expanded foreign competition.  During the 
discussions, the Japanese government agreed to avoid any radical changes in 
the third sector of the insurance market until a substantial portion of the 
life and non-life insurance sectors are deregulated.  AFLAC and other 
foreign-owned insurers, as well as some small to medium-sized Japanese 
insurers, operate in the third sector.



                                   I-6
<PAGE>
     In 1996, the Japanese government will adopt a framework for long-term 
deregulation of the financial services businesses in Japan.  The principles 
upon which deregulation of the Japanese insurance industry is based are:  to 
promote competition and to enhance efficiency through deregulation and 
liberalization; to preserve soundness; and to secure fairness and equity in 
business operations.  As Japan begins gradually deregulating the insurance 
industry, the marketplace should become more competitive; however, the 
ultimate changes and their effects on AFLAC Japan are not presently 
determinable.  But, due to the Company's unique marketing distribution 
system and low-cost operations in Japan, AFLAC believes it should not be 
directly affected by deregulation in Japan in the immediate future.

     AFLAC's strategy for future growth in Japan centers on the expansion of 
the Company's product line.  Although the basic plan for growth is the same 
in Japan as in the United States, management has had to formulate a strategy 
specifically tailored for the Japanese insurance marketplace, which is very 
different from the U.S. system.  There are only 31 life insurance companies 
in Japan, compared with more than 2,000 life insurers in the United States. 
In Japan, insurers have traditionally been restricted in the types of 
policies they could offer.  However, as Japan begins deregulating the 
insurance industry, the marketplace should become more competitive, with 
insurers able to offer more types of products as they do in the United 
States.


REGULATION AND REMITTANCE OF FUNDS - JAPAN

     Payments are made from AFLAC Japan to the Parent Company for management 
fees, and to AFLAC U.S. for allocated expenses and remittances of earnings. 
These payments totaled $179.5 million in 1995, $167.9 million in 1994 and 
$133.4 million in 1993.  Management fees paid to the Parent Company are 
largely based on expense allocations.

     A portion of AFLAC Japan annual earnings, as determined on a Japan 
statutory accounting basis, can be remitted each year to AFLAC U.S. after 
satisfying various conditions imposed by Japanese regulatory authorities for 
protecting policyholders and obtaining remittance approvals from such 
authorities.  These conditions include compliance with risk-based capital 
guidelines for Japanese insurers.  Profit remittances to the United States 
can fluctuate due to changes in the amounts of Japanese regulatory earnings. 
Among other items, factors affecting regulatory earnings include Japanese 
regulatory accounting practices and fluctuations in currency translations of 
AFLAC Japan's U.S. dollar-denominated investments into yen.  It is expected 
that profit remittances will continue in future years, based on projected 
annual earnings of AFLAC Japan as computed on a Japanese regulatory 
accounting basis.

     Japan statutory accounting practices differ in many respects from U.S. 
generally accepted accounting principles.  Under Japan statutory accounting 
practices, policy acquisition costs are charged off immediately, policy 
benefit and claim reserving methods are different, deferred income tax 
liabilities are not recognized, and investment securities are generally 
carried at cost.

     As part of the deregulation process, the Japanese Ministry of Finance 
(MOF) is developing new solvency regulations and standards that represent a 
form of risk-based capital requirements.  AFLAC Japan must meet these 

                                   I-7
<PAGE>
requirements to continue profit transfers to AFLAC U.S.  At this time, AFLAC 
Japan is in compliance with the proposed new standards, and management does 
not expect these requirements to adversely affect the repatriation of funds 
from Japan in the foreseeable future.

     The insurance business in Japan, which is conducted as a branch office 
of AFLAC, is subject to regulation by the MOF, similar to the regulation and 
supervision in the United States as described on pages I-12 and I-13 under 
"Regulation - U.S."  AFLAC Japan files annual reports and financial 
statements for the Japanese insurance operations based on a March 31 year-
end, prepared in accordance with Japanese regulatory accounting practices 
prescribed or permitted by the MOF.  Also, financial and other affairs of 
AFLAC Japan are subject to examination by the MOF.  

     Reconciliations of AFLAC Japan net assets on a GAAP basis to net assets 
determined on a Japanese regulatory accounting basis as of December 31 are 
as follows:

     (In thousands - unaudited)                     1995           1994   
                                                 ----------     ---------- 
Net assets on GAAP basis                        $ 1,817,106    $ 1,564,938 
Elimination of deferred policy 
  acquisition costs                              (2,067,409)    (1,951,549)
Reduction in carrying value of fixed-
  maturity investments for fair value 
  and foreign exchange adjustments               (2,613,600)      (978,855)
Adjustment to policy liabilities                  2,205,072        500,952 
Elimination of deferred income taxes              1,211,187      1,223,368 
Reduction in premiums receivable                   (237,929)      (227,270)
Other, net                                           98,378         97,041 
                                                 ----------      --------- 
  Net assets on Japanese regulatory
    accounting basis                            $   412,805     $  228,625 
                                                 ==========      ========= 

     For additional information regarding AFLAC Japan's operations, see 
Exhibit 13, pages 13-8 to 13-11 (AFLAC Japan section of MD&A) and pages 13-
32 and 13-50 (Notes 2 and 10 of Notes to the Consolidated Financial 
Statements), which are incorporated herein by reference.


EMPLOYEES - JAPAN

     AFLAC Japan employed 1,571 full-time and 157 part-time employees at 
December 31, 1995.  AFLAC Japan considers its employee relations to be 
excellent.












                                   I-8
<PAGE>
INSURANCE - U.S.

     The following table sets forth AFLAC U.S. premiums earned by product 
line for the last three years ended December 31.

 (In thousands)                            1995        1994        1993   
                                         --------    --------    -------- 
Premiums earned:
  Cancer expense                        $ 402,789   $ 384,943   $ 369,256 
  Other accident and health               441,444     392,371     338,743 
  Life insurance                           15,559      15,149      14,488 
                                         --------    --------    -------- 
     Total AFLAC U.S. 
       premiums earned                  $ 859,792   $ 792,463   $ 722,487 
                                         ========    ========    ======== 

     The following table sets forth the changes in annualized premiums in 
force for AFLAC U.S. health insurance for the years ended December 31.

 (In thousands)                           1995        1994         1993
                                       ---------    ---------    ---------
Annualized premiums in force, at
  beginning of year                   $  860,204   $  787,482   $  714,533
    New issues including policy
      conversions                        275,151      241,894      225,810
    Change in unprocessed policies        (1,791)       2,666       (2,458)
    Lapses                              (207,859)    (183,973)    (157,123)
    Other                                 11,399       12,135        6,720
                                       ---------    ---------    ---------
Annualized premiums in force, at
  end of year                         $  937,104   $  860,204   $  787,482
                                       =========    =========    =========


HEALTH INSURANCE PLANS - U.S.

     AFLAC's insurance is supplemental in nature and is designed for people 
who already have major medical or primary insurance coverage.  All of 
AFLAC's supplemental health insurance plans are guaranteed renewable for the 
lifetime of the policyholder.  Guaranteed-renewable coverage may not be 
cancelled by the insurer, but premium rates on existing and future policies 
may be increased by class of policy in response to claims experience higher 
than originally expected (subject to federal and state loss-ratio 
guidelines) on a uniform, nondiscriminatory, statewide basis subject to 
state regulatory approval.  

     AFLAC's cancer plans are designed to provide insurance benefits for 
medical and nonmedical costs that are generally not reimbursed by major 
medical insurance.  AFLAC currently offers a series of four different cancer 
plans in the United States that vary by benefit amount and type.  All four 
plans provide a first occurrence benefit that pays an initial amount when 
internal cancer is first diagnosed, a fixed amount for each day an insured 
is hospitalized for cancer treatment, and benefits for medical, radiation, 
chemotherapy, surgery and a "wellness" benefit applicable toward certain 
diagnostic tests such as mammograms, pap smears, flexible sigmoidoscopy, 
etc.  Two of the plans currently offered contain benefits that reimburse the 
insured for nursing services, anesthesia, prosthesis, blood, plasma, second 

                                   I-9
<PAGE>
surgical opinion, ambulance, transportation, family lodging, extended care 
facility, bone marrow transplant and hospice.  The remaining two plans make 
these benefits available as an optional schedule of benefits rider.  AFLAC 
also issues several riders, including one that increases the amount of the 
first occurrence benefit on each rider anniversary date until the covered 
person reaches age 65 or until internal cancer is diagnosed.  AFLAC 
periodically introduces new forms of coverage, revising benefits and related 
premiums based upon the anticipated needs of the policyholders and AFLAC's 
claim experience.

     AFLAC offers an accident and disability policy to protect against 
losses resulting from accidents.  The accident portion of the policy 
includes lump sum benefits for accidental death, dismemberment and specific 
injuries.  Fixed benefits for hospital confinement, emergency treatment, 
follow-up treatments, ambulance, transportation, family lodging, wellness, 
prosthesis, medical appliances and physical therapy are also provided.  
Optional disability riders are available to the primary insured only and 
include choices of a sickness disability rider, on-the-job disability rider 
and off-the-job disability rider.  These benefits are payable up to a 
maximum benefit period of one year and for one disability at a time.

     AFLAC currently markets five of the Medicare Supplement Standardized 
Plans, with the majority of sales being for Plans F and C.  The plans are 
priced on an issue-age basis.  Under this method, rates are revised due to 
changes in the Medicare program and medical inflation.  There is no 
automatic rate increase due to the aging of the insured.  Premium rates are 
determined based on zip code groupings, which are adjusted for increases in 
costs for each area.  The benefits provided range from the basic plan, 
covering Part A and B coinsurance, to plans with more extensive coverage, 
including Part A and B deductibles, skilled nursing coinsurance, Part B 
excess and other benefits.  AFLAC U.S. does not market the standardized 
plans covering prescription drug benefits.

     AFLAC also issues other supplemental health insurance, such as 
intensive care, which is a low-premium policy that provides protection 
against the high cost of intensive care facilities during hospital 
confinement, regardless of reimbursements from other insurers.  Other types 
of health insurance issued by AFLAC include a long-term convalescent care 
policy, long- and short-term disability, and a hospital confinement 
indemnity policy.  


LIFE INSURANCE PLANS - U.S.

     AFLAC issues various life insurance policies including whole life, 
limited pay life, voluntary group term life and term life coverage. 


AGENCY FORCE AND MARKETING - U.S.

     AFLAC's sales agents are licensed to sell accident and health 
insurance, and many are also licensed to sell life insurance.  Most agents' 
efforts are directed toward selling supplemental health insurance.  The 1995 
monthly average number of U.S. agents actively producing business was 6,121, 
compared with 5,489 in 1994 and 5,110 in 1993.  



                                   I-10
<PAGE>
     Agents' activities are principally limited to sales, with all 
policyholder service functions, including issuance of policies, premium 
collection, payment notices and claims handled by the staff at headquarters. 
Agents are paid commissions based on first-year and renewal premiums from 
their sales of health and life insurance products.  AFLAC's state, regional 
and district sales coordinators, who are independent contractors, are 
compensated by override commissions.  

     AFLAC has concentrated on the development of "payroll marketing" in 
marketing its policies.  Payroll marketing offers policies to individuals 
through common media such as trade and other associations or place of 
employment.  This manner of marketing is distinct from "group" insurance 
sales in that each individual insured is directly contacted by the sales 
associate.  Policies are individually underwritten in the payroll market, 
with premiums generally paid by the employee.  Additionally, individuals may 
retain their full insurance coverage upon separation from employment or such 
affiliation, generally at the same premium.  A major portion of premiums on 
such sales are collected through payroll deduction or other forms of group 
billings.  Group-billed plans normally result in a lower average age of the 
insured at the time of policy issuance and also result in certain savings in 
administrative costs, a portion of which are passed on to the policyholder 
in the form of reduced premiums.  Management believes that payroll marketing 
enables the agency force to reach a greater number of prospective 
policyholders than individual solicitation and that this method lowers 
distribution costs.  

     Another valuable marketing and sales tool is the flexible benefits 
program, or cafeteria plan, which allows an employee to pay for medical 
insurance using pretax dollars.  These programs help achieve increased 
penetration as agents are required to present the program to all employees. 
They also help improve overall persistency levels due to the limited changes 
allowed during the plan year.

     During 1995 and 1994, AFLAC continued to develop marketing arrangements 
with insurance brokers.  Also, AFLAC has signed joint-marketing agreements 
with several large companies within and outside of the insurance industry.  
The core of the Company's distribution network will remain independent 
agents.  The Company has improved its access to large payroll groups through 
insurance brokers and joint-marketing alliances.

     In 1995, AFLAC's U.S. premiums collected were $846.4 million, 7.1% of 
which was collected in Florida, 6.8% in both Georgia and Texas, 5.6% in 
North Carolina and 5.1% in Tennessee.  Premiums collected in all other 
states were individually less than 5% of AFLAC's U.S. premiums.


COMPETITION - U.S.

     The accident and health and life insurance industry in the United 
States is highly competitive.  AFLAC competes with a large number of other 
insurers, some of which have been in business for a longer period of time or 
have greater financial resources.  In the United States, there are more than 
2,000 life and accident and health insurance companies, most of which 
compete in the states AFLAC conducts business.

     Private insurers and voluntary and cooperative plans, such as Blue 
Cross and Blue Shield, provide insurance for meeting basic hospitalization 

                                   I-11
<PAGE>
and medical expenses.  Much of this insurance is sold on a group basis.  The 
federal and state governments also pay substantial costs of medical 
treatment through Medicare and Medicaid programs.  Such major medical 
insurance generally covers a substantial amount of the medical (but not 
nonmedical) expenses incurred by an insured as a result of cancer or other 
major illnesses.  AFLAC's policies are designed to provide coverage that is 
supplemental to coverage provided by major medical insurance.  AFLAC's 
benefits may also be used to defray nonmedical expenses.

     Since other insurers generally do not provide full coverage of medical 
expenses or any coverage of nonmedical expenses, AFLAC's supplemental 
insurance is not an alternative to major medical insurance, but is sold to 
complement major medical insurance by covering the gap between major medical 
insurance reimbursements and the total costs of an individual's health care. 
AFLAC thus competes only indirectly with major medical insurers in terms of 
premium rates and similar factors.  However, the scope of the major medical 
coverage offered by other insurers does represent a limitation on the market 
for AFLAC's products.  Accordingly, expansion of coverage by other insurers 
or governmental programs could adversely affect AFLAC's business 
opportunities.  Conversely, any reduction of coverages, such as increased 
deductibles and copayments, by other insurers or governmental programs could 
favorably affect AFLAC's business opportunities.

     AFLAC competes directly with other insurers offering supplemental 
health insurance and believes that its current policies and premium rates 
are generally competitive with those offered by other companies selling 
similar types of insurance.  

     For additional information regarding U.S. insurance operations, see 
Exhibit 13, page 13-12 to 13-14 (AFLAC U.S. section of MD&A), which is 
incorporated herein by reference.


REGULATION - U.S.

     The Parent Company and its insurance subsidiaries are subject to state 
regulations in the United States as an insurance holding company system.  
Such regulations generally provide that transactions between companies 
within the holding company system must be fair and equitable.  In addition, 
transfer of assets among such affiliated companies, certain dividend 
payments from insurance subsidiaries and material transactions between 
companies within the system are subject to prior notice to, or approval by, 
state regulatory authorities.

     AFLAC and its insurance subsidiaries, in common with all U.S. insurance 
companies, are subject to regulation and supervision in the states and other 
jurisdictions in which they do business.  In general, the insurance laws of 
the various jurisdictions establish supervisory agencies with broad 
administrative powers relating to, among other things: granting and revoking 
licenses to transact business, regulating trade practices, licensing agents, 
prior approval of forms of policies and premium rate increases, standards of 
solvency and maintenance of specified policy benefit reserves and minimum 
loss ratio requirements, capital for the protection of policyholders, 
limitations on dividends to shareholders, the nature of and limitations on 
investments, deposits of securities for the benefit of policyholders, filing 
of annual reports and financial statements prepared in accordance with 
statutory insurance accounting practices prescribed or permitted by the 

                                   I-12
<PAGE>
regulatory authorities, and periodic examinations of the financial, market 
conduct, and other affairs of insurance companies.  In addition, the 
National Association of Insurance Commissioners (NAIC) is currently working 
on regulatory initiatives relating to investments, reinsurance, dividend 
restrictions, revision of the risk-based capital formula, recodification of 
statutory accounting principles and other related matters.

     For further information concerning state regulatory and dividend 
restrictions, see Exhibit 13, page 13-50 (Note 10 - Statutory Accounting and 
Dividend Restrictions of Notes to the Consolidated Financial Statements), 
incorporated herein by reference.

     A risk-based capital formula was adopted by the NAIC in 1992 for U.S. 
life insurance companies that established capital requirements relating to 
insurance risk, business risk, asset risk and interest rate risk.  These 
requirements are intended to facilitate identification by insurance 
regulators of inadequately capitalized insurance companies based upon the 
types and mixtures of risks inherent in the insurer's operations.  The 
formulas for determining the amount of risk-based capital specify various 
weighting factors that are applied to financial balances or various levels 
of activity based on the perceived degree of risk.  Regulatory compliance is 
determined by a ratio of the company's regulatory total adjusted capital, as 
defined by the NAIC, to its authorized control level risk-based capital, as 
defined by the NAIC.  Companies below specific trigger points or ratios are 
classified within certain levels, each of which requires specified 
corrective action.  The levels are company action, regulatory action, 
authorized control and mandatory control.

     Companies that have triggered a company action level event are required 
to submit a detailed comprehensive financial plan to the domiciliary state 
insurance department.  In the regulatory action level, in addition to 
submitting the comprehensive financial plan, a company may be subjected to a 
detailed regulatory investigation.  The domiciliary state insurance 
department is permitted, but not required, to place the insurance company 
under regulatory control when it falls to the authorized control level; 
regulatory control is required in the mandatory control level.  AFLAC's NAIC 
risk-based capital ratio continues to reflect a very strong statutory 
capital and surplus position.

     Currently, four states have laws, regulations or regulatory practices 
that either prohibit the sale of specified disease insurance, such as 
AFLAC's cancer expense insurance, or make its sale impractical.  These 
states are Connecticut, Massachusetts, New Jersey and New York.  The 
remainder of the states do not impose prohibitions or restrictions that 
prevent AFLAC from marketing cancer expense insurance.  AFLAC U.S. is 
marketing several of its other products in these states, directly or through 
a subsidiary.

     Under insurance guaranty fund laws in most states in the United States, 
insurance companies doing business therein can be assessed up to prescribed 
limits for policyholder losses incurred by insolvent companies with similar 
lines of business.  Such assessments have not been material to the Company 
in recent years.  The Company believes that future assessments relating to 
companies currently involved in insolvency proceedings will not materially 
impact the consolidated financial statements.



                                   I-13
<PAGE>
     The Company continues to monitor developments concerning possible 
changes to the U.S. health care system at both the federal and state levels. 
The future of health care changes and its impact on AFLAC U.S. cannot be 
readily predicted at this time.


EMPLOYEES - U.S.

     In its U.S. insurance operations, the Company employed 1,613 full-time 
and 39 part-time employees at December 31, 1995.  The Company considers its 
employee relations to be excellent.


OTHER OPERATIONS

     At December 31, 1995, the AFLAC Broadcast Division operated seven 
network-affiliated television stations with total assets of $159.6 million. 
The Broadcast Division employed 554 full-time and 123 part-time employees at 
December 31, 1995.  The Broadcast Division considers its employee relations 
to be excellent.

     The Broadcast Division produced increased revenues and earnings during 
1995 as compared with 1994.  Revenues increased 5.1%, to $81.6 million.  
Pretax earnings before interest expense rose 10.4%, to $19.0 million.  
Stations benefited from advertising related to an improved U.S. economy and 
strengthened cost controls.

     The Broadcast Division has succeeded despite significant changes in the 
industry.  With the emergence of new cable networks and stations, there are 
more outlets for advertising dollars than ever before.  Despite the 
segmentation of television entertainment and news, network-affiliated 
stations continue to effectively deliver mass audiences to advertisers.  As 
a result, the AFLAC Broadcast Division is able to successfully compete in a 
crowded, competitive marketplace.  

     For additional information regarding broadcast operations, see  Exhibit 
13, page 13-14 (Other Operations section of MD&A), which is incorporated 
herein by reference.

     The Company's other operations employed 332 full-time and four part-
time employees at December 31, 1995; employee relations are considered to be 
excellent.


ITEM 2.  PROPERTIES

     AFLAC owns an 18-story office building, which is the worldwide 
headquarters of the Parent Company and AFLAC, along with a six-story parking 
garage.  These structures are located on approximately 14 acres of land in 
Columbus, Georgia.  In addition, AFLAC Real Estate Holdings, Inc. (AREH), a 
wholly owned subsidiary of the Parent Company, owns a two-story building 
located on the same property.  AFLAC also owns administrative office 
buildings located nearby.  AFLAC New York also occupies leased office space 
in Albany, New York.

     In Tokyo, Japan, AFLAC owns an 11-story administrative office building, 
which was completed in April 1994.  AFLAC also leases office space in Tokyo, 

                                   I-14
<PAGE>
along with regional sales offices located throughout the country, and owns a 
training and computer facility in Tokyo.  For further information concerning 
the building in Japan, see Exhibit 13, pages 13-18, (discussion concerning 
cash flow) and 13-55 (Note 12 of Notes to the Consolidated Financial 
Statements), which are incorporated herein by reference.  Other foreign 
affiliates of the Company also occupy leased office space.

     The Broadcast Division owns land, buildings, transmission towers and 
other broadcast equipment in the cities where its seven television stations 
are located.


ITEM 3.  LEGAL PROCEEDINGS

     The Company is a defendant in various litigation considered to be in 
the normal course of business.  Some of this litigation is pending in 
Alabama, where large punitive damages bearing little relation to the actual 
damages sustained by plaintiffs have been awarded against other companies, 
including insurers, in recent years.  During 1995, the Company settled 
certain litigation in Alabama related to an ancillary line of business.  
However, the settlement was not material to the Company's consolidated net 
earnings for the year.  Although the final results of any litigation cannot 
be predicted with certainty, the Company believes the outcome of the 
litigation still pending will not have a material adverse effect on the 
financial position of the Company.


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

     There were no matters submitted to the security holders for a vote in 
the fourth quarter ended December 31, 1995.



























                                   I-15
<PAGE>
ITEM 4A.  EXECUTIVE OFFICERS OF THE COMPANY
        NAME                  PRINCIPAL OCCUPATION (*)               AGE
- -------------------      -------------------------------------       ---
Daniel P. Amos           Chief Executive Officer of the               44
                           Company and AFLAC, Vice Chairman             
                           of the Company; President of the
                           Company since August 1991


Paul S. Amos             Chairman of the Board of the Company         69
                           and AFLAC.


William J. Bugg, Jr.     Senior Vice President, Corporate             56
                           Actuary of AFLAC


Monthon Chuaychoo        Vice President, Financial Services, of       52
                           the Company and AFLAC since September
                           1993; Second Vice President, Assistant
                           Controller of the Company and AFLAC
                           from June 1991 to September 1993;
                           Second Vice President of AFLAC until
                           June 1991                 


Kriss Cloninger III      Executive Vice President, Chief              48
                           Financial Officer and Treasurer               
                           of the Company, and Executive                 
                           Vice President, Chief Financial               
                           Officer of AFLAC since March 1993;            
                           Senior Vice President, Chief                  
                           Financial Officer and Treasurer               
                           of the Company, and Senior Vice               
                           President, Chief Financial Officer            
                           of AFLAC from March 1992 until March          
                           1993; Principal, KPMG Peat Marwick LLP,
                           Atlanta, GA until March 1992                  


Martin A. Durant, III    Senior Vice President, Corporate Services,   47
                           of the Company and AFLAC since August
                           1993; Vice President and Controller of
                           the Company until August 1993, and of
                           AFLAC from June 1991 to August 1993


Norman P. Foster         Executive Vice President, Corporate          61
                           Finance, of the Company and AFLAC             
                           since March 1992; Senior Vice             
                           President, Chief Financial Officer           
                           and Treasurer of the Company, and            
                           Senior Vice President and Chief              
                           Financial Officer of AFLAC until             
                           March 1992                                



                                   I-16
<PAGE>
David Halmrast           Senior Vice President, Corporate             56
                           Development, of AFLAC since December
                           1993; Senior Vice President, Corporate
                           Development of the Company from April
                           1993 to December 1993; Senior Vice 
                           President and Chief Financial Officer
                           of Colonial Companies, Inc. until July
                           1992


Kenneth S. Janke Jr.     Senior Vice President, Investor              37
                           Relations, of the Company since
                           August 1993; Vice President, Investor
                           Relations, of the Company until August
                           1993


Akitoshi Kan             Senior Vice President, AFLAC Japan,           48
                           Accounting, Corporate Planning, Audit,
                           and Legal Affairs since January 1995;
                           Vice President, AFLAC Japan Accounting 
                           Department, from 1992 through 1994;
                           Manager, AFLAC Japan, Accounting 
                           Department, until 1992


Kyoichi Kasuya           Vice President, Chief Actuary, AFLAC         58
                           Japan, since 1992; General Manager,
                           AFLAC Japan, Actuarial Department,
                           until 1992


Nobuo Kawamura           Senior Vice President, AFLAC Japan,          51
                           Underwriting, Policy Maintenance, 
                           Premium Accounting, Customer Service, 
                           Administration Support since January 
                           1992; Deputy Director of Marketing,
                           AFLAC Japan, until 1992


Joseph P. Kuechenmeister Senior Vice President, Director              54
                           of Marketing of AFLAC


Joey M. Loudermilk       Senior Vice President, General Counsel       42
                           and Corporate Secretary of the               
                           Company, and Senior Vice President,          
                           General Counsel and Director, Legal          
                           and Governmental Relations and               
                           Corporate Secretary of AFLAC since           
                           May 1992; Senior Vice President,             
                           Corporate Counsel and Assistant              
                           Secretary of the Company and AFLAC           
                           and Director, Legal and Governmental         
                           Affairs of AFLAC until May 1992



                                   I-17
<PAGE>
Hidefumi Matsui          President, AFLAC Japan, since January        51
                           1995, Executive Vice President of AFLAC
                           Japan, from January 1992 to 1995; Senior
                           Vice President, Director of Marketing,
                           AFLAC Japan, until January 1992


Minoru Nakai             President of AFLAC International, Inc.,      54
                           since October 1991; Senior Vice 
                           President, U.S.-Japan Operations, of
                           AFLAC, until October 1991   


Yoshiki Otake            Chairman, AFLAC Japan, since January         56
                           1995, Vice Chairman of AFLAC 
                           International Inc., since October 1991,
                           President of AFLAC Japan from October
                           1991 until 1995; Executive Vice 
                           President of AFLAC from January 1991
                           until October 1991


Thomas L. Paul           President of AFLAC Broadcast Group, Inc.;    66
                           Vice President, Corporate Development,
                           of the Company until 1993


E. Stephen Purdom        Executive Vice President of AFLAC since      48
                           October 1994; Senior Vice President,
                           Medical Director of AFLAC until October
                           1994, and also Medical Director, 
                           Columbus Clinic, Columbus, GA until
                           September 1994 


Tsuneo Shioiri           Senior Vice President, Director of Sales     57
                           Administration, AFLAC Japan, since
                           January 1992; Deputy Director of
                           Marketing, AFLAC Japan, until 1992


Joseph W. Smith, Jr.     Senior Vice President, Chief Investment      42
                           Officer of AFLAC since August 1991;
                           Senior Vice President, Investments
                           of AFLAC, until August 1991


Gary L. Stegman          Senior Vice President, Assistant Chief       46
                           Financial Officer of the Company and
                           AFLAC since June 1991; Senior Vice
                           President, Treasurer of AFLAC until 
                           June 1991  

  (*)  Unless specifically noted, the respective executive officer has held
       the occupation(s) set forth in the table for at least five years. 
       Each executive officer is appointed annually by the board of
       directors and serves until his successor is chosen and qualified,
       or until his death, resignation or removal.
                                   I-18
<PAGE>

                                 PART II       

     Pursuant to General Instruction G to Form 10-K, Items 5 through 8 are 
incorporated by reference from the Company's 1995 Annual Report to 
Shareholders, the appropriate sections of which are included herein as 
Exhibit 13.
                                               Exhibit 13   Annual Report
                                                  Pages         Pages  
                                               __________   _____________


ITEM 5.   MARKET FOR THE COMPANY'S COMMON      13-1; 13-2;     1; 24; 
          EQUITY AND RELATED SHAREHOLDER         13-48       46 (Note 9);
          MATTERS                               (Note 9)       and 50


ITEM 6.   SELECTED FINANCIAL DATA              13-3; 13-4       32 - 33


ITEM 7.   MANAGEMENT'S DISCUSSION AND          13-5 to          25 - 31
          ANALYSIS OF FINANCIAL CONDITION       13-19
          AND RESULTS OF OPERATIONS 


ITEM 8.   FINANCIAL STATEMENTS AND             13-20 to         34 - 50
          SUPPLEMENTARY DATA                    13-58


ITEM 9.   CHANGES IN AND DISAGREEMENTS           None            None
          WITH ACCOUNTANTS ON ACCOUNTING
          AND FINANCIAL DISCLOSURE             























                                    


                                   II-1
<PAGE>

                                PART III 

     Pursuant to General Instruction G to Form 10-K, Items 10 through 13 are 
incorporated by reference to the Company's definitive Proxy Statement 
relating to the Company's 1996 Annual Meeting of Shareholders, which was 
filed with the Securities and Exchange Commission on March 1, 1996, pursuant 
to Regulation 14A under the Securities Exchange Act of 1934.  

                                      Refer to the Information  Refer to
                                      Contained in the Proxy    Printed
                                      Statement under Captions    Proxy
                                       (filed electronically)   Statement
                                                                  Pages
                                      ________________________  _________

ITEM 10.  DIRECTORS AND EXECUTIVE     Security Ownership of       3 - 7
          OFFICERS OF THE COMPANY     Management.  1. Election
             Directors                of Directors
             Executive Officers -      
               see Part I, Item 4A
               herein  


ITEM 11.  EXECUTIVE COMPENSATION      Board and Committee         8 - 18
                                      Meetings and Directors
                                      Compensation; Summary 
                                      Compensation Table; De-
                                      fined Benefit Pension
                                      Plan; Retirement Plans
                                      for Key Executives; 
                                      Employment Contracts and
                                      Termination of Employ-
                                      ment Arrangements


ITEM 12.  SECURITY OWNERSHIP OF       Voting Securities and       2 - 7
          CERTAIN BENEFICIAL          Principal Holders 
          OWNERS AND                  Thereof. Security Owner-
          MANAGEMENT                  ship of Management.  
                                      1. Election of Directors


ITEM 13.  CERTAIN RELATIONSHIPS       Certain Transactions       18 - 19
          AND RELATED                 and Relationships
          TRANSACTIONS












                                  III-1
<PAGE>

                                 PART IV 

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

(a)  1.  FINANCIAL STATEMENTS                                   Page(s)
                                                              ----------- 
         Included in Part II of this report and
         incorporated by reference to the following
         pages of Exhibit 13:
           AFLAC Incorporated and Subsidiaries:
             Consolidated Statements of Earnings, for            13-20 -
              each of the years in the three-year                 13-21
              period ended December 31, 1995                   
             Consolidated Balance Sheets, at December            13-22 -
              31, 1995 and 1994                                   13-23
             Consolidated Statements of Shareholders'            13-24 -
              Equity, for each of the years in the                13-25
              three-year period ended December 31,
              1995                                       
             Consolidated Statements of Cash Flows,              13-26 -
              for each of the years in the three-year             13-27
              period ended December 31, 1995             
             Notes to the Consolidated Financial                 13-28 to
              Statements                                          13-55
             Report of Independent Auditors                      13-57

     2.  FINANCIAL STATEMENT SCHEDULES

         Included in Part IV of this report:
           Auditors' Report on Financial Statement Schedules      IV-5
           Schedule I   -  Summary of Investments - Other         IV-6
                            Than Investments in Related 
                            Parties, at December 31, 1995         
           Schedule II  -  Condensed Financial Information of    IV-7 -
                            Registrant, at December 31, 1995      IV-11
                            and 1994 and for each of the 
                            years in the three-year period 
                            ended December 31, 1995         
           Schedule IV  -  Reinsurance, for each of the           IV-12
                            years in the three-year period 
                            ended December 31, 1995                

     Schedules other than those listed above are omitted because they are 
not required or are not applicable, or the required information is shown in 
the financial statements or notes thereto.  












                                   IV-1
<PAGE>
     3.  EXHIBITS

         3.0    - Articles of Incorporation, as amended - incorporated by
                  reference from 1991 Form 10-K, Commission file number
                  1-7434, Exhibit 3.0; and Bylaws of the Company, as
                  amended - incorporated by reference from 1992 Form 10-K,
                  Commission file number 1-7434, Exhibit 3.0.
         4.0    - The registrant is not filing one instrument evidencing
                  indebtedness since the total amount of securities
                  authorized under any single instrument does not exceed 10%
                  of the total assets of the registrant and its subsidiaries
                  on a consolidated basis.  Copies of such instruments will
                  be furnished to the Securities and Exchange Commission 
                  upon request.
        10.0*   - American Family Corporation Incentive Stock Option Plan
                  (1982) - incorporated by reference from Registration
                  Statement No. 33-44720 on Form S-8 with respect to the 
                  AFLAC Incorporated (Formerly American Family 
                  Corporation) Incentive Stock Option Plan (1982) and
                  Stock Option Plan (1985).
        10.1*   - American Family Corporation Stock Option Plan (1985) -
                  incorporated by reference from Registration Statement
                  No. 33-44720 on Form S-8 with respect to the AFLAC
                  Incorporated (Formerly American Family Corporation) 
                  Incentive Stock Option Plan (1982) and Stock Option Plan
                  (1985).
        10.1.1* - AFLAC Incorporated Amended 1985 Stock Option Plan - 
                  incorporated by reference from 1994 Shareholders' Proxy 
                  Statement, Commission file number 1-7434, Accession No. 
                  0000004977-94-000003, Exhibit A.
        10.1.2* - AFLAC Incorporated Amended 1985 Stock Option Plan, as
                  amended August 8, 1995 - incorporated by reference from
                  Form 10-Q for September 30, 1995, Commission file number
                  1-7434, Accession No. 0000004977-95-000023, Exhibit 10.
        10.2*   - American Family Corporation Retirement Plan for Senior 
                  Officers, as amended and restated October 1, 1989 -
                  incorporated by reference from 1993 Form 10-K, Commission
                  file number 1-7434, Accession No. 0000004977-94-000006,
                  Exhibit 10.2.
        10.3*   - American Family Corporation Supplemental Executive 
                  Retirement Plan - incorporated by reference from 1989  
                  Form 10-K, Commission file number 1-7434, Exhibit 10.9.
        10.3.1* - AFLAC Incorporated Supplemental Executive Retirement 
                  Plan, as amended, effective September 1, 1993 -
                  incorporated by reference from 1994 Form 10-K, Commission
                  file number 1-7434, Accession No. 0000004977-95-000006,
                  Exhibit 10.3.1.
        10.4*   - AFLAC Incorporated Employment Agreement with Daniel P. 
                  Amos, dated August 1, 1993 - incorporated by reference
                  from 1993 Form 10-K, Commission file number 1-7434,
                  Accession No. 0000004977-94-000006, Exhibit 10.4.
        10.5*   - American Family Life Assurance Company of Columbus  
                  Employment Agreement with Yoshiki Otake, dated January 1,
                  1995 - incorporated by reference from 1994 Form 10-K,
                  Commission file number 1-7434, Accession No.
                  0000004977-95-000006, Exhibit 10.5.


                                   IV-2
<PAGE>
        10.6*   - AFLAC Incorporated Employment Agreement with Kriss 
                  Cloninger, III, dated February 14, 1992, and as amended 
                  November 12, 1993 - incorporated by reference from 1993
                  Form 10-K, Commission file number 1-7434, Accession
                  No. 0000004977-94-000006, Exhibit 10.6.
        10.7*   - AFLAC Incorporated Management Incentive Plan -
                  incorporated by reference from 1994 Shareholders' Proxy
                  Statement, Commission file number 1-7434, Accession 
                  No. 0000004977-94-000003, Exhibit B.
        10.8*   - American Family Life Assurance Company of Columbus
                  Employment Agreement with Hidefumi Matsui, dated
                  January 1, 1995 - incorporated by reference from 1994
                  Form 10-K, Commission file number 1-7434, Accession
                  No. 0000004977-95-000006, Exhibit 10.8.
        10.9*   - American Family Life Assurance Company of Columbus
                  Employment Agreement with Dr. E. Stephen Purdom, dated
                  October 25, 1994 - incorporated by reference from 1994
                  Form 10-K, Commission file number 1-7434, Accession
                  No. 0000004977-95-000006, Exhibit 10.9.
        10.10*  - AFLAC Incorporated Employment Agreement with Paul S.
                  Amos, dated August 1, 1995 - incorporated by reference
                  from form 10-Q for September 30, 1995, Commission file
                  number 1-7434, Accession No. 0000004977-95-000023,
                  Exhibit 10.1.
        13.0    - Selected information from the AFLAC Incorporated Annual
                  Report to Shareholders for 1995.
        21.0    - Subsidiaries.
        23.0    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                  Form S-8 Registration Statement No. 33-44720 with
                  respect to the AFLAC Incorporated (Formerly American
                  Family Corporation) Incentive Stock Option Plan (1982)
                  and Stock Option Plan (1985).
        23.1    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                  Form S-3 Registration Statement No. 33-41926 with
                  respect to the AFLAC Associate Stock Bonus Plan.
        23.2    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                  Form S-8 Registration Statement No. 33-41552 with
                  respect to the AFLAC Incorporated 401(K) Retirement
                  Plan.
        23.3    - Consent of independent auditor, KPMG Peat Marwick LLP, to
                  Form S-3 Registration Statement No. 33-64535 with respect
                  to the AFL Stock Plan.
        27.0    - Financial Data Schedule (electronic filing only).
        28.0*   - AFLAC Incorporated 401(K) Retirement Plan incorporated 
                  by reference from 1992 Form 10-K, Commission file number
                  1-7434, Exhibit 28.0.

*Management contract or compensatory plan or agreement.


(b)   REPORTS ON FORM 8-K

      There were no reports filed on Form 8-K for the quarter ended
      December 31, 1995.




                                   IV-3
<PAGE>
(c)   EXHIBITS FILED WITH CURRENT FORM 10-K

      13.0    - Selected information from the AFLAC Incorporated Annual 
                Report to Shareholders for 1995.
      21.0    - Subsidiaries.
      23.0    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                Form S-8 Registration Statement No. 33-44720 with respect
                to the AFLAC Incorporated (Formerly American Family  
                Corporation) Incentive Stock Option Plan (1982) and Stock 
                Option Plan (1985).
      23.1    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                Form S-3 Registration Statement No. 33-41926 with respect
                to the AFLAC Associate Stock Bonus Plan.
      23.2    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
                Form S-8 Registration Statement No. 33-41552 with respect
                to the AFLAC Incorporated 401(K) Retirement Plan.
      23.3    - Consent of independent auditor, KPMG Peat Marwick LLP, to
                Form S-3 Registration Statement No. 33-64535 with respect
                to the AFL Stock Plan.
      27.0    - Financial Data Schedule (electronic filing only).






































                                   IV-4
<PAGE>



INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENT SCHEDULES 


The Shareholders and Board of Directors  
AFLAC Incorporated:

Under date of January 29, 1996, we reported on the consolidated balance 
sheets of AFLAC Incorporated and subsidiaries as of December 31, 1995 and 
1994, and the related consolidated statements of earnings, shareholders' 
equity, and cash flows for each of the years in the three-year period ended 
December 31, 1995, as contained in the 1995 annual report to shareholders.  
These consolidated financial statements and our report thereon are 
incorporated by reference in the annual report on Form 10-K for the year 
1995.  In connection with our audits of the aforementioned consolidated 
financial statements, we also audited the related financial statement 
schedules as listed in Item 14.  These financial statement schedules are the 
responsibility of the Company's management.  Our responsibility is to 
express an opinion on these financial statement schedules based on our 
audits.

In our opinion, such financial statement schedules, when considered in 
relation to the basic consolidated financial statements taken as a whole, 
present fairly, in all material respects, the information set forth therein.







                                               KPMG PEAT MARWICK LLP


Atlanta, Georgia
January 29, 1996




















                                   IV-5
<PAGE>
                                   SCHEDULE I
                       AFLAC INCORPORATED AND SUBSIDIARIES
     Summary of Investments - Other than Investments in Related Parties
                               December 31, 1995


(In thousands)                                                   Amount in
                                                     Fair         Balance 
      Type of Investment               Cost          Value         Sheet  
    -----------------------         -----------   -----------   ----------
Securities available for sale:
 Fixed maturities:
  Bonds:
   United States Government and 
     government agencies and
     authorities                    $   497,357   $   519,761   $   519,761
   States, municipalities and 
     political subdivisions             872,673       962,966       962,966
   Foreign governments                6,809,934     8,201,769     8,201,769
   Public utilities                   3,272,635     3,735,385     3,735,385
   Convertibles                          29,749        33,465        33,465
   All other corporate bonds          5,622,395     6,221,660     6,221,660
                                     ----------    ----------    ----------
       Total fixed maturities 
         available for sale          17,104,743    19,675,006    19,675,006
                                     ----------    ----------    ----------
 Equity securities:
  Common stocks:
   Public utilities                       3,264         3,698         3,698
   Banks, trusts and insurance
     companies                            7,033         9,297         9,297
   Industrial, miscellaneous 
     and all other                       70,615        95,067        95,067
                                     ----------    ----------    ----------
       Total equity securities           80,912       108,062       108,062
                                     ----------    ----------    ----------
       Total securities
         available for sale          17,185,655    19,783,068    19,783,068

Mortgage loans on real estate            22,213        28,825        22,213
Policy loans                              1,230         1,230         1,230
Other long-term investments               2,113         2,113         2,113
Short-term investments                  232,201       232,201       232,201
                                     ----------    ----------    ----------
      Total investments             $17,443,412   $20,047,437   $20,040,825
                                     ==========    ==========    ==========












                                   IV-6 
<PAGE>
                                 SCHEDULE II 
                 CONDENSED FINANCIAL INFORMATION OF REGISTRANT

                           Condensed Balance Sheets
                       AFLAC Incorporated (Parent Only)
                              (In thousands)
                                                     December 31, 
                                                   1995         1994    
                                                ----------    ---------- 
    Assets:
    Investments:
      Investments in subsidiaries*             $ 2,573,606   $ 1,988,329 
      Other investments:
        Money market funds                          17,346         2,489 
        Mortgage loans and other                     2,548         2,468 
                                                ----------    ---------- 
          Total investments                      2,593,500     1,993,286 
    Due from subsidiaries*                           3,910         9,574 
    Other receivables                                4,478         4,851 
    Property and equipment, net                      9,231         8,961 
    Other                                            1,291           267 
                                                ----------    ---------- 
          Total assets                           2,612,410     2,016,939 
                                                ==========    ========== 
    Liabilities and Shareholders' Equity:
    Liabilities:
      Cash overdraft                                   160            82
      Due to subsidiaries*                           1,237           714 
      Notes payable (note A)                       272,158       111,970 
      Employee and beneficiary benefit plans       147,319       117,145 
      Income taxes, primarily deferred              33,577        25,399 
      Other                                         23,818         9,862 
    Commitments and contingencies (note B)                               
                                                ----------    ---------- 
          Total liabilities                        478,269       265,172 
                                                ----------    ---------- 
    Shareholders' equity:
       Common stock of $.10 par value:
         Authorized 175,000; issued 156,358
           shares in 1995 and 155,999 shares
           in 1994                                  15,636        15,600 
       Additional paid-in capital                  196,928       192,899 
       Unrealized foreign currency
         translation gains                         213,319       174,091 
       Unrealized gains on securities
         available for sale                        482,787       228,844 
       Retained earnings (note D)                1,577,605     1,277,487 
       Treasury stock                             (351,117)     (135,776)
       Notes receivable for stock purchases         (1,017)       (1,378)
                                                ----------    ---------- 
          Total shareholders' equity             2,134,141     1,751,767 
                                                ----------    ---------- 
          Total liabilities and
            shareholders' equity               $ 2,612,410   $ 2,016,939 
                                                ==========    ========== 

    * Eliminated in consolidation.
    See the accompanying Notes to Condensed Financial Statements.
                                   IV-7
<PAGE>
                                  SCHEDULE II 
                  CONDENSED FINANCIAL INFORMATION OF REGISTRANT 

                        Condensed Statements of Earnings 
                        AFLAC Incorporated (Parent Only) 
                                 (In thousands)

                                           Years ended December 31,
                                        1995         1994         1993
                                      ----------   ----------   ---------- 
Revenues:
  Dividends from subsidiaries*        $   82,343   $  109,533   $   71,268 
  Management and service fees
    from subsidiaries*                    30,509       26,391       30,357 
  Other income from subsidiaries,
    principally rental and interest*         196          683          992 
  Other income                             1,069        1,327         (620)
                                       ---------    ---------    --------- 
      Total revenues                     114,117      137,934      101,997 
                                       ---------    ---------    --------- 
Operating expenses:
  Interest expense - subsidiaries*            30           22          162 
  Interest expense - others                8,419        6,070        3,362 
  Capitalized interest                         -       (2,419)      (3,250)
  Other operating expenses                70,921       65,635       53,595 
                                       ---------    ---------    --------- 
      Total operating expenses            79,370       69,308       53,869 
                                       ---------    ---------    --------- 
   Earnings before income taxes,
     equity in undistributed earnings
     of subsidiaries and cumulative
     effect of accounting changes         34,747       68,626       48,128 

Income tax expense (note C)                8,583          874        1,063 
                                       ---------    ---------    --------- 
   Earnings before equity in
     undistributed earnings of
     subsidiaries and cumulative
     effect of accounting changes         26,164       67,752       47,065 

Equity in undistributed earnings
  of subsidiaries                        322,893      225,038      196,824 
                                       ---------    ---------    --------- 
   Earnings before cumulative
     effect of accounting changes        349,057      292,790      243,889 

Cumulative effect on prior years
  of accounting changes (including 
  a $46,100 credit related to
  subsidiaries) (note F)                       -            -       11,438 
                                       ---------    ---------    --------- 
     Net earnings                     $  349,057   $  292,790   $  255,327 
                                       =========    =========    ========= 

* Eliminated in consolidation.
See the accompanying Notes to Condensed Financial Statements.


                                   IV-8
<PAGE>
                                   SCHEDULE II
                  CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                       Condensed Statements of Cash Flows
                        AFLAC Incorporated (Parent Only)
                                 (In thousands)
                                             Years ended December 31,
                                           1995        1994        1993
                                        ----------  ----------  ---------- 
Cash flows from operating activities:
  Net earnings                          $  349,057  $  292,790  $  255,327 
  Adjustments to reconcile net
    earnings to net cash provided
    from operating activities:
      Cumulative effect on prior
        years of accounting changes              -           -     (11,438)
      Equity in undistributed
        earnings of subsidiaries          (322,893)   (225,038)   (196,824)
      Deferred income taxes                  8,178        (578)       (300)
      Employee and beneficiary  
        benefit plans                       30,174      32,700      18,195 
      Other, net                            17,017       4,307         190 
                                         ---------   ---------   --------- 
        Net cash provided by
          operating activities              81,533     104,181      65,150 
                                         ---------   ---------   --------- 
Cash flows from investing activities:
  Net (increase) decrease in
    other investments                      (14,325)     18,998     (14,703)
  Additional capitalization
    of subsidiaries                              -      (3,592)          - 
  Additions to property and
    equipment, net                               -           -         (75)
                                         ---------   ---------   --------- 
       Net cash (used)/provided by
         investing activities              (14,325)     15,406     (14,778)
                                         ---------   ---------   --------- 
Cash flows from financing activities:
  Proceeds from borrowings                 198,250      84,000           - 
  Principal payments under debt
    obligations                            (11,507)    (26,541)    (11,419)
  Proceeds from exercise of
    stock options                            3,235       2,163       6,975 
  Dividends paid to shareholders           (48,939)    (44,928)    (40,057)
  Purchases of treasury stock             (224,204)   (131,734)     (1,325)
  Treasury stock reissued                    9,693       2,761           - 
  Net change in amount due 
    to/from subsidiaries                     6,186      (5,331)     (3,866)
  Other, net                                     -           -      (1,072)
                                         ---------   ---------   --------- 
       Net cash used by
         financing activities              (67,286)   (119,610)    (50,764)
                                         ---------   ---------   --------- 
       Net change in cash                      (78)        (23)       (392)
Cash (overdraft) at beginning of year          (82)        (59)        333 
                                         ---------   ---------   --------- 
Cash (overdraft) at end of year         $     (160) $      (82) $      (59)
                                         =========   =========   ========= 
See the accompanying Notes to Condensed Financial Statements.
                                   IV-9
<PAGE>
                               SCHEDULE II
                CONDENSED FINANCIAL INFORMATION OF REGISTRANT

                   Notes to Condensed Financial Statements 
                      AFLAC Incorporated (Parent Only) 


     The accompanying condensed financial statements should be read in 
conjunction with the consolidated financial statements and notes thereto of 
AFLAC Incorporated and Subsidiaries (see Part II - Item 8).

(A)  NOTES PAYABLE 

     A summary of notes payable serviced by the Parent Company at
December 31, 1995 and 1994 follows:

(In thousands)                                         1995          1994   
                                                     --------      --------

2.71% unsecured, yen-denominated notes payable
  to banks under reducing revolving credit
  agreement, due annually, July 1996 through
  July 2001........................................  $ 230,695     $      -
5.965% unsecured notes payable to banks,
  due semiannually through 1997....................     39,167       49,000
8.3% note payable, due monthly through 1997,
  secured by equipment.............................      2,296        3,970 
Unsecured notes payable to banks under revolving
  credit and term-loan agreement, variable
  interest rate (6.75% at December 31, 1994),  
  refinanced into the 2.71% notes payable in 1995..          -       50,000
6.63% short-term note payable to bank under  
  unsecured line of credit.........................          -        9,000
                                                      --------     --------
      Total notes payable                            $ 272,158    $ 111,970 
                                                      ========     ======== 

     The aggregate maturities of the notes payable for each of the five
years after December 31, 1995, are as follows:

     (In thousands)

       1996............................................    59,934
       1997............................................    58,427
       1998............................................    38,449
       1999............................................    38,449
       2000............................................    38,449


(B)  CONTINGENCIES

     In prior years, the Parent Company executed promissory notes to banks 
and transferred the proceeds to its broadcast subsidiaries for the 
acquisition of television broadcasting stations.  The outstanding balances 
on these notes assumed by a partnership formed by the Broadcast Group and 
AFLAC were $23.8 million as of December 31, 1995, and are not included in 
the accompanying condensed balance sheet.

                                   IV-10
<PAGE>
     In addition, the Parent Company has also guaranteed repayment of bank 
borrowings by its subsidiary, AFLAC.  The related outstanding loan balance 
at December 31, 1995, was $1.0 million.


(C)  INCOME TAXES

     The Company and its eligible U.S. subsidiaries file a consolidated U.S. 
federal income tax return.  Income tax liabilities or benefits are recorded 
by each principal subsidiary based upon separate return calculations, and 
any difference between the consolidated provision and the aggregate amounts 
recorded by the subsidiaries is reflected in the Parent Company financial 
statements.  

     The Internal Revenue Service has proposed adjustments to the Company's 
U.S. consolidated federal income tax returns for the years 1989 through 
1991.  The proposed adjustments relate primarily to the computation of 
foreign-source income for purposes of the foreign tax credit that, if 
upheld, would have a significant effect on the Company's operating results 
relating to both the years under examination and subsequent years.  
Management does not agree with the proposed tax issues and is vigorously 
contesting them.  The Company filed a formal protest with the IRS during 
1995.  Although the final outcome is uncertain and will likely take several 
years to resolve, the Company believes that its position will prevail and 
that the ultimate liability will not materially impact the consolidated 
financial statements.

     For further information on income taxes, see Exhibit 13, page 13-45, 
Note 8 of the Notes to the Consolidated Financial Statements.


(D)  DIVIDEND RESTRICTIONS

     See Exhibit 13, pages 13-50 and 13-51 (Note 10, Statutory Accounting 
and Dividend Restrictions, of Notes to the Consolidated Financial 
Statements) for information regarding dividend restrictions.


(E)  SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

     (In thousands)                           1995       1994       1993
                                            --------   --------   --------
     Cash payments during the year for:
       Interest on debt obligations        $  7,807   $  6,302   $  3,588
       Income taxes                             406        400          -

     In 1993, non-cash investing activities included issuance of common 
stock for purchase of a company amounting to $8.7 million.  For further 
information see Note 9, Other, page 13-49 of Exhibit 13.


(F)  ACCOUNTING CHANGES

     For information concerning the cumulative effect of new accounting 
standards adopted in 1995, 1994, and 1993, see page 13-30 of Exhibit 13, 
Note 1, section on Accounting Changes Adopted, of Notes to the Consolidated 
Financial Statements.

                                   IV-11


<PAGE>
<TABLE>
                                                        SCHEDULE IV
                                            AFLAC INCORPORATED AND SUBSIDIARIES
                                                        Reinsurance
                                        Years Ended December 31, 1995, 1994 and 1993
                                                      (In thousands)
<CAPTION>
                                                                                                       Percentage
                                                     Ceded to       Assumed from                        of amount
                                     Gross            other            other                             assumed
                                     Amount         companies        companies        Net amount         to net
                                 -------------    -------------    -------------    -------------     ------------
<S>                             <C>              <C>              <C>              <C>                <C> 
Year ended December 31, 1995:
   Life insurance in force      $    3,461,944   $      230,238   $            -   $    3,231,706                -
                                 =============    =============    =============    =============     ============
   Premiums:
      Health insurance          $    6,053,137   $          304   $            -   $    6,052,833                -
      Life insurance                    18,371              374                -           17,997                -
                                 -------------    -------------    -------------    -------------     ------------
         Total premiums         $    6,071,508   $          678   $            -   $    6,070,830                -
                                 =============    =============    =============    =============     ============
Year ended December 31, 1994:
   Life insurance in force      $    2,715,954   $      101,863   $            -   $    2,614,091                -
                                 =============    =============    =============    =============     ============
   Premiums:
      Health insurance          $    5,165,557   $          171   $            -   $    5,165,386                -
      Life insurance                    15,713              367                -           15,346                -
                                 -------------    -------------    -------------    -------------     ------------
         Total premiums         $    5,181,270   $          538   $            -   $    5,180,732                -
                                 =============    =============    =============    =============     ============
Year ended December 31, 1993:
   Life insurance in force      $    2,691,221   $      119,771   $            -   $    2,571,450                -
                                 =============    =============    =============    =============     ============
   Premiums:
      Health insurance          $    4,210,723   $          392   $            -   $    4,210,331                -
      Life insurance                    15,497              438                -           15,059                -
                                 -------------    -------------    -------------    -------------     ------------
         Total premiums         $    4,226,220   $          830   $            -   $    4,225,390                -
                                 =============    =============    =============    =============     ============

                                                         






                                                             IV-12
</TABLE>


<PAGE>
                                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.


                            AFLAC Incorporated



Date   MARCH 26, 1996                 By    /s/ PAUL S. AMOS           
      ------------------------           ----------------------------------
                                               (Paul S. Amos)
                                         Chairman of the Board of Directors


Pursuant to the requirements of the Securities Exchange Act of 1934, this 
Report has been signed below by the following persons on behalf of the 
Registrant and in the capacities and on the dates indicated.



/s/ DANIEL P. AMOS           Chief Executive Officer,     MARCH 26, 1996   
- ------------------------     President and Vice           -----------------
 (Daniel P. Amos)            Chairman of the Board 
                             of Directors 





/s/ KRISS CLONINGER, III     Executive Vice President,    MARCH 26, 1996   
- ------------------------     Chief Financial Officer      -----------------
(Kriss Cloninger, III)        and Treasurer         





/s/ NORMAN P. FOSTER         Executive Vice President,    MARCH 26, 1996   
- ------------------------     Corporate Finance            -----------------
(Norman P. Foster)           















                                   IV-13
<PAGE>

    /s/ J. SHELBY AMOS, II            Director            MARCH 26, 1996   
- ------------------------------                            -----------------
       (J. Shelby Amos, II)




  /s/  MICHAEL H. ARMACOST            Director            MARCH 26, 1996   
- ------------------------------                            -----------------
    (Michael H. Armacost)




  /s/  M. DELMAR EDWARDS, M.D.        Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (M. Delmar Edwards, M.D.)




  /s/  GEORGE W. FORD, JR.            Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (George W. Ford, Jr.)




  /s/  CESAR E. GARCIA                Director            MARCH 26, 1996   
- ------------------------------                            -----------------
      (Cesar E. Garcia)




  /s/  JOE FRANK HARRIS               Director            MARCH 26, 1996   
- ------------------------------                            -----------------
      (Joe Frank Harris)




  /s/  ELIZABETH J. HUDSON            Director            MARCH 26, 1996  
- ------------------------------                            -----------------
     (Elizabeth J. Hudson)




  /s/  KENNETH S. JANKE, SR.          Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (Kenneth S. Janke, Sr.)





                                   IV-14
<PAGE>

  /s/  CHARLES B. KNAPP               Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (Charles B. Knapp)
                                    


  /s/  HISAO KOBAYASHI                Director            MARCH 26, 1996
- ------------------------------                            -----------------
     (Hisao Kobayashi)



  /s/  YOSHIKI OTAKE                  Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (Yoshiki Otake)



  /s/ E. STEPHEN PURDOM               Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (E. Stephen Purdom)



  /s/ BARBARA K. RIMER                Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (Barbara K. Rimer)



/s/  HENRY C. SCHWOB                  Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (Henry C. Schwob)



  /s/  J. KYLE SPENCER                Director            MARCH 26, 1996   
- ------------------------------                            -----------------
     (J. Kyle Spencer)



  /s/  GLENN VAUGHN, JR.              Director            MARCH 26, 1996   
- ------------------------------                            -----------------
   (Glenn Vaughn, Jr.)












                                   IV-15
<PAGE>
Exhibit Index


     3.0    - Articles of Incorporation, as amended - incorporated by
              reference from 1991 Form 10-K, Commission file number
              1-7434, Exhibit 3.0; and Bylaws of the Company, as
              amended - incorporated by reference from 1992 Form 10-K,
              Commission file number 1-7434, Exhibit 3.0.
     4.0    - The registrant is not filing one instrument evidencing 
              indebtedness since the total amount of securities authorized
              under any single instrument does not exceed 10% of the total
              assets of the registrant and its subsidiaries on a 
              consolidated basis.  Copies of such instruments will be
              furnished to the Securities and Exchange Commission upon
              request.
    10.0*   - American Family Corporation Incentive Stock Option Plan
              (1982) - incorporated by reference from Registration
              Statement No. 33-44720 on Form S-8 with respect to the 
              AFLAC Incorporated (Formerly American Family Corporation)
              Incentive Stock Option Plan (1982) and Stock Option Plan 
              (1985).
    10.1*   - American Family Corporation Stock Option Plan (1985) -
              incorporated by reference from Registration Statement No.
              33-44720 on Form S-8 with respect to the AFLAC
              Incorporated (Formerly American Family Corporation) 
              Incentive Stock Option Plan (1982) and Stock Option Plan 
              (1985).
    10.1.1* - AFLAC Incorporated Amended 1985 Stock Option Plan - 
              incorporated by reference from 1994 Shareholders' Proxy 
              Statement, Commission file number 1-7434, Accession No. 
              0000004977-94-000003, Exhibit A.
    10.1.2* - AFLAC Incorporated Amended 1985 Stock Option Plan, as
              amended August 8, 1995 - incorporated by reference from
              Form 10-Q for September 30, 1995, Commission file number
              1-7434, Accession No. 0000004977-95-000023, Exhibit 10.
    10.2*   - American Family Corporation Retirement Plan for Senior 
              Officers, as amended and restated October 1, 1989 -
              incorporated by reference from 1993 Form 10-K, Commission
              file number 1-7434, Accession No. 0000004977-94-000006,
              Exhibit 10.2.
    10.3*   - American Family Corporation Supplemental Executive 
              Retirement Plan - incorporated by reference from 1989  
              Form 10-K, Commission file number 1-7434, Exhibit 10.9.
    10.3.1* - AFLAC Incorporated Supplemental Executive Retirement 
              Plan, as amended, effective September 1, 1993 - incorporated
              by reference from 1994 Form 10-K, Commission file number
              1-7434, Accession No. 0000004977-95-000006, Exhibit 10.3.1.
    10.4*   - AFLAC Incorporated Employment Agreement with Daniel P. 
              Amos, dated August 1, 1993 - incorporated by reference
              from 1993 Form 10-K, Commission file number 1-7434,
              Accession No. 0000004977-94-000006, Exhibit 10.4.
    10.5*   - American Family Life Assurance Company of Columbus  
              Employment Agreement with Yoshiki Otake, dated January 1,
              1995 - incorporated by reference from 1994 Form 10-K, 
              Commission file number 1-7434, Accession No.
              0000004977-95-000006, Exhibit 10.5.


                                   IV-16
<PAGE>
    10.6*   - AFLAC Incorporated Employment Agreement with Kriss 
              Cloninger, III, dated February 14, 1992, and as amended 
              November 12, 1993 - incorporated by reference from 1993
              Form 10-K, Commission file number 1-7434, Accession
              No. 0000004977-94-000006, Exhibit 10.6.
    10.7*   - AFLAC Incorporated Management Incentive Plan - incorporated
              by reference from 1994 Shareholders' Proxy Statement,
              Commission file number 1-7434, Accession 
              No. 0000004977-94-000003, Exhibit B.
    10.8*   - American Family Life Assurance Company of Columbus
              Employment Agreement with Hidefumi Matsui, dated
              January 1, 1995 - incorporated by reference from 1994
              Form 10-K, Commission file number 1-7434, Accession
              No. 0000004977-95-000006, Exhibit 10.8.
    10.9*   - American Family Life Assurance Company of Columbus
              Employment Agreement with Dr. E. Stephen Purdom, dated
              October 25, 1994 - incorporated by reference from 1994
              Form 10-K, Commission file number 1-7434, Accession
              No. 0000004977-95-000006, Exhibit 10.9.
    10.10*  - AFLAC Incorporated Employment Agreement with Paul S. Amos,
              dated August 1, 1995 - incorporated by reference from
              Form 10-Q for September 30, 1995, Commission file number
              1-7434, Accession No. 0000004977-95-000023, Exhibit 10.1.
    13.0    - Selected information from the AFLAC Incorporated Annual
              Report to Shareholders for 1995.
    21.0    - Subsidiaries.
    23.0    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-8 Registration Statement No. 33-44720 with respect
              to the AFLAC Incorporated (Formerly American Family 
              Corporation) Incentive Stock Option Plan (1982) and Stock
              Option Plan (1985).
    23.1    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-3 Registration Statement No. 33-41926 with respect 
              to the AFLAC Associate Stock Bonus Plan.
    23.2    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-8 Registration Statement No. 33-41552 with respect 
              to the AFLAC Incorporated 401(K) Retirement Plan.
    23.3    - Consent of independent auditor, KPMG Peat Marwick LLP, to
              Form S-3 Registration Statement No. 33-64535 with respect
              to the AFL Stock Plan.
    27.0    - Financial Data Schedule (electronic filing only).
    28.0*   - AFLAC Incorporated 401(K) Retirement Plan incorporated 
              by reference from 1992 Form 10-K, Commission file number
              1-7434, Exhibit 28.0.

*Management contract or compensatory plan or agreement.












                                   IV-17
<PAGE>
Exhibits Filed with Current Form 10-K:

    13.0    - Selected information from the AFLAC Incorporated Annual 
              Report to Shareholders for 1995.
    21.0    - Subsidiaries.
    23.0    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-8 Registration Statement No. 33-44720 with respect
              to the AFLAC Incorporated (Formerly American Family  
              Corporation) Incentive Stock Option Plan (1982) and Stock 
              Option Plan (1985).
    23.1    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-3 Registration Statement No. 33-41926 with respect
              to the AFLAC Associate Stock Bonus Plan.
    23.2    - Consent of independent auditor, KPMG Peat Marwick LLP, to 
              Form S-8 Registration Statement No. 33-41552 with respect
              to the AFLAC Incorporated 401(K) Retirement Plan.
    23.3    - Consent of independent auditor, KPMG Peat Marwick LLP, to
              Form S-3 Registration Statement No. 33-64535 with respect
              to the AFL Stock Plan.
    27.0    - Financial Data Schedule (electronic filing only).






































                                   IV-18 
 



 

 







<PAGE>























                                EXHIBIT 13


































                                  EXH 13
<PAGE>

                                EXHIBIT 13

The following information is contained in the 1995 Annual Report to 
Shareholders.  The required information incorporated by reference to the 
preceding pages of this 1995 Form 10-K have been reproduced herein as 
Exhibit 13 for purposes of electronic filing of this Form 10-K.


                                 PART II

ITEM 5.  (a) Market Information:

The Company's common stock is principally traded on the New York Stock 
Exchange.  The Company is also listed on the Pacific Stock Exchange and the 
Tokyo Stock Exchange.

The high, low and closing quarterly sales prices for the Company's common 
stock, as published in the U.S. consolidated transaction reporting system, 
for the last three fiscal years ended December 31, 1995, are as follows:

                      Quarterly Common Stock Prices

        1995                  High              Low             Close
   --------------------------------------------------------------------
     4th Quarter          $  29.08          $  27.17         $  29.00
     3rd Quarter             29.25             24.33            27.67
     2nd Quarter             29.83             26.00            29.17
     1st Quarter             28.50             21.25            27.33



        1994                                                          
   --------------------------------------------------------------------
     4th Quarter          $  22.92          $  21.33         $  21.33
     3rd Quarter             24.08             21.67            22.75
     2nd Quarter             23.25             19.33            22.50
     1st Quarter             21.25             16.83            20.50



        1993
   --------------------------------------------------------------------
     4th Quarter          $  21.83          $  16.50         $  19.00
     3rd Quarter             22.67             18.58            21.50
     2nd Quarter             21.47             18.40            18.92
     1st Quarter             19.67             17.60            19.20



Adjusted for three-for-two stock split payable on March 18, 1996.







                                  EXH 13-1
<PAGE>
ITEM 5.  (b)  Holders:  
                              1995              1994             1993
- ---------------------------------------------------------------------------
Number of common
 shares outstanding*       141,974,309      149,454,647      155,207,126
Number of registered
 common shareholders            39,317           34,628           27,866
Approximate number of
 common shareholders            88,700           67,500           51,500



ITEM 5.  (c)  Quarterly cash dividends*:

                                1995             1994 
                               ------           ------
   4th Quarter                 $.087            $.077
   3rd Quarter                  .087             .077
   2nd Quarter                  .087             .077
   1st Quarter                  .077             .067


*Adjusted for three-for-two stock split, payable on March 18, 1996.


For information concerning dividend restrictions, see Management's 
Discussion and Analysis of Financial Condition, the section concerning the 
balance sheet, presented in this Exhibit 13 on page 13-15, and Note 10, 
Statutory Accounting and Dividend Restrictions, of the Notes to the 
Consolidated Financial Statements, also presented in this Exhibit 13 on page 
13-50. 


























                                  EXH 13-2


<PAGE>
<TABLE>
ITEM 6.  SELECTED FINANCIAL DATA
(In thousands, except for per-share amounts):
<CAPTION>
For the Year                                         1995           1994           1993           1992           1991
                                                  ----------     ----------    ----------     ----------     ----------
<S>                                              <C>            <C>            <C>            <C>            <C>
Revenues:
    Premiums, principally supplemental health    $ 6,070,830    $ 5,180,732    $ 4,225,390    $ 3,369,201    $ 2,765,349
    Net investment income                          1,024,960        838,825        689,272        533,166        431,315
    Realized investment gains (losses)                  (270)           (58)         2,937         (3,264)        (1,451)
    Other income                                      95,100         91,259         83,019         87,369         87,456
                                                  ----------     ----------     ----------     ----------     ----------
            Total revenues                         7,190,620      6,110,758      5,000,618      3,986,472      3,282,669
                                                  ----------     ----------     ----------     ----------     ----------
Benefits and expenses:
    Benefits and claims                            5,034,266      4,256,541      3,423,297      2,692,353      2,188,817
    Expenses                                       1,555,359      1,349,881      1,148,937        969,575        829,160
                                                  ----------     ----------     ----------     ----------     ---------- 
            Total benefits and expenses            6,589,625      5,606,422      4,572,234      3,661,928      3,017,977
                                                  ----------     ----------     ----------     ----------     ----------
            Pretax earnings                          600,995        504,336        428,384        324,544        264,692
Income taxes                                         251,938        211,546        184,495        141,177        116,008
                                                  ----------     ----------     ----------     ----------     ----------
            Net earnings                         $   349,057    $   292,790    $   243,889(1) $   183,367    $   148,684
                                                  ==========     ==========     ==========     ==========     ==========
- -------------------------------------------------------------------------------------------------------------------------
Per Common Share 
Net earnings                                     $      2.33    $      1.89    $      1.55(1) $      1.19    $       .97   
Cash dividends                                           .338           .298           .26            .23            .197
Shareholders' equity                                   15.03          11.72           8.80           7.00           6.03
Price range:                  High               $     29.83    $     24.08    $     22.67    $     18.60    $     16.60
                              Low                      21.25          16.83          16.50          12.80           9.53
                              Close                    29.00          21.33          19.00          18.40          15.93
Price/earnings ratio:*        High                     12.8x          12.7x          14.8x          15.6x          17.1x
                              Low                       9.1            8.9           10.8           10.8            9.8
Common shares used for EPS                           149,540        154,652        157,801        153,815        152,971
- -------------------------------------------------------------------------------------------------------------------------











                                                                EXH 13-3
<PAGE>
                                                     1995           1994           1993           1992           1991
                                                  ----------     ----------     ----------     ----------     ----------
At Year-End
Assets:
    Investments and cash                         $20,044,964    $15,993,768    $12,469,140    $ 9,461,341    $ 8,056,657
    Other                                          5,293,022      4,293,311      2,973,546      2,440,033      2,087,843 
                                                  ----------     ----------     ----------     ----------     ----------
            Total assets                         $25,337,986    $20,287,079    $15,442,686    $11,901,374    $10,144,500 
                                                  ==========     ==========     ==========     ==========     ========== 

Liabilities and shareholders' equity:
    Policy liabilities                           $19,634,981    $16,006,607    $12,065,471    $ 9,350,241    $ 7,877,941 
    Notes payable                                    327,268        184,901        122,062        125,800        138,810 
    Income taxes, primarily deferred               1,397,709      1,392,441        950,278        848,514        768,515 
    Other liabilities                              1,843,887        951,363        939,251        494,937        435,745 
    Shareholders' equity                           2,134,141      1,751,767      1,365,624      1,081,882        923,489 
                                                  ----------     ----------     ----------     ----------     ----------
            Total liabilities and
               shareholders' equity              $25,337,986    $20,287,079    $15,442,686    $11,901,374    $10,144,500 
                                                  ==========     ==========     ==========     ==========     ==========
- --------------------------------------------------------------------------------------------------------------------------

Supplemental Data 
Operating earnings**                             $   348,734    $   293,053    $ 241,654(1)   $   183,426    $   148,076 
Operating earnings per share**                   $      2.33    $      1.89    $    1.53(1)   $      1.19    $       .97 
Pretax profit margin**                                  8.4%           8.3%         8.5%             8.2%           8.1% 
After-tax profit margin**                               4.8%           4.8%         4.8%(1)          4.6%           4.5% 
Operating return on equity***                          22.0%          20.4%        19.9%(1)         18.4%          17.3% 
Yen/dollar exchange rate at year-end                  102.95          99.85       112.00           124.70         125.25 
Average yen/dollar exchange rate                       94.10         102.26       111.21           126.67         134.52 


Notes:  (1)  Excludes gain of $11,438 ($.07 per share) from cumulative effect of accounting changes in 1993;
        (*)  Based on operating earnings per share.
        (**) Excludes realized investment gains/losses, net of tax.
        (***)Excludes realized investment gains/losses and unrealized gains on securities available for sale, net.

Share and per-share amounts have been adjusted to reflect the three-for-two stock split payable on March 18, 1996.

For segment and foreign information, see Management's Discussion and Analysis of Financial Condition and Results of 
Operations, and Note 2 of Notes to the Consolidated Financial Statements. 







                                                                EXH 13-4
</TABLE>


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

     AFLAC Incorporated (the "Parent Company") and its subsidiaries (the 
"Company") achieved record-setting results during each year of the three-
year period ended December 31, 1995.  

     The Company's primary business activity is supplemental health 
insurance, which is marketed and administered primarily through American 
Family Life Assurance Company of Columbus (AFLAC).  Most of AFLAC's policies 
are individually underwritten in the payroll market, with premiums paid by 
the employee.  The Company's operations in Japan (AFLAC Japan) and the 
United States (AFLAC U.S.) service the two principal markets for the 
Company's insurance operations.  AFLAC Japan and AFLAC U.S. are the primary 
components for this discussion and analysis due to their significance to the 
Company's consolidated financial condition and results of operations.  

     On February 13, 1996, the board of directors declared a three-for-two 
stock split, effectively increasing the number of shares outstanding by 50%. 
All share and per-share amounts have been restated for the stock split.






































                                  EXH 13-5
<PAGE>
RESULTS OF OPERATIONS

     The following table sets forth the results of operations by business 
component for the years shown and the percentage changes from the previous 
year.
            SUMMARY OF OPERATING RESULTS BY BUSINESS COMPONENT          
               (In millions, except for per-share amounts)

                              Percentage change          Years ended       
                              over previous year         December 31,      
                              ------------------   ------------------------
                                 1995     1994      1995     1994     1993 
                              ------------------   ------------------------
Pretax operating earnings:
 Insurance operations (excluding
   realized investment gains and 
   losses):
     AFLAC Japan...........      19.1%    18.2%    $561.4   $471.4   $398.9 
     AFLAC U.S.............      15.8     20.1      104.5     90.2     75.1 
                                                    -----    -----    ----- 
      Total U.S. and Japan
        insurance                18.6     18.5      665.9    561.6    474.0

 Realized investment
   gains (losses)..........                           (.3)     (.1)     2.9 
 Broadcast division........      10.4     28.1       19.0     17.2     13.4 
 Interest expense,
   noninsurance operations.                         (11.3)    (9.9)    (8.1)
 Capitalized interest, 
   building construction...                             -      2.4      8.8 
 Corporate expenses, other
   operations and
   eliminations............      (7.9)    (6.8)     (72.3)   (66.9)   (62.6)
                                                    -----    -----    ----- 
    Earnings before income 
      taxes and cumulative
      effect of accounting 
      changes..............      19.2     17.7      601.0    504.3    428.4

Income taxes...............      19.1     14.7      251.9    211.5    184.5 
                                                    -----    -----    ----- 
  Earnings before 
    cumulative effect of
    accounting changes.....      19.2     20.1      349.1    292.8    243.9 

Cumulative effect of
  accounting changes.......                             -        -     11.4 
                                                    -----    -----    ----- 
  Net earnings.............                        $349.1   $292.8   $255.3 
                                                    =====    =====    ===== 
  Net earnings per share...      23.3     21.9     $ 2.33   $ 1.89   $ 1.55*
                                                    =====    =====    ===== 
============================================================================
*Excludes gain of $.07 per share from cumulative effect of accounting 
changes in 1993.  
============================================================================
Per-share amounts have been adjusted to reflect the three-for-two stock 
split payable March 18, 1996.
                                  EXH 13-6
<PAGE>
     The following discussion of earnings comparisons excludes a gain of 
$11.4 million, or $.07 per share, from the cumulative effect of required 
accounting changes adopted in the first quarter of 1993.  For additional 
information on these accounting changes, see Note 1 of Notes to the 
Consolidated Financial Statements.

     Net earnings increased in each year of the three-year period ended 
December 31, 1995.  The increases reflected strong earnings in the 
functional currencies of AFLAC's core insurance operations in Japan and the 
United States, improved earnings by the AFLAC Broadcast Division in 1995 and 
1994, a consolidated benefit from additional investment income associated 
with profit repatriations from AFLAC Japan to AFLAC U.S., and reduced income 
tax expense beginning in 1994 resulting from a tax rate reduction in Japan. 
Partially offsetting the increases were higher corporate expenses and 
increased interest expense from the Company's stock repurchase program in 
1994 and 1995.  However, the repurchase program benefited earnings per 
share.  Earnings in 1994 and 1993 benefited from capitalized interest due to 
construction of the Company's administrative office building in Japan, which 
was completed in early 1994.

     Due to the relative size of AFLAC Japan, fluctuations in the foreign 
currency markets can have a significant effect on the Company's reported 
results.  From 1993 through 1995, the reported results in U.S. dollars for 
AFLAC Japan and the Company's consolidated earnings were aided by favorable 
currency translations from yen to dollars.  The continued strength of the 
Japanese yen caused our yen-based earnings to be translated for reporting 
purposes into a greater amount of dollars during each year of the three-year 
period when compared with the results for each preceding year.  As a result 
of the strengthening yen, operating earnings per share (excluding realized 
investment gains/losses) increased 23.3% to $2.33 in 1995, 23.5% to $1.89 in 
1994 and 28.6% to $1.53 in 1993.  The strengthening of the yen benefited 
operating earnings by approximately $.15 per share in 1995 compared with 
1994, $.12 per share in 1994 compared with 1993, and $.16 per share in 1993 
compared with 1992.  However, the Company sets its objective for growth in 
operating earnings per share before the effect of foreign currency 
fluctuations.  Excluding the effect of currency fluctuations, operating 
earnings per share increased 15.3%, 15.7% and 15.1% for the years ended 
December 31, 1995, 1994 and 1993, respectively.  

     The yen began to weaken in relation to the dollar in the third quarter 
of 1995 and most currency commentators expect it to remain weaker in 1996 
than in 1995.  A weaker yen has a negative effect on net earnings reported 
in U.S. dollars.  However, all of AFLAC Japan's premiums and most of its 
investment income are received in yen, and its claims and expenses are paid 
in yen.  Also, the majority of its invested assets are denominated in yen.  
Therefore, the translation of results from yen into U.S. dollars does not 
affect AFLAC Japan's financial condition or its results of operations in 
real economic terms.

     The Company's objective for 1996 is to increase operating earnings per 
share by 15%, excluding the effect of currency translation.  However, if 
that objective is achieved and the yen/dollar exchange rate averages 105.00 
compared with the 1995 average rate of 94.10, operating earnings per share 
including foreign currency translation would increase by 6% in 1996.

     AFLAC Japan's pretax operating earnings (excluding realized investment 
gains/losses) in yen increased 9.7%, 8.5% and 10.2% for the years ended 
December 31, 1995, 1994 and 1993, respectively.  The reported U.S. dollar 
                                  EXH 13-7
<PAGE>
results for AFLAC Japan were affected by the increasingly favorable 
cumulative-average yen-to-dollar exchange rates of 94.10 in 1995, 102.26 in 
1994 and 111.21 in 1993.  As a result, percentage increases in U.S. dollars 
for AFLAC Japan's pretax operating earnings were 19.1% in 1995, 18.2% in 
1994 and 25.6% in 1993.   

     The Company's effective income tax rates were 41.9% in both 1995 and 
1994, and 43.1% in 1993.  Most of the Company's income tax expense 
represented Japanese income taxes on AFLAC Japan's operating results, which 
were taxed at Japan's corporate income tax rate of 45.3% for both 1995 and 
1994, and 46.2% for 1993.  Changes in the mix of contributions from the 
Company's business components also impacted the effective tax rates for the 
three-year period from 1993 through 1995.

     During 1995, the board of directors authorized the purchase of up to an 
additional 14.4 million shares of AFLAC Incorporated common stock on the 
open market.  In total, the board of directors has authorized the purchase 
of up to 21.4 million shares since the inception of the repurchase program 
in February 1994.  As of December 31, 1995, 14.5 million shares had been 
purchased under these repurchase authorizations.  The difference in the 
percentage increases of net earnings and net earnings per share primarily 
reflects the impact of the share repurchase program.  

     The shares purchased were financed with available cash and borrowings 
under revolving credit and term note agreements.  Interest expense related 
to the share repurchase program was $5.3 million in 1995 and $2.6 million in 
1994.  Consolidated interest expense, including interest expense from 
insurance operations, was $15.6 million in 1995, $13.5 million in 1994 and 
$10.6 million in 1993.

     AFLAC Japan repatriated profits to AFLAC U.S. of $140.5 million in 
1995, $132.9 million in 1994, $97.9 million in 1993 and $33.4 million in 
1992.  The profit transfers to AFLAC U.S. adversely impact AFLAC Japan's 
investment income.  However, profit repatriations benefit consolidated 
operations because higher investment yields can be obtained on funds 
invested in the United States.  Also, income tax expense is presently lower 
on investment income earned in the United States.  Management estimates that 
cumulative profit transfers from 1992 through 1995 have benefited 
consolidated net earnings by $13.9 million in 1995, $7.4 million in 1994 and 
$3.3 million in 1993.
 

INSURANCE OPERATIONS, AFLAC JAPAN

     AFLAC Japan, a branch of AFLAC and the principal contributor to the 
Company's earnings, is the fourth largest life insurance company in Japan in 
terms of individual policies in force.

     As discussed above, AFLAC Japan transferred profits to AFLAC U.S., 
which distorts comparisons of operating results between years.  The AFLAC 
Japan summary of operations table on the following page presents investment 
income, total revenues and pretax operating earnings calculated on a pro 
forma basis in order to improve comparability between years.  The pro forma 
adjustment represents cumulative investment income foregone by AFLAC Japan 
on funds repatriated to AFLAC U.S. during 1992 through 1995.



                                  EXH 13-8
<PAGE>
                              AFLAC JAPAN                               
                      SUMMARY OF OPERATING RESULTS                      

                                                 In Dollars
(In millions)                             1995         1994         1993
                                       -----------------------------------
Premium income....................     $5,195.4     $4,370.7     $3,484.0
Investment income, as adjusted*...        941.3        766.0        622.4
Other income                                (.5)         2.8          1.8
                                        -------      -------      -------
  Total revenues, as adjusted*....      6,136.2      5,139.5      4,108.2
                                        -------      -------      -------
Benefits and claims...............      4,486.3      3,752.8      2,957.4
Operating expenses................      1,068.0        902.9        746.7
                                        -------      -------      -------
  Total benefits and expenses           5,554.3      4,655.7      3,704.1
                                        -------      -------      -------
  Pretax operating earnings, as
    adjusted*.....................        581.9        483.8        404.1

Investment income applicable to 
  profit repatriations............        (20.5)       (12.4)        (5.2)
                                        -------      -------      -------
  Pretax operating earnings.......     $  561.4     $  471.4     $  398.9
                                        =======      =======      =======
- ---------------------------------------------------------------------------
                                In Dollars                  In Yen      
                           1995    1994    1993      1995    1994    1993 
                           --------------------      --------------------
Percentage increases
 over previous year:
  Premium income.......    18.9%   25.5%   29.9%      9.4%   15.4%   14.1%
  Investment income*...    22.9    23.1    31.8      13.1    13.1    15.7 
  Total revenues*......    19.4    25.1    30.2       9.9    15.0    14.3 
  Pretax operating
    earnings*..........    20.3    19.7    26.8      10.7    10.0    11.3

  Pretax operating
    earnings...........    19.1    18.2    25.6       9.7     8.5    10.2 
- ---------------------------------------------------------------------------
                                            1995        1994        1993 
                                          --------------------------------
Ratios to total revenues, as adjusted*:
  Benefits and claims................       73.1%       73.0%       72.0%
  Operating expenses.................       17.4        17.6        18.2 
  Pretax operating earnings..........        9.5         9.4         9.8 

Ratio of pretax operating earnings
  to total reported revenues.........        9.2         9.2         9.7 

============================================================================
* Adjusted investment income, total revenues and pretax operating earnings 
include estimates of additional investment income of $20.5 million in 1995, 
$12.4 million in 1994 and $5.2 million in 1993 foregone due to profit 
repatriations. 
============================================================================


                                  EXH 13-9
<PAGE>
     The percentage increases in premium income in yen reflect the growth of 
premiums in force.  The increases in annualized premiums in force of 7.5% in 
1995, 14.5% in 1994 and 13.2% in 1993 reflect the high persistency of our 
business, sales of new policies and conversions of existing policies to 
policies with higher benefits and premiums.  New annualized premiums from 
sales and conversions were: $772.0 million in 1995, up 13.4% (4.3% in yen); 
$680.9 million in 1994, up  18.2% (10.0% in yen); and $576.1 million in 
1993, up 6.3% (a decline of 7.5% in yen).  Sales for the past three years 
have been affected by a decline in conversion activity, which has steadily 
decreased since a peak in 1992.  Management believes sales during the last 
three years have also been affected by reduced consumer disposable income 
resulting from the troubled Japanese economy.  

     Sales growth, excluding conversions, was positively affected in 1995 by 
product broadening, particularly the introduction of living benefit life, 
AFLAC Japan's newest product, in the fourth quarter of 1995.  AFLAC Japan's 
sales mix is changing, although cancer insurance still accounts for the 
majority of total new sales and insurance in force.  Cancer insurance sales 
accounted for 71.2% of total new sales in yen in 1995, 81.3% in 1994 and 
79.3% in 1993.  Sales of a care product, which was introduced in 1992, 
represented 15.6% of total new sales in 1995, 17.9% in 1994 and 19.9% in 
1993.  Sales of living benefit life accounted for 11.6% of total new sales 
in 1995.  Management believes that the contributions of cancer insurance to 
new sales will decline in the future and that newer products, such as living 
benefit life, will increase as AFLAC Japan proceeds with its strategy of 
product broadening.

     Due to the continued low level of available investment yields in Japan, 
the Ministry of Finance has permitted insurers to increase premium rates on 
new policy issues in recent years.  AFLAC Japan increased premium rates by 
an average of 16% on all cancer policy sales made after July 1, 1994. 
Premium rates on care policy new issues were increased by an average of 10% 
in both November 1993 and 1995.  As a result of continuing low yields, the 
Company expects to increase premium rates an additional 10% on all new 
policy issues beginning in the second half of 1996.

     Investment income, which is affected by available cash flow from 
operations and investment yields achievable on new investments, continually 
increased during the three-year period from 1993 to 1995, despite a decline 
in available investment yields.  Funds available for investment during the 
three-year period 1993 through 1995 were reduced by the annual profit 
repatriations discussed above and expenditures of $173.5 million in 1994 and 
$94.4 million in 1993 for the construction of the administrative office 
building in Tokyo.  Rates of return on fixed-maturity securities in Japan 
have remained low in 1995 compared with historical levels.  For instance, 
the yield on 10-year Japanese government bonds, as measured by a composite 
index, declined from 4.72% in January 1995 to a low of 2.60% in July 1995, 
closing the year at 3.07%.  AFLAC Japan's new money rates for investments 
made were 4.71% for 1995, 5.17% for 1994 and 5.55% for 1993.  The cumulative 
effect of lower investment yields is reflected in the overall rate of return 
(net of investment expenses) on AFLAC Japan's average invested assets at 
amortized cost.  This return was 5.81% in 1995, compared with 6.00% in 1994 
and 6.16% in 1993.  

     For AFLAC Japan, the duration of policy benefit liabilities is longer 
than that of the related assets.  Therefore, there is a risk that 
reinvestment of the proceeds at maturity of such investments will be at a 
yield below that of the interest required for the accretion of policy 
                                  EXH 13-10
<PAGE>
liabilities.  At December 31, 1995, the average duration of the policy 
liabilities was approximately 13 years.  The average duration of the related 
assets denominated in yen was approximately nine years.  The weighted-
average period to maturity of fixed-maturity securities at December 31, 
1995, was 11.3 years, compared with 10.7 years at December 31, 1994.  Over 
the next four years, $2.0 billion, or 13.1% of AFLAC Japan's fixed-maturity 
securities, will mature and be reinvested.  

     By concentrating on selected sectors, the Company has secured higher 
yields than 10-year Japanese government bonds would have provided while 
adhering to conservative standards for credit quality.  The Company believes 
that it can maintain an overall return on invested assets with an adequate 
spread over premium pricing assumptions and assumed interest rates for 
policy liabilities for the near term.  The premium increases implemented 
during the past two years should have a positive impact on these spreads and 
therefore contribute to stability in the pretax operating profit margin.

     During the three-year period ended December 31, 1995, the benefit ratio 
increased, and the operating expense ratio declined slightly.  The increase 
in the benefit ratio reflects the strengthening of policy liabilities to 
provide for lower assumed interest rates and some increase in claims 
experience due to fewer-than-expected policy lapses.  The Company's annual 
claims experience studies continue to support the current reserving 
assumptions.

     In 1994, the Japanese government passed a package of tax reform bills 
centering on an increase in the consumption tax, which is similar to a sales 
tax in the United States.  The consumption tax, which was enacted in 1989, 
is scheduled to increase from the current rate of 3% to 5% effective April 
1, 1997.  AFLAC Japan currently incurs consumption tax on agents' 
commissions.  Had the rate increase been enacted effective January 1, 1995, 
pretax operating earnings would have been reduced by approximately $17.6 
million ($9.6 million after income tax) in 1995. 

     During 1994, the governments of Japan and the United States held a 
series of trade talks.  The U.S.-Japan Framework Agreement negotiations 
discussed the possibility of opening various Japanese market sectors, 
including insurance, to expanded foreign competition.  During the 
discussions, the Japanese government agreed to avoid any radical changes in 
the third sector of the insurance market until a substantial portion of the 
life and non-life insurance sectors are deregulated.  AFLAC and other 
foreign-owned insurers, as well as some small to medium-sized Japanese 
insurers, operate in the third sector.

     In 1996, the Japanese government will adopt a framework for long-term 
deregulation of the financial services businesses in Japan.  The principles 
upon which deregulation of the Japanese insurance industry is based are:  to 
promote competition and to enhance efficiency through deregulation and 
liberalization; to preserve soundness; and to secure fairness and equity in 
business operations.  As Japan begins gradually deregulating the insurance 
industry, the marketplace should become more competitive; however, the 
ultimate changes, and their effects on AFLAC Japan, are not presently 
determinable.  But, due to the Company's unique marketing distribution 
system and low-cost operations in Japan, AFLAC believes it should not be 
directly affected by deregulation in Japan in the immediate future.

     Even with Japan's economic slowdown, the Company believes the market 
for supplemental insurance remains bright.  Demand for the Company's 
                                  EXH 13-11
<PAGE>
products in Japan has continued, and the Company remains optimistic about 
increasing penetration within existing groups, selling new products, opening 
new accounts and developing additional supplemental products for the 
Japanese market.   


INSURANCE OPERATIONS, AFLAC U.S.

     AFLAC U.S. pretax operating earnings benefited from  additional 
investment income earned on profit transfers received from AFLAC Japan.  
AFLAC U.S. received profit transfers in the amounts of $140.5 million in 
1995, $132.9 million in 1994,  $97.9 million in 1993 and $33.4 million in 
1992.  AFLAC U.S. in turn increased dividend payments to the Parent Company 
in the amounts of $21.2 million in 1995, $51.9 million in 1994 and $10.1 
million in 1993.  Estimated investment income earned from profits 
repatriated to and retained by AFLAC U.S. from 1992 through 1995 has been 
reclassified in the presentation on the following page in order to improve 
comparability between years.








































                                  EXH 13-12
<PAGE>
                              AFLAC U.S.                                  
                     SUMMARY OF OPERATING RESULTS                        


(In millions)                               1995        1994        1993
                                         --------------------------------
Premium income.........................   $ 859.8     $ 792.5     $ 722.5
Investment income, as adjusted*........      78.3        68.5        62.3
Other income...........................       1.2         1.9         2.7
                                           ------      ------      ------ 
  Total revenues, as adjusted*.........     939.3       862.9       787.5
                                           ------      ------      ------
Benefits and claims....................     533.1       490.2       450.7
Operating expenses.....................     322.9       295.3       267.9
                                           ------      ------      ------
  Total benefits and expenses..........     856.0       785.5       718.6
                                           ------      ------      ------
    Pretax operating earnings, as
      adjusted*........................      83.3        77.4        68.9

Investment income applicable to 
  profit repatriations.................      21.2        12.8         6.2
                                           ------      ------      ------
    Pretax operating earnings..........   $ 104.5     $  90.2     $  75.1
                                           ======      ======      ======
- ----------------------------------------------------------------------------
Percentage increases over previous year:
  Premium income.......................       8.5%        9.7%        9.5%
  Investment income*  .................      14.3        10.0        10.4 
  Total revenues*......................       8.9         9.6         9.6 
  Pretax operating earnings*...........       7.7        12.2        12.7 

  Pretax operating earnings............      15.8        20.1        20.1 
- ----------------------------------------------------------------------------
Ratios to total revenues, as adjusted*:
  Benefits and claims..................      56.7%       56.8%       57.2%
  Operating expenses...................      34.4        34.2        34.0 
  Pretax operating earnings............       8.9         9.0         8.8 

Ratio of pretax operating earnings to
  total reported revenues..............      10.9        10.3         9.5 

============================================================================
*Excludes estimated investment income of $21.2 million in 1995, $12.8 
million in 1994 and $6.2 million in 1993 related to investment of profit 
repatriation funds retained by AFLAC U.S.
============================================================================

      The operating results continue to reflect slightly lower benefit 
ratios.  This trend is principally due to the mix of business shifting 
toward accident and hospital indemnity policies, which have lower benefit 
ratios compared with other products.   Management expects future benefit 
ratios for some of the Company's supplemental products to increase slightly 
due to the Company's ongoing efforts to improve policy persistency by 
enhancing policyholder benefits. In addition, potential minimum benefit 
ratio requirements by insurance regulators may also result in an increase to 
these ratios.  

                                  EXH 13-13
<PAGE>
     At the same time, management expects the operating expense ratio, 
excluding discretionary advertising expenses, to decline in the future due 
to continued improvements in operating efficiencies.  By improving 
administrative systems and controlling other costs, management has been able 
to redirect funds to national advertising programs without significantly 
affecting the operating expense ratio.  For more information regarding 
advertising expenses, see Note 2 of the Notes to the Consolidated Financial 
Statements.  Operating expenses in 1995 also reflect the Company's decision 
to settle certain litigation in Alabama related to an ancillary line of 
business. 

     Management expects the pretax operating profit margin, which was 8.9% 
excluding the effect of repatriation in 1995, to remain approximately the 
same in 1996.

     The percentage increases in premium income reflect the growth of 
premiums in force.   The increases in annualized premiums in force of 8.8% 
in 1995, 9.1% in 1994 and 10.0% in 1993 were favorably affected by an 
improvement in the persistency for several lines of business, increased 
sales through Section 125 plans (commonly known as "cafeteria plans"), the 
product-broadening program and expanding affiliations with insurance 
brokers.  Declining sales of Medicare supplement, which has higher 
persistency, and increasing sales of accident insurance, which has lower 
persistency, have partially offset these increases in premium in force.  The 
Company continues to de-emphasize the sale of Medicare supplement insurance, 
its lowest margin product.

     New annualized premiums from sales and conversions were: $279.1 million 
in 1995, up 13.6%; $245.8 million in 1994, up 7.3%; and $229.0 million in 
1993, up 11.1%.  New products contributed greatly to new sales growth.  
Excluding Medicare supplement sales, new annualized premium sales were up 
20.8% for 1995, compared with 1994.

     The Company continues to believe that there are significant 
opportunities to market high-quality, affordable supplemental insurance 
products in the U.S. marketplace.


OTHER OPERATIONS

     The Company's other operations primarily include seven network- 
affiliated television stations located in small to mid-size U.S. markets.  
Broadcast revenues increased 5.1% in 1995 and 12.3% in 1994 primarily due to 
increased advertising revenues from an improved U.S. economy and from the 
off-year political elections in 1994.   Due to the large size and growth of 
the Company's insurance operations, the Broadcast Division will remain a 
small part of the Company's overall operating results.

     The Parent Company's operating expenses consist primarily of corporate 
overhead expenses such as salary costs, retirement provisions and 
professional fees.  These expenses have increased during the last three 
years, principally due to the growth in corporate service activities and to 
increased retirement accruals in 1995 and 1994 for certain senior officers 
and beneficiaries due to enhanced benefits, early retirement and certain 
revisions in actuarial assumptions.



                                  EXH 13-14
<PAGE>
FINANCIAL ACCOUNTING STANDARDS BOARD'S STATEMENTS

     For information regarding Statements of Financial Accounting Standards 
(SFAS) adopted during 1995 and those to be adopted in 1996, see Note 1 of 
the Notes to the Consolidated Financial Statements.


ANALYSIS OF FINANCIAL CONDITION
BALANCE SHEET

     The financial condition of the Company has remained strong during the 
last two years.  The investment portfolios of AFLAC Japan and AFLAC U.S. 
have continued to grow and consist of high-quality securities.

     Due to the relative size of AFLAC Japan, changes in the yen/dollar 
exchange rate can have a significant effect on the Company's financial 
statements.  The yen/dollar exchange rate at the end of each period is used 
to convert yen-denominated balance sheet items to U.S. dollars for reporting 
purposes.  The exchange rate at December 31, 1995, was 102.95 yen to one 
U.S. dollar, 3.0% weaker than the December 31, 1994, exchange rate of 99.85. 
Management estimates that the weaker yen rate decreased invested assets, 
including cash, by $531.2 million, total assets by $668.3 million and total 
liabilities by $652.3 million over the amounts that would have been reported 
using the previous year's exchange rate.  For additional information on 
exchange rates, see Note 2 of the Notes to the Consolidated Financial 
Statements.

     Under the provisions of SFAS No. 115, which was adopted January 1, 
1994, fixed-maturity securities available for sale are carried at fair 
value.  Previously, fixed-maturity securities were carried at amortized 
cost.  Net unrealized gains of $2.6 billion on investments in fixed-maturity 
securities at December 31, 1995, consisted of $2.6 billion in gross 
unrealized gains and $18.9 million in gross unrealized losses.  At year-end 
1994, net unrealized gains were $820.9 million.  During 1995, net unrealized 
gains increased by $1.7 billion, primarily due to the decrease in general-
market interest rates in Japan and the United States.  Since December 31, 
1994, AFLAC Japan's net unrealized gains have increased by $1.6 billion, and 
AFLAC U.S. net unrealized gains have increased by $150.9 million.  For 
additional information regarding SFAS No. 115, see Note 3 of the Notes to 
the Consolidated Financial Statements. 

     During 1995, total invested assets, including unrealized gains on 
fixed-maturity securities, increased $4.1 billion, or 25.3%.  During 1994, 
total invested assets increased $3.5 billion, or 28.3%.  In 1995, AFLAC 
Japan's invested assets increased $3.6 billion (24.7%), while AFLAC U.S. 
invested assets increased $416.3 million (33.1%).  Since December 31, 1994, 
total invested assets, excluding unrealized gains on fixed-maturity 
securities, have increased $2.3 billion, or 15.2%.  AFLAC Japan's 
investments increased $2.0 billion (14.7%), while AFLAC U.S. investments 
increased $265.4 million (20.3%).  During 1995, deferred policy acquisition 
costs increased 6.7%, and total assets increased 24.9%. The continued growth 
in assets reflects the strength of the Company's primary business, the 
substantial cash flows from operations, the record-breaking new annualized 
premium sales by AFLAC U.S., the substantial renewal premiums earned in 
AFLAC Japan (89% of AFLAC Japan premiums) and the effect of SFAS No. 115.  
Partially offsetting these positive factors was the previously mentioned 
weaker yen/dollar exchange rate.

                                  EXH 13-15
<PAGE>
     AFLAC invests primarily within the Japanese and U.S. fixed-maturity 
markets.  The Company uses specific criteria to judge the credit quality and 
liquidity of its investments.  The Company utilizes a variety of credit 
rating services to monitor this criteria.  The percentages of the Company's 
fixed-maturity securities available for sale, at amortized cost by quality 
rating, as of December 31, 1995, were as follows:

               AAA                                     49.2%
               AA                                      22.2
               A                                       24.6
               BBB                                      4.0
                                                      -----
                                                      100.0%

     Private placement investments made up 23.1% and 20.3% of the Company's 
total fixed-maturity securities available for sale as of December 31, 1995 
and 1994, respectively.  AFLAC Japan has made investments in the private 
sector to secure higher yields than 10-year Japanese government bonds would 
have provided.  At the same time, the Company has adhered to its 
conservative standards for credit quality.

     Mortgage loans on real estate and other long-term investments amounted 
to less than .2% of invested assets at both December 31, 1995 and 1994. Cash 
and short-term investments totaled $236.3 million as of December 31, 1995, 
or 1.2% of total invested assets, compared with $348.6 million, or 2.2% of 
total invested assets, at December 31, 1994.  For additional information 
concerning investments and market values, see Notes 3 and 4 of the Notes to 
the Consolidated Financial Statements.  

     Policy liabilities increased $3.6 billion, or 22.7%, during 1995. AFLAC 
Japan policy liabilities increased $3.5 billion, or 24.0%, and AFLAC U.S. 
policy liabilities increased $138.2 million, or 10.0%.  These increases are 
due to the addition of new business, the aging of policies in force and the 
effect of SFAS No. 115 (see Note 3).  The weaker yen decreased reported 
policy liabilities by $560.8 million in 1995.  During 1994, policy 
liabilities increased $3.9 billion, or 32.7%.  The stronger yen in 1994 
compared with 1993 increased reported policy liabilities by $1.6 billion.

     Loan agreements for the share repurchase program were amended to 
provide for borrowings of up to $500 million in U.S. dollars with interest 
at the London Interbank Offered Rate plus 25 basis points or in Japanese yen 
with interest at the Tokyo Interbank Offered Rate plus 25 basis points.  
Principal payments are payable annually over six years beginning in July 
1996.  In August 1995, all outstanding borrowings under the agreement were 
converted from dollar-denominated to yen-denominated amounts.  At December 
31, 1995, bank borrowings of 23.9 billion yen ($230.7 million) were 
outstanding in connection with the share repurchase program.  The Company 
has entered into interest rate swaps with a notional amount that 
approximates the unpaid principal at December 31, 1995.  These swaps 
effectively change the interest rate exposure from floating-rate to a fixed-
rate of 2.71%.  The Company has also designated these yen-denominated 
borrowings as a hedge of its net investment in AFLAC Japan for financial 
reporting purposes.  The Company's ratio of debt to total capitalization 
(debt plus shareholders' equity, excluding the unrealized market gains on 
securities available for sale) was 16.5% and 10.8% as of December 31, 1995 
and 1994, respectively.


                                  EXH 13-16
<PAGE>
     AFLAC Japan uses short-term (usually seven days) security lending 
arrangements to increase  investment income with minimal risk.  At December 
31, 1995 and 1994, the Company held Japanese government bonds as collateral 
for loaned securities in the amount of $1.4 billion and $556.9 million, 
respectively, at market value.  The Company's security lending policy 
requires that the market value of the securities received as collateral be  
105% or more of the market value of the loaned securities as of the date the 
securities are loaned, and not less than 100% thereafter.  During 1995, the 
average month-end balance of outstanding security loans was $1.1 billion.  
This program increased investment income in AFLAC Japan by approximately $.9 
million.

     Shareholders' equity has increased $382.4 million since December 31, 
1994.  The increase was primarily due to net earnings of $349.1 million,  an 
increase in net unrealized gains on securities available for sale of $253.9 
million, and an increase in unrealized foreign exchange gains of $39.2 
million, less net treasury stock purchases of $215.3 million and dividends 
paid of $48.9 million.  

     For information regarding proposed tax adjustments by the Internal 
Revenue Service and pending litigation (including Alabama), see Notes 8 and 
12, respectively, of the Notes to the Consolidated Financial Statements.

     Under insurance guaranty fund laws in most U.S. states, insurance 
companies doing business in those states can be assessed for policyholder 
losses up to prescribed limits that are incurred by insolvent companies with 
similar lines of business.  Such assessments have not been material to the 
Company in the past.  The Company believes that future assessments relating 
to companies currently involved in insolvency proceedings will not 
materially impact the consolidated financial statements.  The Japanese 
government is currently implementing a funding program for the protection of 
policyholders similar to the guarantee funds in the United States.

     The Company's insurance operations continue to provide its primary 
sources of liquidity.  Capital needs can also be supplemented by borrowed 
funds.  The principal sources of cash from insurance operations are premiums 
and investment income.  Primary uses of cash in the insurance operations are 
policy claims, commissions, operating expenses, income taxes and payments to 
the Parent Company for management fees and dividends.  Both the sources and 
uses of cash are reasonably predictable.  The Company's investment 
objectives provide for liquidity through the ownership of high-quality 
investment securities.  AFLAC insurance policies are generally not interest-
sensitive and therefore are not subject to unexpected policyholder 
redemptions due to investment-yield changes.  Also, the majority of AFLAC 
policies provide indemnity benefits rather than reimbursement for actual 
medical costs and therefore are not subject to the risks of medical cost 
inflation.

     The achievement of continued long-term growth will require growth in 
the statutory capital and surplus of the insurance subsidiaries.  The 
subsidiaries may secure additional statutory capital through various 
sources, such as internally generated statutory earnings or equity 
contributions by the Parent Company from funds generated through debt or 
equity offerings.  Management believes outside sources for additional debt 
and equity capital, if needed, will continue to be available for capital 
expenditures and business expansion.  

                                  EXH 13-17


<PAGE>
     Parent Company capital resources are largely dependent upon the ability 
of the subsidiaries to pay management fees and dividends.  Insurance 
regulatory authorities impose certain limitations and restrictions on 
payments of dividends, management fees, loans and advances by AFLAC to the 
Parent Company.  The Georgia Insurance Statutes require prior approval for 
dividend distributions that exceed the greater of statutory earnings for the 
previous year or 10% of statutory capital and surplus as of the previous 
year-end.  In addition, the Georgia Insurance Department must approve 
service arrangements and other transactions within the affiliated group.  
These regulatory limitations are not expected to affect the level of 
management fees or dividends paid by AFLAC to the Parent Company.  A life 
insurance company's statutory capital and surplus is computed according to 
rules prescribed by the National Association of Insurance Commissioners 
(NAIC), as modified by the insurance company's state of domicile.  Statutory 
accounting rules are different from generally accepted accounting principles 
and are intended to emphasize policyholder protection and company solvency.  

     A risk-based capital formula that establishes capital requirements 
relating to insurance risk, business risk, asset risk and interest rate risk 
was adopted by the NAIC in 1992 for U.S. life insurance companies.  These 
requirements are intended to facilitate identification by insurance 
regulators of inadequately capitalized insurance companies based upon the 
types and mixtures of risks inherent in the insurer's operations.  AFLAC's 
NAIC risk-based capital ratio continues to reflect a very strong capital and 
surplus position.  Also, there are various ongoing regulatory initiatives by 
the NAIC relating to investments, reinsurance, limited benefit insurance 
policies, dividend restrictions, revisions to the risk-based capital 
formula, recodification of statutory accounting principles and other related 
matters.  

     In addition to restrictions by U.S. insurance regulators, the Japanese 
Ministry of Finance (MOF) imposes restrictions on and requires approval for 
the remittances of earnings from AFLAC Japan to AFLAC U.S.  Payments are 
made from AFLAC Japan to the Parent Company for management fees and to AFLAC 
U.S. for allocated expenses and remittances of earnings.  Total funds 
received from AFLAC Japan were $179.5 million in 1995, $167.9 million in 
1994 and $133.4 million in 1993.  During the last few years, the MOF has 
developed solvency standards, a version of risk-based capital requirements, 
as part of its long-term regulatory revisions.  For additional information 
on regulatory restrictions on dividends, profit transfers and other 
remittances, see Note 10 of the Notes to the Consolidated Financial 
Statements.


CASH FLOW

     Operating cash flows for AFLAC Japan are translated using average 
monthly exchange rates for the year.  The average yen/dollar exchange rate, 
which is used to convert revenues, expenses and cash flows, strengthened 
8.7% in 1995 compared with 1994, 8.8% in 1994 compared with 1993 and 13.9% 
in 1993 compared with 1992.  The average exchange rates for 1995, 1994 and 
1993 were 94.10, 102.26 and 111.21, respectively.

     In 1995, consolidated cash flow from operations increased 24.3% to $2.9 
billion, compared with $2.4 billion in 1994 and $1.8 billion in 1993.  Net 
cash flow from operations for AFLAC Japan increased 28.0% to $2.7 billion in 
1995, compared with $2.1 billion in 1994 and $1.7 billion in 1993.  AFLAC 
Japan represented 93% of the consolidated net cash flow from operations in 
                                  EXH 13-18
<PAGE>
1995 and 90% in both 1994 and 1993.  The increasing cash flow from 
operations was due to the continued growth of the Company's insurance 
operations in Japan and the United States, and the stronger yen.  Cash flow 
from operations in 1995 was also favorably affected by a one-time 
acceleration of remittances from premium collection agencies to AFLAC Japan 
in the amount of $121.5 million.  This cash flow change did not affect 
earnings.

     Consolidated cash flow used by investing activities (purchases less 
dispositions of investment securities and additions to property and 
equipment) increased 27.4% to $2.9 billion in 1995, compared with $2.2 
billion in 1994 and $1.8 billion in 1993.  AFLAC Japan accounted for 90% of 
the consolidated net cash used by investing activities in 1995, compared 
with 89% in 1994 and 88% in 1993.  Included in AFLAC Japan's portion for 
1994 and 1993 were expenditures of $267.9 million for the construction of an 
administrative office building in Tokyo.

     Operating cash flow is primarily used to purchase high-quality fixed-
maturity securities.  When market opportunities arise, the Company disposes 
of certain fixed-maturity securities to improve future investment yields or 
lengthen maturities by reinvesting in securities of similar or higher 
quality.  Therefore, dispositions before maturity can vary significantly 
from year to year.  Dispositions before maturity represented approximately 
4% of the annual average investment portfolio of fixed-maturity securities 
in 1995, compared with 8% in both 1994 and 1993.

     In 1995, net cash used by financing activities (principally net 
purchases of treasury stock, dividends to shareholders, and debt proceeds 
net of debt repayments) was $93.4 million, compared with $130.4 million in 
1994 and $67.7 million in 1993.  The treasury stock purchases of $224.2 
million in 1995 were funded by proceeds from new borrowings in the amount of 
$198.3 million and available cash.  In 1994, treasury stock purchases of 
$131.7 million were funded by proceeds from new borrowings of $84.0 million 
and available cash.  All cash dividends paid by the Parent Company were 
funded by dividends received from its subsidiaries.  Cash dividends paid to 
shareholders amounted to $48.9 million in 1995, an increase of 8.9% over 
1994.  Cash dividends paid to shareholders in 1994 were $44.9 million, an 
increase of 12.2% over the 1993 cash dividends of $40.1 million.  The 1995 
cash dividend of $.338 per share increased 13.4% over 1994.  The 1994 cash 
dividend of $.298 per share represented an increase of 14.6% over the 1993 
cash dividend of $.26 per share.  The Company has increased the cash 
dividend per share at a compound rate of 13.7% over the last 10 years.  
















                                  EXH 13-19
<PAGE>
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


                      AFLAC INCORPORATED AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF EARNINGS
                            Years Ended December 31, 

(In thousands, except for per            1995         1994         1993    
  share amounts)                      ----------   ----------   ----------  

Revenues:
  Premiums, principally supplemental
    health insurance                  $6,070,830   $5,180,732   $4,225,390 
  Net investment income                1,024,960      838,825      689,272 
  Realized investment gains (losses)        (270)         (58)       2,937 
  Other income                            95,100       91,259       83,019 
                                       ---------    ---------    --------- 
        Total revenues                 7,190,620    6,110,758    5,000,618 
                                       ---------    ---------    --------- 
Benefits and expenses:
  Benefits and claims                  5,034,266    4,256,541    3,423,297 
  Acquisition and operating expenses:
    Amortization of deferred policy
      acquisition costs                  168,779      153,503      127,108 
    Insurance commissions                802,176      689,096      561,678 
    Insurance expenses                   424,974      361,881      340,350 
    Interest expense                      15,611       13,496       10,554 
    Capitalized interest on
      building construction                    -       (2,419)      (8,766)
    Other operating expenses             143,819      134,324      118,013 
                                       ---------    ---------    --------- 
        Total acquisition and
          operating expenses           1,555,359    1,349,881    1,148,937 
                                       ---------    ---------    --------- 
        Total benefits and expenses    6,589,625    5,606,422    4,572,234 
                                       ---------    ---------    --------- 
        Earnings before income taxes
          and cumulative effect
          of accounting changes          600,995      504,336      428,384 
Income taxes:
  Current                                233,662      146,472      136,930 
  Deferred                                18,276       65,074       47,565 
                                       ---------    ---------    --------- 
        Total income taxes               251,938      211,546      184,495 
                                       ---------    ---------    --------- 
        Earnings before 
          cumulative effect of
          accounting changes             349,057      292,790      243,889 
Cumulative effect on prior years 
  of accounting changes                        -            -       11,438 
                                       ---------    ---------    --------- 
        Net earnings                  $  349,057   $  292,790   $  255,327 
                                       =========    =========    ========= 

(continued)



                                  EXH 13-20
<PAGE>
                    AFLAC INCORPORATED AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF EARNINGS (continued)
                         Years Ended December 31, 

                                           1995        1994       1993
                                         --------   --------   --------


Earnings per share of common stock:
  Earnings before cumulative
    effect of accounting changes        $    2.33   $    1.89   $    1.55
  Cumulative effect of
    accounting changes                          -           -         .07
                                         --------    --------    --------
        Net earnings                    $    2.33   $    1.89   $    1.62
                                         ========    ========    ======== 
Common shares used in computing
  earnings per share (In thousands)       149,540     154,652     157,801
                                         ========    ========    ========

See the accompanying Notes to the Consolidated Financial Statements.
Share and per-share amounts have been adjusted to reflect the three-for-two 
stock split payable March 18, 1996.



































                                  EXH 13-21
<PAGE>
                      AFLAC INCORPORATED AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS    
                                 December 31, 


(In thousands)                                       1995           1994
                                                  ----------    ----------
ASSETS:
  Investments:
   Securities available for sale, at fair value:
     Fixed maturities (amortized cost
       $17,104,743 in 1995 and 
       $14,709,820 in 1994)                     $ 19,675,006   $ 15,530,694
     Equity securities (cost $80,912 in 
       1995 and $71,585 in 1994)                     108,062         84,373
   Mortgage loans on real estate                      22,213         25,104
   Other long-term investments                         3,343          5,038
   Short-term investments                            232,201        330,916
                                                 -----------    -----------
               Total investments                  20,040,825     15,976,125

  Cash                                                 4,139         17,643
  Receivables, primarily premiums                    321,111        303,748
  Accrued investment income                          256,659        220,757
  Deferred policy acquisition costs                2,565,027      2,402,869
  Property and equipment, at cost less
    accumulated depreciation                         552,061        580,247
  Securities held as collateral for 
    loaned securities                              1,378,197        556,937
  Intangible assets, at cost less 
    accumulated amortization of $37,263
    in 1995 and $35,003 in 1994                      104,546        109,865
  Other assets                                       115,421        118,888
                                                 -----------    -----------
               Total assets                     $ 25,337,986   $ 20,287,079
                                                 ===========    ===========


(continued)



















                                  EXH 13-22
<PAGE>
                   AFLAC INCORPORATED AND SUBSIDIARIES
                 CONSOLIDATED BALANCE SHEETS (continued)
                             December 31, 


(In thousands)                                       1995          1994  
                                                 -----------   -----------
LIABILITIES AND SHAREHOLDERS' EQUITY:
  Liabilities:
    Policy liabilities:
      Future policy benefits                    $ 18,000,296  $ 14,586,171
      Unpaid policy claims                         1,016,295       929,350
      Unearned premiums                              301,452       339,514
      Other policyholders' funds                     316,938       151,572
                                                 -----------   -----------
           Total policy liabilities               19,634,981    16,006,607

    Notes payable                                    327,268       184,901
    Income taxes, primarily deferred               1,397,709     1,392,441
    Payables for return of collateral
      on loaned securities                         1,378,197       556,937
    Payables for security transactions                80,014        46,371
    Other liabilities                                385,676       348,055
  Commitments and contingencies 
    (Notes 8, 11 and 12)
                                                 -----------   -----------
           Total liabilities                      23,203,845    18,535,312
                                                 -----------   -----------

  Shareholders' equity:
    Common stock of $.10 par value. Authorized
      175,000; issued 156,358 shares in 1995
      and 155,999 in 1994                             15,636        15,600
    Additional paid-in capital                       196,928       192,899
    Unrealized foreign currency translation
      gains                                          213,319       174,091
    Unrealized gains on securities available
      for sale                                       482,787       228,844
    Retained earnings                              1,577,605     1,277,487
    Treasury stock                                  (351,117)     (135,776)
    Notes receivable for stock purchases              (1,017)       (1,378)
                                                 -----------   ----------- 
           Total shareholders' equity              2,134,141     1,751,767
                                                 -----------   ----------- 
           Total liabilities and
             shareholders' equity               $ 25,337,986  $ 20,287,079
                                                 ===========   ===========

See the accompanying Notes to the Consolidated Financial Statements.
Share amounts have been adjusted to reflect the three-for-two stock split 
payable March 18, 1996.







                                  EXH 13-23
<PAGE>
                    AFLAC INCORPORATED AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                          Years Ended December 31,

(In thousands)                           1995         1994         1993    
                                      ----------   ----------   ----------  
Common stock:
  Balance at beginning of year        $   15,600   $   15,556   $   15,478 
  Exercise of stock options                   36           44           63 
  Shares issued in connection
    with acquisition                           -            -           15 
                                      ----------   ----------   ---------- 
Balance at end of year                    15,636       15,600       15,556 
                                      ----------   ----------   ---------- 
Additional paid-in capital:
  Balance at beginning of year           192,899      190,545      183,564 
  Exercise of stock options                3,199        2,119        3,759 
  Gain on treasury stock reissued            830          235            - 
  Shares issued in connection
    with acquisition                           -            -        3,222 
                                      ----------   ----------   ----------  
  Balance at end of year                 196,928      192,899      190,545 
                                      ----------   ----------   ----------  
Unrealized foreign currency 
translation gains:
  Balance at beginning of year           174,091      123,294       68,978 
  Change in unrealized translation
    gains during year, net of
    income taxes                          39,228       50,797       54,316 
                                      ----------   ----------   ----------  
  Balance at end of year                 213,319      174,091      123,294 
                                      ----------   ----------   ----------  
Unrealized gains on securities
available for sale:
  Balance at beginning of year           228,844       14,811        5,167 
  Cumulative effect of accounting
    change, net of income taxes                -      461,478            - 
  Change in unrealized gains (losses)
    during year, net of income taxes     253,943     (247,445)       9,644 
                                      ----------   ----------   ----------  
  Balance at end of year                 482,787      228,844       14,811 
                                      ----------   ----------   ----------  
Retained earnings:
  Balance at beginning of year         1,277,487    1,029,625      814,355 
  Net earnings                           349,057      292,790      255,327 
  Cash dividends ($.338 per share
    in 1995, $.298 in 1994 and
    $.26 in 1993)                        (48,939)     (44,928)     (40,057)
                                      ----------   ----------   ----------  
Balance at end of year               $ 1,577,605  $ 1,277,487  $ 1,029,625 
                                      ----------   ----------   ----------  

(continued)





                                  EXH 13-24
<PAGE>
                    AFLAC INCORPORATED AND SUBSIDIARIES
        CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (continued)
                          Years Ended December 31, 

(In thousands)                           1995         1994         1993   
                                      ----------   ----------   ---------- 

Treasury stock:
  Balance at beginning of year       $  (135,776) $    (6,568) $    (4,171)
  Purchases of treasury stock           (224,204)    (131,734)      (7,893)
  Shares issued to sales associates
    stock plan                             8,863        2,526            - 
  Shares issued in connection
    with acquisition                           -            -        5,496 
                                      ----------   ----------   ---------- 
  Balance at end of year                (351,117)    (135,776)      (6,568)
                                      ----------   ----------   ---------- 
Notes receivable for stock purchases      (1,017)      (1,378)      (1,639)
                                      ----------   ----------   ---------- 
  Total shareholders' equity         $ 2,134,141  $ 1,751,767  $ 1,365,624 
                                      ==========   ==========   ========== 

See the accompanying Notes to the Consolidated Financial Statements.
Per-share amounts have been adjusted to reflect the three-for-two stock 
split payable March 18, 1996.
































                                  EXH 13-25


<PAGE>
                    AFLAC INCORPORATED AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                          Years Ended December 31, 


(In thousands)                           1995         1994         1993   
                                      ----------   ----------   ----------
Cash flows from operating activities:
  Net earnings                       $   349,057  $   292,790  $   255,327 
  Adjustments to reconcile net
   earnings to net cash provided
   by operating activities:
    Increase in policy liabilities     2,539,406    2,236,198    1,782,689 
    Deferred income taxes                 18,276       65,074       47,565 
    Change in income taxes payable        79,785       (9,666)     (37,022)
    Increase in deferred policy
      acquisition costs                 (248,522)    (262,696)    (200,124)
    Change in receivables and
      advance premiums                   124,882      (44,984)     (38,490)
    Other, net                            81,214       92,530       35,304 
                                      ----------   ----------   ---------- 
      Net cash provided by
        operating activities           2,944,098    2,369,246    1,845,249 
                                      ----------   ----------   ---------- 
Cash flows from investing activities:
  Proceeds from investments sold 
   or matured:
    Fixed-maturity securities sold       626,938    1,125,179      915,629 
    Fixed-maturity securities matured    506,043      353,422      129,170 
    Equity securities                     42,247       42,208       45,131 
    Mortgage loans, net                    2,775       35,395       24,955 
    Other long-term investments, net       1,695            -        2,931 
    Short-term investments, net          100,634            -       18,483 

  Costs of investments acquired:
    Fixed-maturity securities         (4,082,021)  (3,425,922)  (2,766,509)
    Equity securities                    (44,459)     (40,632)     (51,237)
    Other long-term investments, net           -       (3,312)           - 
    Short-term investments, net                -     (147,849)           - 
  Additions to property and 
   equipment, net                        (17,391)    (185,395)    (112,207)
                                      ----------   ----------   ---------- 
      Net cash used by investing
        activities                   $(2,863,539) $(2,246,906) $(1,793,654)
                                      ----------   ----------   ---------- 

(continued)











                                  EXH 13-26
<PAGE>
                    AFLAC INCORPORATED AND SUBSIDIARIES
              CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
                          Years Ended December 31,


(In thousands)                           1995         1994         1993   
                                      ----------   ----------   ----------
Cash flows from financing activities:
  Proceeds from borrowings           $   198,291  $    84,000  $         - 
  Principal payments under debt
    obligations                          (31,442)     (42,681)     (32,197)
  Dividends paid to shareholders         (48,939)     (44,928)     (40,057)
  Purchases of treasury stock           (224,204)    (131,734)      (1,325)
  Treasury stock reissued                  9,693        2,761            -
  Other, net                               3,235        2,163        5,903 
                                      ----------   ----------   ---------- 
       Net cash used by
         financing activities            (93,366)    (130,419)     (67,676)
                                      ----------   ----------   ---------- 
Effect of exchange rate changes
  on cash                                   (697)       2,309        3,356 
                                      ----------   ----------   ---------- 
       Net change in cash                (13,504)      (5,770)     (12,725)
Cash at beginning of year                 17,643       23,413       36,138 
                                      ----------   ----------   ---------- 
Cash at end of year                  $     4,139  $    17,643  $    23,413 
                                      ==========   ==========   ========== 


Supplemental disclosures of cash
  flow information:
   Cash payments during the year for:
     Interest on debt obligations    $    12,764  $    13,742  $     9,459 
     Income taxes                        154,011      154,826      148,071


Noncash investing activities included issuance of common stock for purchase 
of a company amounting to $8,730 in 1993.

Noncash financing activities included capital lease obligations incurred for 
computer equipment totaling $2,517 in 1995, $18,210 in 1994, and $28,460 in 
1993.

See the accompanying Notes to the Consolidated Financial Statements.














                                  EXH 13-27
<PAGE>
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     DESCRIPTION OF BUSINESS:   AFLAC Incorporated (the Parent Company) and 
subsidiaries (the Company) operate predominantly in the insurance industry 
and primarily sell supplemental health insurance in Japan and the United 
States.  Substantially all of the Company's insurance operations are 
conducted through American Family Life Assurance Company of Columbus 
(AFLAC), which operates in the United States (AFLAC U.S.) and as a branch in 
Japan (AFLAC Japan).  Most of AFLAC's insurance policies are individually 
underwritten in the payroll market, with premiums paid by the employee.  
AFLAC Japan accounted for 85%, 84% and 82% of the Company's total revenues 
for 1995, 1994 and 1993, respectively, and 90% of total assets at December 
31, 1995 and 1994. 

     BASIS OF PRESENTATION:  The accompanying consolidated financial 
statements of the Company are prepared in accordance with generally accepted 
accounting principles.   These principles are established primarily by the 
Financial Accounting Standards Board (FASB) and the American Institute of 
Certified Public Accountants.  The preparation of financial statements in 
conformity with generally accepted accounting principles requires management 
to make estimates, based on the best information available, in recording 
transactions resulting from business operations.  The balance sheet amounts 
that involve a greater extent of accounting estimates and actuarial 
determinations subject to future changes are:  deferred policy acquisition 
costs, liabilities for future policy benefits and unpaid policy claims, 
accrued liabilities for unfunded retirement plans for various officers and 
beneficiaries, and contingent liabilities.  As additional information 
becomes available (or actual amounts are determinable), the recorded 
estimates may be revised and reflected in operating results.  All 
significant intercompany items have been eliminated in consolidation.  

     TRANSLATION OF FOREIGN CURRENCIES:  Financial statement accounts 
maintained in foreign currencies, principally Japanese yen, are translated 
into U.S. dollars as follows:  Assets and liabilities denominated in foreign 
currencies are translated at end-of-period rates of exchange.  Revenues, 
expenses and cash flows are translated from foreign currencies into U.S. 
dollars using average monthly exchange rates for the year.  The resulting 
currency translation adjustments are accumulated and reported as a separate 
component of shareholders' equity.  Realized currency exchange gains and 
losses resulting from foreign currency transactions are included in 
earnings.

     The Parent Company has designated its yen-denominated notes payable 
(Note 7) as a hedge of its net investment in AFLAC Japan. Outstanding 
principal and related accrued interest payable on the yen-denominated 
borrowings are translated into dollars at end-of-period rates of exchange.  
Interest expense is translated at average monthly exchange rates for the 
period the borrowings are outstanding.

     INSURANCE REVENUE AND EXPENSE RECOGNITION:  Substantially all 
supplemental health insurance policies issued by the Company are classified 
as long-duration contracts.  The contract provisions generally cannot be 
changed or canceled during the contract period; however, premiums for 
policies issued in the United States may be adjusted within prescribed 
guidelines and subject to approval by state insurance regulatory 
authorities.
                                  EXH 13-28
<PAGE>
     Insurance premiums for health policies are recognized as earned income 
ratably over the terms of the policies.  When revenues are recorded, the 
related amounts of benefits and expenses are charged against such revenues, 
so as to result in recognition of profits in proportion to premium revenues 
over the period the policies are expected to be renewed.  This association 
is accomplished by means of the provision for future policy benefits and the 
deferral and subsequent amortization of policy acquisition costs.

     The calculation of deferred policy acquisition costs and future policy 
benefits requires management's use of estimates consistent with sound 
actuarial valuation techniques.  For new policy issues, actuarial 
assumptions and deferrable acquisition costs are reviewed each year and 
revised when necessary to more closely reflect recent experience and studies 
of actual acquisition costs.  For all policies in force, deferred policy 
acquisition costs are evaluated to determine that they are recoverable from 
future revenues.  Costs not recoverable would be charged against earnings.

     INVESTMENTS:  Effective January 1, 1994, the Company adopted Statement 
of Financial Accounting Standards (SFAS) No. 115, Accounting for Certain 
Investments in Debt and Equity Securities.  Under this standard, the Company 
has classified all fixed-maturity securities as "available for sale."  Such 
securities are reported at fair value.  In prior years, these securities 
were carried at amortized cost.  Equity securities are carried at fair 
value.

     If the fair value is higher than amortized cost for fixed-maturity 
securities or purchase cost for equity securities, the excess is an 
unrealized gain; and if lower than cost, the difference is an unrealized 
loss.  The net unrealized gains and losses on securities available for sale, 
less amounts applicable to policy liabilities and deferred income taxes, are 
reported in a separate component of shareholders' equity.  Amortized cost of 
fixed-maturity securities is based on the purchase price and is adjusted 
periodically so that the carrying value will equal the face or par value at 
maturity.  

     For investments that have experienced a decline in value below their 
cost which is considered to be other than temporary, the decline is recorded 
as a realized investment loss in the statement of earnings.  Costs of 
securities sold are determined on the first-in, first-out method.  Purchases 
and sales of securities are recorded on the trade dates of the transactions.

     Fixed-maturity securities loaned to financial institutions in short-
term security lending transactions are not recorded as sales of securities, 
but continue to be carried as investment assets during the term of the 
loans.  Securities received as collateral for such loans are reported 
separately in assets at fair value with a corresponding liability of the 
same amount for the return of such collateral at termination of the loans.

     Interest is recorded as income when earned and is adjusted for 
amortization of any premium or discount.  Dividends on equity securities are 
recorded as income on the ex-dividend dates.

     DEFERRED POLICY ACQUISITION COSTS:  The costs of acquiring new business 
and converting existing policies are deferred and amortized, with interest, 
over the premium payment periods in proportion to the ratio of annual 
premium income to total anticipated premium income.  Anticipated premium 
income is estimated by using the same mortality and withdrawal assumptions 
used in computing liabilities for future policy benefits.  In this manner, 
                                  EXH 13-29
<PAGE>
the related acquisition expenses are matched with revenues.  Costs deferred 
include commissions and certain direct and allocated policy issue, 
underwriting and marketing expenses, all of which vary with and are 
primarily related to the production of new business.  Policy acquisition 
costs deferred were $413.5 million in 1995, $416.2 million in 1994 and 
$334.5 million in 1993.  Of the policy acquisition costs deferred, 
commissions represented 63.8% in 1995, 66.6% in 1994 and 62.4% in 1993.

     INSURANCE LIABILITIES:  The liabilities for future policy benefits are 
computed by a net level premium method using estimated future investment 
yields, withdrawals and recognized morbidity and mortality tables modified 
to reflect the Company's experience, with reasonable provision for possible 
future adverse deviations in experience.  

     Unpaid policy claims are estimates computed on an undiscounted basis 
using statistical analyses of historical claim experience adjusted for 
current trends and changed conditions.  The ultimate liability may vary 
significantly from such estimates.  These estimates are regularly adjusted 
in subsequent reporting periods as new experience data emerges and are 
reflected in operating results in the year such adjustments are made.  

     INCOME TAXES:  Different rules are used in computing U.S. and foreign 
income tax expense presented in the accompanying financial statements from 
those used in preparing the Company's income tax returns.   Deferred income 
taxes are recognized using the liability method.  Under the liability 
method, deferred income taxes are recognized for temporary differences 
between the financial reporting basis and income tax basis of assets and 
liabilities, based on enacted tax laws and statutory tax rates applicable to 
the periods in which the temporary differences are expected to reverse.

     The Parent Company and its U.S. subsidiaries, including foreign 
branches, file a consolidated U.S. income tax return.  Additionally, AFLAC 
Japan is subject to Japanese corporate income taxes.  The Company's other 
minor foreign branches and subsidiaries are also subject to income taxation 
in their foreign jurisdictions.

     INTANGIBLES:  Television network affiliations and FCC licenses of 
broadcast businesses acquired are amortized using the straight-line method 
over 40 years.  Unamortized intangibles are periodically reviewed to assess 
recoverability using estimates of undiscounted future cash flows from the 
related business.

     EARNINGS PER SHARE:  Earnings per share are based on the weighted 
average number of common shares outstanding during the periods, including 
dilutive shares issuable under the stock option plans.  All share and per-
share amounts have been adjusted to reflect the three-for-two stock split 
declared by the board of directors on February 13, 1996. 

     ACCOUNTING CHANGES ADOPTED:  On January 1, 1995, the Company adopted 
SFAS No. 114, Accounting by Creditors for Impairment of a Loan, and SFAS No. 
118, Accounting by Creditors for Impairment of a Loan-Income Recognition and 
Disclosures.  These new accounting standards require impaired mortgage loans 
to be measured based on the present value of expected future cash flows, 
discounted at the loan's effective interest rate, or at the loan's 
observable market price, or the fair value of the collateral if the loan is 
collateral-dependent. The implementation of these standards had no material 
effect on the Company. 

                                  EXH 13-30
<PAGE>
     Effective January 1, 1994, the Company adopted SFAS No. 115, Accounting 
for Certain Investments in Debt and Equity Securities.  As required, the 
financial information for prior years was not restated.  This accounting 
change has no effect on earnings.  For further information, see Note 3.

     Effective January 1, 1993, the Company adopted three new accounting 
standards prescribed by the FASB through a one-time cumulative increase of 
$11.4 million in the statement of earnings. The financial information for 
prior years was not restated.  Components of the cumulative adjustment were: 
an increase to net earnings of $22.0 million from the release of previously 
provided deferred income taxes (SFAS No. 109, Accounting for Income Taxes), 
a charge to net earnings of $9.6 million for the accrual of retirement 
benefits other than pensions (SFAS No. 106, Employers' Accounting for 
Postretirement Benefits Other Than Pensions), and a charge of $1.0 million 
for the accrual of postemployment benefits (SFAS No. 112, Employers' 
Accounting for Postemployment Benefits).  SFAS No. 109 changed the method of 
recognizing deferred income taxes from the deferred method to the liability 
method.  SFAS Nos. 106 and 112 require the accrual of postretirement and 
postemployment benefits during employees' active service years rather than 
recognizing the costs when benefits are paid.  These new accounting 
standards did not have a material effect on operating earnings subsequent to 
the change.

     ACCOUNTING PRONOUNCEMENTS NOT YET ADOPTED:  In March 1995, the FASB 
issued SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and 
for Long-Lived Assets to be Disposed Of.  This statement, which must be 
adopted by March 31, 1996, establishes accounting standards for the 
impairment of long-lived assets, certain identifiable intangibles, and 
goodwill related to (1) those assets to be held and used in the business, 
and (2) for assets to be disposed of.  The Company does not anticipate a 
material effect on the financial statements from this new accounting 
standard.

     SFAS No. 123, Accounting for Stock-Based Compensation, is effective for 
1996.  This statement provides a choice for accounting for employee stock 
compensation plans. A company can elect to use the new fair-value-based 
method of accounting for employee stock compensation plans, under which 
compensation cost is measured and recognized in results of operations, or 
continue to account for these plans under the current accounting standards. 
Entities electing to remain with the present accounting method must make 
disclosures of what net income and earnings per share would have been if the 
fair-value-based method of accounting had been applied.  The Company plans 
to continue to account for employee stock options using the present 
accounting method and include the required disclosures in the financial 
statements.

     RECLASSIFICATIONS:  Certain prior year amounts have been reclassified 
to conform to the current year presentation. 










                                  EXH 13-31
<PAGE>
(2)  FOREIGN INFORMATION AND BUSINESS SEGMENT INFORMATION
     The Company's only reportable industry segment is insurance.  The 
Company's principal foreign operations are conducted in Japan.  The 
components of operations for the years ended December 31 were as follows: 

(In thousands)                          1995          1994          1993    
                                     ---------     ---------     ---------  
Total revenues:
  Insurance:
    Japan                           $6,115,689    $5,127,418    $4,103,294  
    U.S.                               960,443       875,729       793,645  
    Realized investment
      gains (losses)                      (270)           17         4,594  
                                     ---------     ---------     ---------  
      Total U.S. and
       Japan insurance               7,075,862     6,003,164     4,901,533  
  Broadcast - U.S.                      81,569        77,596        69,082  
  Corporate and 
    other operations                    74,392        67,334        74,063  
  Intercompany eliminations            (41,203)      (37,336)      (44,060) 
                                     ---------     ---------     ---------  
      Total                         $7,190,620    $6,110,758    $5,000,618  
                                     =========     =========     =========  
Earnings before income taxes and
 cumulative effect of accounting changes:
  Insurance:
    Japan                           $  561,361    $  471,364    $  398,946  
    U.S.                               104,459        90,216        75,104
    Realized investment
      gains (losses)                      (270)           17         4,594  
                                     ---------     ---------     ---------
      Total U.S. and
        Japan insurance                665,550       561,597       478,644  
  Broadcast - U.S.                      18,953        17,164        13,397  
  Corporate and
    other operations                   (72,189)      (64,552)      (55,554)
  Interest expense
    (noninsurance operations)          (11,319)       (9,873)       (8,103)
                                     ---------     ---------     ---------
      Total                         $  600,995    $  504,336    $  428,384  
                                     =========     =========     =========  

Total assets at December 31 were as follows:
(In thousands)                                 1995             1994
                                            ----------       ----------
Total assets:  
  Insurance:
    Japan                                  $22,836,615      $18,256,082 
    U.S.                                     2,239,324        1,781,026 
                                            ----------       ----------
      Total U.S. and 
        Japan insurance                     25,075,939       20,037,108 
  Broadcast - U.S.                             159,627          152,115 
  Corporate and other operations             2,726,366        2,124,500 
  Intercompany eliminations                 (2,623,946)      (2,026,644)
                                            ----------       ----------
      Total                                $25,337,986      $20,287,079 
                                            ==========       ========== 
                                  EXH 13-32
<PAGE>
     Net assets of AFLAC Japan totaled $1.8 billion at December 31, 1995, 
and $1.6 billion at December 31, 1994.  U.S. dollar-denominated securities 
(including accrued investment income) are owned by AFLAC Japan.  Such 
securities amounted to $1.3 billion and $972.0 million at December 31, 1995, 
and December 31, 1994, respectively.  AFLAC Japan's investments in dollar-
denominated securities constitute an economic currency hedge of a portion of 
the Company's investment in its foreign branch.  In addition, the Parent 
Company has designated its yen-denominated bank borrowings of $230.7 million 
at December 31, 1995, (Note 7) as a hedge of its net investment in AFLAC 
Japan.  The Company's yen-denominated net assets subject to foreign currency 
translation fluctuations for financial reporting purposes were $284.4 
million and $601.9 million at December 31, 1995 and 1994, respectively.  
Such amounts consist of AFLAC Japan's net assets less its dollar-denominated 
investments and the Parent Company's yen-denominated borrowings. 

     The 1995 year-end yen-to-dollar exchange rate, which was used to 
convert balance sheet items to U.S. dollars, weakened 3.0% compared with 
1994, while the 1994 year-end exchange rate strengthened 12.2% compared with 
1993, based on the yen/dollar rates of 102.95, 99.85, and 112.00 at December 
31, 1995, 1994 and 1993, respectively.  If the exchange rates had remained 
unchanged from the prior year-end rates, the Company's total assets would 
have been higher by approximately $668.3 million in 1995 and lower by 
approximately $1.9 billion in 1994.  Total liabilities would have been 
higher by approximately $652.3 million in 1995 and lower by approximately 
$1.8 billion in 1994.  

     The average yen/dollar exchange rate, which was used to convert 
revenues, expenses and cash flows, strengthened 8.7% in 1995 compared with 
1994, 8.8% in 1994 compared with 1993 and 13.9% in 1993 compared with 1992. 
The average exchange rates for 1995, 1994, and 1993 were 94.10, 102.26, and 
111.21, respectively.  The above strengthening increased net earnings by 
approximately $23.0 million in 1995, $19.7 million in 1994 and $24.5 million 
in 1993.

     Earnings before income taxes included net realized foreign exchange 
transaction losses of $2.9 million in 1995 and $.2 million in 1994, and 
gains of $.8 million in 1993. 

     Payments are made from AFLAC Japan to the Parent Company for management 
fees and to AFLAC U.S. for allocated expenses and remittances of earnings.  
These payments totaled $179.5 million in 1995, $167.9 million in 1994 and 
$133.4 million in 1993.  See Note 10 for information concerning restrictions 
on remittances of AFLAC Japan earnings. 

     The Company's receivables consisted primarily of monthly insurance 
premiums due from individual policyholders or their employers for payroll 
deduction of premiums.  At December 31, 1995, $240.5 million, or 74.9%, were 
receivables for AFLAC Japan ($234.9 million at December 31, 1994).

     The Company's advertising expense was $34.9 million in 1995, $23.5 
million in 1994 and $20.7 million in 1993.  AFLAC Japan accounted for $19.9 
million, $9.4 million and $9.5 million in 1995, 1994 and 1993, respectively.

     Additions to property and equipment were $23.7 million in 1995, $194.2 
million in 1994 and $123.2 million in 1993.  AFLAC Japan's additions were 
$4.5 million in 1995, $175.5 million in 1994 and $96.8 million in 1993.


                                  EXH 13-33
<PAGE>
(3)  INVESTMENTS

     The amortized cost for fixed-maturity securities, purchase cost for 
equity securities and the fair values of investments in securities available 
for sale at December 31 were as follows:

                                           December 31, 1995             
                               --------------------------------------------
                                Cost or      Gross      Gross             
                               Amortized  Unrealized  Unrealized    Fair   
(In millions)                     Cost       Gains      Losses      Value   
                               ---------  ----------  ----------  ---------
Fixed-maturity securities:
 Yen-denominated:  
  Japan national government   
    direct obligations         $ 5,504.9   $ 1,239.1   $     .6   $ 6,743.4
  Japan government guaranteed      492.6        51.2         .1       543.7
  Japan municipalities             845.7        89.9         .4       935.2
  Japan public utilities         2,882.9       408.4         .1     3,291.2
  Corporate obligations:
    Banks and other financial 
      institutions                 421.4        35.6          -       457.0
    Foreign issuers:
      Euroyen                    3,931.4       484.8       15.4     4,400.8
      Samurai                      243.5        28.7          -       272.2
    Other                          242.8        62.2          -       305.0
                                --------    --------    --------   --------
       Total yen-denominated    14,565.2     2,399.9       16.6    16,948.5
                                --------    --------    --------   --------
 U.S. dollar-denominated:
  U.S. government direct 
    obligations                    107.6         4.1          -       111.7
  U.S. agencies (FNMA, etc.)       200.0        10.8          -       210.8
  U.S. mortgage-backed 
    securities                     189.8         7.7         .3       197.2
  Sovereign and Supranational      155.4        12.9         .1       168.2
  Corporate obligations:
    Public utilities               150.1         8.3         .5       157.9
    Asset-backed securities        114.6         7.3         .7       121.2
    Other                        1,604.1       137.5         .7     1,740.9
                                --------    --------    --------   --------
   Total dollar-denominated      2,521.6       188.6        2.3     2,707.9
                                --------    --------    --------   --------
 Other foreign securities           17.9          .7          -        18.6
                                --------    --------    --------   --------
   Total fixed-maturity
     securities available
     for sale                   17,104.7     2,589.2        18.9   19,675.0
Equity securities                   80.9        29.3         2.1      108.1
                                --------    --------    --------   --------
Total securities available
  for sale                     $17,185.6   $ 2,618.5   $    21.0  $19,783.1
                                ========    ========    ========   ======== 





                                  EXH 13-34
<PAGE>
                                              December 31, 1994            
                                  -----------------------------------------
                                   Cost or    Gross      Gross           
                                  Amortized Unrealized Unrealized   Fair  
(In millions)                        Cost     Gains      Losses     Value  
                                 --------- ---------- ---------- ---------
Fixed-maturity securities:
 Yen-denominated:  
  Japan national government 
    direct obligations           $ 4,790.3  $  492.1   $     .3  $ 5,282.1 
  Japan government guaranteed        590.7      26.3          -      617.0 
  Japan municipalities               768.4      36.1         .5      804.0 
  Japan public utilities           2,505.2     220.9        3.5    2,722.6 
  Corporate obligations:
    Banks and other financial
      institutions                   189.3       5.0         .1      194.2 
    Foreign issuers: 
      Euroyen                      3,212.0     176.2       66.2    3,322.0
      Samurai                        304.1      14.6        1.8      316.9
    Other                            301.7      37.4        6.2      332.9 
                                  --------   -------     ------   --------
      Total yen-denominated       12,661.7   1,008.6       78.6   13,591.7
                                  --------   -------     ------   --------
 U.S. dollar-denominated:
  U.S. government direct 
    obligations                      132.5        .3        4.5      128.3 
  U.S. agencies (FNMA, etc.)          83.9        .1        3.4       80.6
  U.S. mortgage-backed
    securities                       152.2        .1       10.4      141.9
  Sovereign and Supranational        134.7       1.9        5.5      131.1
  Corporate obligations:
    Public utilities                 136.4        .2       13.1      123.5
    Asset-backed securities          141.6        .4        8.3      133.7
    Other                          1,243.4       9.6       76.3    1,176.7
                                  --------   -------     ------   --------
     Total dollar-denominated      2,024.7      12.6      121.5    1,915.8 
                                  --------   -------     ------   --------
 Other foreign securities             23.4         -         .2       23.2 
                                  --------   -------     ------   --------
     Total fixed-maturity
       securities available
       for sale                   14,709.8   1,021.2      200.3   15,530.7
Equity securities                     71.6      15.9        3.1       84.4 
                                  --------   -------     ------   --------
Total securities available
  for sale                       $14,781.4  $1,037.1    $ 203.4  $15,615.1 
                                  ========   =======     ======   ======== 











                                  EXH 13-35
<PAGE>
     The amortized cost and fair values of investments in fixed-maturity 
securities available for sale at December 31, 1995, by contractual maturity 
are shown below.
                                            Cost or               
                                           Amortized          Fair      
(In millions)                                 Cost            Value      
                                          -----------      -----------
Due in one year or less                   $     530.2      $     541.9  
Due after one year through
  five years                                  2,231.9          2,477.0
Due after five years through
  10 years                                    4,091.0          4,675.9
Due after 10 years                           10,061.8         11,783.0
U.S. mortgage-backed
  securities                                    189.8            197.2
                                           ----------       ----------
    Total fixed-maturity securities 
      available for sale                  $  17,104.7      $  19,675.0  
                                           ==========       ==========   

     Expected maturities will differ from contractual maturities because 
some issuers have the right to call or prepay obligations with or without 
call or prepayment penalties.

     For AFLAC Japan, the duration of policy benefit liabilities is longer 
than that of the related assets.  Therefore, there is a risk that the 
reinvestment of the proceeds at the maturity of such investments will be at 
a yield below that of the interest required for the accretion of policy 
liabilities.  At December 31, 1995, the average duration of the policy 
liabilities was approximately 13 years, while the average duration of the 
related assets was nine years.  The weighted average period to maturity of 
fixed-maturity securities at December 31, 1995, was 11.3 years, compared 
with 10.7 years at December 31, 1994.  Over the next four years, $2.0 
billion, or 13.1% of AFLAC Japan's fixed-maturity securities will mature and 
be reinvested.

     Fair values for fixed-maturity securities were provided by outside 
securities consultants using market quotations, prices provided by market 
makers or estimates of fair values obtained from yield data relating to 
investment securities with similar characteristics.  The fair values for 
equity securities were determined using market quotations as of the end of 
the year on the principal public exchange markets.
















                                  EXH 13-36
<PAGE>
     Realized and unrealized gains and losses from investments for the years 
ended December 31 were as follows:

(In thousands)                          1995          1994          1993   
                                     ----------    ----------    ----------
Realized gains (losses) on
 sale or maturity of investments:
  Fixed-maturity securities: 
    Gross gains from sales          $     7,561   $    19,054   $    16,447 
    Gross losses from sales             (16,293)      (24,761)       (8,980)
    Net gains from redemptions              924         2,416         2,369 
                                     ----------    ----------    ----------
                                         (7,808)       (3,291)        9,836
  Equity securities:  
    Gross gains from sales                9,471         5,346         1,764 
    Gross losses from sales              (1,662)       (1,587)       (7,628)
  Other long-term securities, net          (271)         (526)       (1,035)
                                     ----------    ----------    ----------
     Net realized gains (losses)    $      (270)  $       (58)  $     2,937
                                     ==========    ==========    ========== 
Changes in unrealized gains (losses):
  Fixed-maturity securities         $ 1,749,389   $(1,030,290)  $ 1,351,816 
  Equity securities                      14,362        (1,585)       11,683 
                                     ----------    ----------    ----------
     Net unrealized gains (losses)  $ 1,763,751   $(1,031,875)  $ 1,363,499 
                                     ==========    ==========    ========== 

     As of January 1, 1994, the Company classified all fixed-maturity 
securities as available for sale under the guidelines of SFAS No. 115.  Such 
securities are carried at fair value in the financial statements in 1995 and 
1994.  As required, prior-year numbers were not restated.  In years prior to 
1994, all fixed-maturity securities were carried in the financial statements 
at amortized cost.  Equity securities are carried in the financial 
statements at market value in all years.  The unrealized gains and losses on 
fixed-maturity securities available for sale, less amounts applicable to 
policy liabilities and deferred income taxes, were reported in a separate 
component of shareholders' equity, along with unrealized gains and losses on 
equity securities in both 1995 and 1994.  Since fixed-maturity securities 
were carried at amortized cost in 1993, the unrealized gains and losses 
shown above on those securities are not reflected in shareholders' equity 
for 1993.  

















                                  EXH 13-37
<PAGE>
     The effect on shareholders' equity of adopting SFAS No. 115 was as 
follows:

 (In thousands)      December 31, 1995  December 31, 1994   January 1, 1994
                     -----------------  -----------------  -----------------
Increase in
  invested assets       $  2,570,263        $   820,874      $   1,851,141
Less:
  Increase in
    policy liabilities     1,865,077            315,599          1,088,633
  Increase in deferred 
    income taxes             249,109            289,089            301,030
                         -----------         ----------       ------------
Increase in 
  shareholders' equity,
  net unrealized gains
  on securities
  available for sale    $    456,077        $   216,186       $    461,478
                         ===========         ==========        ===========

     The following fixed-maturity securities individually exceeded 10% of 
shareholders' equity at December 31:
                                      1995                    1994        
                              -------------------     -------------------
                              Amortized    Fair       Amortized    Fair  
(In millions)                   Cost       Value        Cost       Value  
                              -------------------     -------------------
Japan National Government     $5,504.9   $6,743.4     $4,790.3   $5,282.1 
Tokyo Electric Power
  Company, Ltd.                  976.8    1,111.4        767.3      842.0 
Chubu Electric Power             614.1      694.0        552.3      591.2 
Tokyo Metropolitan   
  Government                     324.9      356.2        300.9      314.6 
Province De Quebec               277.7      299.4        269.2      252.6 
Tohoku Electric Power            251.9      286.2        203.3      219.3 
Kyushu Electric Power
  Company, Ltd.                  250.5      289.5        239.7      261.5 
Generale Bank NV                 242.8      239.5            *          *
Kansai Electric Power
  Company, Ltd.                  224.2      259.0        232.7      253.3 
Chugoku Electric Power           211.2      238.1        177.8      192.1 
Goldman Sachs Group              208.9      241.3        200.3      207.6
Finance Corp. of Local
  Enterprise                     208.7      233.4        314.4      330.7 
Republic of Austria                  *          *        198.9      206.9 
Nippon Telephone and
  Telegraph Corp.                    *          *        168.8      180.0

*Less than 10%

     The Company's investments in Japanese government bonds (at amortized 
cost) constituted 35.1% and 36.6% of total fixed-maturity securities 
available for sale at December 31, 1995 and 1994, respectively.





                                  EXH 13-38
<PAGE>
     The components of net investment income for the years ended December 31 
were as follows:

(In thousands)                           1995         1994         1993   
                                     ----------    ---------    ---------
Fixed-maturity securities            $1,030,224    $ 841,917    $ 691,482 
Equity securities                         1,466        1,255        1,554 
Mortgage loans on real estate             1,893        3,193        6,024 
Other long-term investments                 130          146          369 
Short-term investments                   13,472       11,668        8,094 
                                      ---------     --------     --------
  Gross investment income             1,047,185      858,179      707,523 
Less investment expenses                 22,225       19,354       18,251 
                                      ---------     --------     -------- 
  Net investment income              $1,024,960    $ 838,825    $ 689,272 
                                      =========     ========     ======== 



(4)  FINANCIAL INSTRUMENTS 

NONDERIVATIVES

     The carrying amounts for cash, receivables, accrued investment income, 
accounts payable and payables for security transactions approximated their 
fair values due to the short-term maturity of these instruments.  
Consequently, such instruments are not included in the table presented 
below.

     The methods of determining the fair values of the Company's fixed-
maturity and equity securities are described in Note 3.  The fair values for 
mortgage loans are estimated using the quoted market prices for securities 
collateralized by similar mortgage loans, adjusted for the difference in 
loan characteristics.  For mortgage loans where quoted market prices are not 
available, the fair values are estimated using discounted cash flow analysis 
and interest rates being offered for similar loans to borrowers with similar 
credit ratings.  Loans with similar characteristics are aggregated for 
purposes of these calculations.  At December 31, 1995, 74.5% of mortgage 
loans were commercial and 25.5% were residential (at December 31, 1994, 
72.8% and 27.2%, respectively).

     The fair values for notes payable are estimated using discounted cash 
flow analyses based on the Company's current borrowing rates for similar 
types of borrowings.

     AFLAC Japan uses short-term security lending arrangements to increase 
investment income with minimal risk.  At December 31, 1995 and 1994, the 
Company held Japanese government bonds as collateral for loaned securities. 
The Company's security lending policy requires that the fair value of the 
securities received as collateral be 105% or more of the fair value of the 
loaned securities as of the date the securities are loaned and not less than 
100% thereafter.  Bond market quotations are used to determine the fair 
value and carrying value of the collateral asset and related liability.





                                  EXH 13-39
<PAGE>
DERIVATIVES

     The Company has only limited activity with derivative financial 
instruments and does not use them for trading purposes nor engage in 
leveraged derivative transactions.  In addition, the Company does not use 
derivatives to hedge the foreign-currency-denominated net assets of its 
foreign insurance operations.  See Note 2 for additional information on the 
Company's yen-denominated net assets.

     The Company has entered into interest rate swap agreements on two 
floating-rate loans to reduce the impact of changes in interest rates on its 
borrowing costs.  These transactions effectively change a portion of the 
Company's interest rate exposure from floating interest rates to fixed 
interest rates.  Under these swap agreements, the Company makes fixed-rate 
payments and receives floating-rate payments in return to offset the 
floating-rate payments required under the loan agreements.

     In August 1995, the Company entered into swaps on its yen-denominated 
borrowings (Note 7).  The interest rate swaps have notional principal 
amounts that approximate the unpaid principal amount during the six-year 
loan period (23.9 billion yen or $230.7 million at December 31, 1995).  
Under these agreements, the Company makes fixed-rate payments at 2.71% and 
receives floating-rate payments in return (.8125% at December 31, 1995) 
based on the three-month Tokyo Interbank Offered Rate.

     At December 31, 1995 and 1994, the Company had an interest rate swap 
with a notional principal amount equal to the principal balance of the 
related loan of $39.2 million and $49.0 million, respectively.  Under this 
agreement, the Company makes fixed-rate payments based on a rate of 5.965% 
and receives floating-rate payments in return (6.86% at December 31, 1995) 
based on the three-month London Interbank Offered Rate.

     The fair value of interest rate swaps is the estimated amount that the 
Company would receive or pay to terminate the swap agreements at the 
reporting date.  The Company is exposed to nominal credit risk in the event 
of non-performance by counterparts to these interest rate swap agreements.  
The counterparts are credit-worthy financial institutions.





















                                  EXH 13-40
<PAGE>
     The carrying values and estimated fair values of the Company's 
financial instruments as of December 31 are as follows:

                                   1995                        1994       
                        ------------------------    -----------------------
                          Carrying      Fair          Carrying      Fair    
(In thousands)             Amount       Value          Amount       Value   
                        ------------------------    -----------------------
Assets:
 Fixed-maturity 
   securities           $19,675,006  $19,675,006   $15,530,694  $15,530,694 
 Equity securities          108,062      108,062        84,373       84,373 
 Mortgage loans              22,213       28,825        25,104       29,104 
 Policy loans                 1,230        1,230         1,202        1,202 
 Short-term investments     232,201      232,201       330,916      330,916 
 Securities held as 
   collateral for 
   loaned securities      1,378,197    1,378,197       556,937      556,937 

Liabilities:
 Notes payable              327,268      328,687       184,901      186,716 
 Derivatives - interest
   rate swaps                     -        4,876             -       (2,108)
 Payables for return of
   collateral on loaned
   securities             1,378,197    1,378,197       556,937      556,937 



(5)  PROPERTY AND EQUIPMENT

     Property and equipment consisted of the following at December 31:

(In thousands)                                     1995          1994   
                                                 --------      -------- 
Land                                             $138,765      $142,426 

Buildings                                         360,949       362,439 

Equipment                                         190,833       184,563 
                                                  -------       -------
                                                  690,547       689,428 

Less accumulated depreciation                     138,486       109,181 
                                                  -------       -------
  Net property and equipment                     $552,061      $580,247 
                                                  =======       ======= 











                                  EXH 13-41
<PAGE>
(6)  POLICY LIABILITIES

     The liability for future policy benefits at December 31 consisted of 
the following:

(In millions)              Liability Amounts           Interest Rates   
                      ----------------------------   -------------------
                      Policy                           Year             
                      Issue                             of       In 20  
                       Year       1995      1994       Issue     Years  
                      ------   --------   --------   --------  ---------
Health insurance:
  Foreign:           1995     $    17.4  $       -      4.0%      4.0%
                     1994-95      429.3       94.0      4.5       4.5 
                     1990-95    7,399.9    6,171.5      5.5       5.5
                     1988-93    1,132.8    1,056.0      5.25      5.25
                     1987-88    1,269.6    1,222.5      5.5       5.5
                     1985-87      211.1      218.3      5.65      5.65
                     1985-86      999.5      974.8      6.75      5.5
                     1978-84    2,795.7    2,670.7      6.5       5.0
                     1974-79      603.1      731.9      7.0       5.0
                     Other         35.9       29.7                      

  U.S.:              1988-95      368.4      289.1      8.0       6.0
                     1986-95      390.9      342.2      6.0       6.0
                     1985-86       24.8       23.9      6.5       6.5
                     1981-86      267.0      268.2      7.0       5.5
                     Other        164.6      154.4                      

Life insurance       1956-95       25.2       23.4      4.0-6.75  5.5

SFAS No. 115 
  adjustment
  (Note 3)                      1,865.1      315.6                
                               --------   -------- 
                       Total  $18,000.3  $14,586.2                      
                               ========   ========                      

     The weighted-average interest rates reflected in the statements of 
earnings for health insurance future policy benefits for Japan policies were 
5.6% in 1995, 5.7% in 1994 and 5.8% in 1993, and for U.S. policies, 6.3% in 
each of the years from 1993 through 1995.     
















                                  EXH 13-42
<PAGE>
     Changes in the liability for unpaid policy claims are summarized as 
follows for the years ended December 31:

(In thousands)                             1995        1994        1993
                                        ---------   ---------   ---------
Unpaid supplemental health claims -
  beginning of year                    $  914,826  $  697,712  $  546,936 
                                        ---------   ---------   ---------
Add claims incurred during the year
  related to:
    Current year                        2,399,567   1,978,901   1,576,396
    Prior years                          (130,891)    (62,940)    (40,033)
                                        ---------   ---------   --------- 
       Total incurred                   2,268,676   1,915,961   1,536,363 
                                        ---------   ---------   --------- 
Less claims paid during the year:
  On claims incurred during 
    current year                        1,496,790   1,236,131   1,003,892 
  On claims incurred during 
    prior years                           630,759     532,001     427,395 
                                        ---------   ---------   --------- 
       Total paid                       2,127,549   1,768,132   1,431,287 
                                        ---------   ---------   --------- 
Effect of foreign exchange rate
  changes on unpaid claims                (45,171)     69,285      45,700 
                                        ---------   ---------   ---------
Unpaid supplemental health claims -
  end of year                           1,010,782     914,826     697,712 
Unpaid claims for life and
  other business                            5,513      14,524      14,354 
                                        ---------   ---------   --------- 
       Total liability for 
        unpaid policy claims           $1,016,295  $  929,350  $  712,066 
                                        =========   =========   ========= 
























                                  EXH 13-43
<PAGE>
(7)  NOTES PAYABLE

     A summary of notes payable at December 31 follows:

(In thousands)                                        1995         1994   
                                                   ---------    ---------
2.71% unsecured, yen-denominated notes payable
  to banks under reducing revolving credit
  agreement, due annually, July 1996 
  through July 2001                                 $ 230,695    $      - 
5.965% unsecured notes payable to banks, due
  semiannually, through 1997                           39,167      49,000 
9.60% to 10.72% unsecured notes payable to  
  bank, due semiannually, through 1998                 23,833      32,278 
Obligations under capitalized leases, due  
  monthly through 2001, secured by computer
  equipment in Japan                                   30,165      39,181 
Unsecured notes payable to banks under
  revolving credit and term loan agreement,
  variable interest rate (6.75% at December
  31, 1994), refinanced into the 2.71% notes
  payable in 1995                                           -      50,000 
6.63% short-term note payable to bank under
  unsecured line of credit                                  -       9,000 
Other                                                   3,408       5,442 
                                                      -------     ------- 
    Total notes payable                              $327,268    $184,901 
                                                      =======     ======= 


     The aggregate maturities of notes payable during each of the five years 
after December 31, 1995, are: 1996, $78.6 million; 1997, $77.6 million; 
1998, $52.5 million; 1999, $40.8 million; and 2000, $39.1 million.

     The 2.71% unsecured loan agreement for the share repurchase program was 
amended during 1995 to provide for borrowings up to $500 million in either 
U.S. dollars or Japanese yen.  In August 1995, all outstanding borrowings 
under the agreement were converted from dollar-denominated to yen-
denominated loans.  At December 31, 1995, bank borrowings of 23.9 billion 
yen ($230.7 million) were outstanding under this agreement. 

     Interest rate swaps related to the 2.71% and 5.965% (fixed rates after 
swaps) loans are described in Note 4.

     The weighted-average interest rate on short-term notes payable 
outstanding at December 31, 1994, was 6.63%.  There were no short-term notes 
payable outstanding at December 31, 1995.

     Certain of the Company's loan agreements contain financial covenants.  
The most restrictive covenant requires the Company to maintain a minimum 
consolidated shareholders' equity, as defined in the agreement, of $1.0 
billion.  The Company was in compliance with the covenants at December 31, 
1995.





                                  EXH 13-44
<PAGE>
(8)  INCOME TAXES

     The income tax effects of the temporary differences that give rise to 
deferred income tax assets and liabilities as of December 31 were as 
follows:

(In thousands)                                1995              1994   
                                           ----------        ----------
Deferred income tax liabilities:
  Deferred acquisition costs               $  982,239        $1,038,548 
  Unrealized gains on securities
    available for sale                      1,103,153           394,378
  Premiums receivable                         122,974           127,136
  Other                                             -            79,108
                                            ---------         --------- 
    Total deferred income
     tax liabilities                        2,208,366         1,639,170
                                            ---------         ---------
Deferred income tax assets:
  Difference in tax basis of
    investment in Japan branch                 87,096           117,238
  Foreign tax credit carryovers               112,202            69,507
  Policy benefit reserves                     729,638            91,634
  Unfunded retirement benefits                 53,334            45,124
  Accrued expenses                             62,933            59,569 
  Other                                        94,060            69,828
                                            ---------         ---------  
    Total gross deferred tax assets         1,139,263           452,900
  Less valuation allowance                    141,397            91,594
                                            ---------         ---------  
    Total deferred income tax assets          997,866           361,306
                                            ---------         ---------
      Deferred income tax liability         1,210,500         1,277,864
Current income tax liability                  187,209           114,577
                                            ---------         --------- 
      Total income tax liability           $1,397,709        $1,392,441
                                            =========         =========  


     A valuation allowance is provided when it is more likely than not that 
deferred tax assets will not be realized.  The Company has established 
valuation allowances primarily for foreign tax credit carryovers that exceed 
projected future offsets and nondeductible noninsurance losses.  Only 35% of 
noninsurance losses can be offset against life insurance taxable income each 
year.  During 1995, the valuation allowance for deferred tax assets 
increased by $49.8 million ($16.9 million in 1994) due to increased foreign 
tax credit carryovers and noninsurance losses.

     Foreign tax credit carryovers available at December 31, 1995, expire as 
follows:  $3.6 million in 1996, $25.4 million in 1997, $33.0 million in 
1998, $16.8 million in 1999, and $33.4 million in 2000. 







                                  EXH 13-45
<PAGE>
     The components of income tax expense, applicable to earnings before the 
cumulative effect of accounting changes, for the years ended December 31 
were as follows:

 (In thousands)                    Japan           U.S.         Total    
                               -----------     ---------    -----------
Income tax expense (benefit):
  1995:
    Current                    $   213,784     $  19,878    $   233,662 
    Deferred                        17,781           495         18,276
                                ----------      --------     ----------
      Total                    $   231,565     $  20,373    $   251,938 
                                ==========      ========     ========== 
  1994:
    Current                    $   133,885     $  12,587    $   146,472 
    Deferred                        65,225          (151)        65,074 
                                ----------      --------     ----------
      Total                    $   199,110     $  12,436    $   211,546 
                                ==========      ========     ========== 
  1993:
    Current                    $   126,439     $  10,491    $   136,930 
    Deferred                        47,222           343         47,565
                                ----------      --------     ---------- 
      Total                    $   173,661     $  10,834    $   184,495 
                                ==========      ========     ========== 


     Income tax expense in the accompanying consolidated financial 
statements is greater than the amount computed by applying the expected U.S. 
tax rate of 35% to pretax earnings before the cumulative effect of 
accounting changes.  The principal reasons for the differences and the 
related tax effects for the years ended December 31 are summarized as 
follows: 

(In thousands)                       1995          1994          1993   
                                  ---------     ---------     ---------
Income taxes based on U.S.
  statutory rates                 $ 210,348     $ 176,518     $ 149,934 
U.S. alternative minimum tax         12,558        10,712         9,542 
Unrecognized foreign tax credits     11,992        12,473        17,275 
Noninsurance losses generating
  no current tax benefit              7,010         5,561         1,598 
Other, net                           10,030         6,282         6,146 
                                   --------      --------      --------
  Income tax expense              $ 251,938     $ 211,546     $ 184,495 
                                   ========      ========      ======== 

     Most of the Company's income tax expense represents Japanese income 
taxes on AFLAC Japan operating results.  Japan's corporate tax rate was 
45.3% in both 1995 and 1994 and 46.2% in 1993.  During the first quarter of 
1994, the Japanese government enacted new tax legislation that terminated an 
extension of the temporary special corporate tax of .9% of Japan's taxable 
income.





                                  EXH 13-46
<PAGE>
     Income taxes are recorded in the statements of earnings and directly in 
certain shareholders' equity accounts.  Income tax expense (benefit) for the 
years ended December 31 was allocated as follows:

 (In thousands)                               1995       1994       1993   
                                            --------   --------   --------
Statements of earnings:
 Operating earnings (excluding realized
   investment gains and losses)             $252,531   $211,341   $183,793 
 Realized investment gains and losses           (593)       205        702 
 Benefits of adoption of SFAS No. 109              -          -    (22,000)
                                             -------    -------    ------- 
   Income taxes included in the  
     statements of earnings                  251,938    211,546    162,495 
Shareholders' equity:
 Unrealized gains and losses on  
   securities available for sale             (39,670)   289,658      2,165 
 Unrealized foreign currency 
   translation gains                          (2,177)    (1,980)         - 
                                             -------    -------    ------- 
     Total income taxes                     $210,091   $499,224   $164,660 
                                             =======    =======    ======= 


     Realized investment losses incurred by AFLAC Japan are generally 
deductible for Japan income tax purposes.  Accordingly, the income tax 
effects shown above for realized and unrealized investment gains and losses 
reflect such tax benefit of any losses related to AFLAC Japan operations.  
Also, AFLAC Japan receives certain Japanese income tax benefits from foreign 
exchange translation losses on its dollar-denominated investments.  These 
tax benefits are included directly in the shareholders' equity component of 
unrealized foreign currency translation gains.

     Deferred income tax expense, which results from differences in the 
timing of reporting various income and expense items between the financial 
statements (excluding the cumulative effect of accounting changes) and the 
income tax returns for the years ended December 31 is summarized as follows:

 (In thousands)                          1995          1994         1993   
                                      ---------     ---------    --------
Recognition of deferred policy
  acquisition costs                   $ 22,753      $ 71,701     $ 52,844 
Adjustments to liability for
  future policy benefits                (5,605)      (11,417)         543 
Noninsurance losses generating
  no tax benefit                         2,130         8,377        2,060 
Other, net                              (1,002)       (3,587)      (7,882)
                                       -------       -------      -------
   Deferred income tax expense        $ 18,276      $ 65,074     $ 47,565 
                                       =======       =======      ======= 

     The Internal Revenue Service has proposed adjustments to the Company's 
U.S. consolidated federal income tax returns for the years 1989 through 
1991.  The proposed adjustments relate primarily to the computation of 
foreign-source income for purposes of the foreign tax credit that, if 
upheld, would have a significant effect on the Company's operating results 
relating to both the years under examination and subsequent years.  
Management does not agree with the proposed tax issues and is vigorously 
                                  EXH 13-47
<PAGE>
contesting them.  The Company filed a formal protest with the IRS during 
1995.  Although the final outcome is uncertain and will likely take several 
years to resolve, the Company believes that its position will prevail and 
that the ultimate liability will not materially impact the consolidated 
financial statements.




(9)  SHAREHOLDERS' EQUITY

     The following is a reconciliation of the number of shares of the 
Company's common stock for the years ended December 31:

(In thousands)                         1995          1994          1993   
                                     --------      --------      -------- 
Common stock - number of shares:
 Issued:
  Balance at beginning of year        155,999       155,565       154,780
  Exercise of stock options               359           434           629
  Shares issued in connection
    with acquisition                        -             -           156
                                     --------      --------      --------
  Balance at end of year              156,358       155,999       155,565
                                     --------      --------      -------- 
Treasury stock - number of shares:
  Balance at beginning of year          6,544           358           259
  Purchases of treasury stock           8,223         6,309            62
  Shares received in connection                                           
    with acquisition                        -             -           357 
  Shares issued to sales associates
    stock plan                           (311)         (123)            - 
  Exercise of stock options               (72)            -             -
  Shares issued in connection                                            
    with acquisition                        -             -          (320)
                                     --------      --------      --------
  Balance at end of year               14,384         6,544           358
                                     --------      --------      --------
Shares outstanding at end of year     141,974       149,455       155,207
                                     ========      ========      ========

    STOCK SPLIT:  On February 13, 1996, the board of directors declared a 
three-for-two stock split to shareholders of record as of February 29, 1996, 
payable on March 18, 1996.  Share and per-share amounts have been adjusted 
to reflect this split. 

    SHARE REPURCHASE PROGRAM:  During 1995, the Company's board of directors 
authorized the purchase of up to an additional 14.4 million shares, as 
restated for the stock split, of the Company's common stock.  In total, the 
board of directors has authorized the purchase of up to 21.4 million shares 
since the inception of the repurchase program in February 1994.  The Company 
purchased 8.2 million shares and 6.3 million shares during 1995 and 1994, 
respectively, under this share repurchase program.  The difference in 
percentage increases in net earnings and net earnings per share primarily 
reflects the impact of the share repurchase program.



                                  EXH 13-48
<PAGE>
     STOCK OPTIONS:  The following table summarizes data relating to stock 
options, as restated for the stock split:

                                          1995         1994        1993   
                                       ---------    ---------   ---------
Number of shares subject to options:
  Outstanding at
    beginning of year                  8,148,332    4,586,378   5,258,200 
  Granted                                549,377    4,108,523      33,759 
  Expired                                      -         (938)          -
  Canceled                               (25,313)    (114,001)          - 
  Exercised                             (470,049)    (431,630)   (705,581)
                                      ----------   ----------  ----------
  Outstanding at end
    of year                            8,202,347    8,148,332   4,586,378 
                                      ==========   ==========  ========== 
Shares exercisable at     
  end of year                          7,676,611    6,631,818   4,143,110 
                                      ==========   ==========  ========== 
Shares available for     
  future grants                        1,774,081      505,645         167 
                                      ==========   ==========  ========== 

     The exercise price for new options granted in 1995 ranged from $24.21 
to $28.21 per share (weighted-average exercise price of $28.08 per share), 
from $18.83 to $23.13 per share in 1994 (weighted-average of $19.01 per 
share), and from $19.20 to $20.93 per share in 1993 (weighted-average of 
$19.25 per share).

     The exercise price for options exercised ranged from $3.57 to $20.88 
per share in 1995 and $2.05 to $16.13 in both 1994 and 1993 (weighted-
average exercise price of $11.32, $5.95 and $5.70 for 1995, 1994 and 1993, 
respectively.

     The exercise price of options outstanding at December 31, 1995, ranged 
from $3.57 to $28.21 per share (weighted-average exercise price of $14.62 
per share).

     In August 1995, the board of directors made an additional 1,042,500 
shares (as restated for the stock split) available for future grants.  This 
represents 10% of the shares previously approved for stock options by the 
shareholders.  The board of directors also approved 750,000 shares (as 
restated for the stock split) of non-qualified stock options to be granted 
to managers of AFLAC Japan.

     OTHER:  In accordance with the Parent Company's Articles of 
Incorporation, shares of common stock are generally entitled to one vote per 
share until they have been held by the same beneficial owner for a 
continuous period of 48 months, at which time they become entitled to 10 
votes per share.

     The following share amounts have been restated to reflect the stock 
split.  In December 1993, the Parent Company issued 319,590 shares from 
treasury stock and 155,532 newly issued shares of common stock in exchange 
for the common stock of a corporation owned by the Company's president and 
chief executive officer.  The principal assets of the acquired corporation 
consisted of 357,462 shares of the Parent Company's common stock (valued at 
the stock-exchange average-closing market price over the preceding 18 
                                  EXH 13-49
<PAGE>
trading-day period) and future renewal commission rights.  The commission 
rights resulted from certain AFLAC insurance policies sold in the officer's 
territory while he served as an independent agent for the Company on a 
commission-only basis prior to 1983 (computed at fair value based on the 
average of three appraisals of the present value determinations made by 
three independent actuarial consultants).  The 357,462 shares of Parent 
Company stock acquired in 1993 have been reflected as the purchase of 
treasury shares in the accompanying consolidated financial statements.



(10)  STATUTORY ACCOUNTING AND DIVIDEND RESTRICTIONS

     Net assets of the insurance subsidiaries aggregated $2.5 billion at 
December 31, 1995, on a generally accepted accounting principles basis.  
AFLAC Japan accounted for $1.8 billion of these net assets.  

     The Company's insurance subsidiaries are required to report their 
results of operations and financial position to state insurance regulatory 
authorities, and in the case of AFLAC Japan, to the Japanese Ministry of 
Finance, on the basis of statutory accounting practices prescribed or 
permitted by such authorities. 

     As determined on a U.S. statutory accounting basis, net income of AFLAC 
was $194.3 million in 1995, $252.5 million in 1994 and $149.2 million in 
1993, and capital and surplus was $1.2 billion and $1.1 billion at December 
31, 1995 and 1994, respectively. 

     Reconciliations of AFLAC's net assets on a generally accepted 
accounting principles basis to net assets determined on a U.S. statutory 
accounting basis as of December 31 are as follows:

     (In thousands)                               1995            1994  
                                               ----------      ----------
Net assets on generally accepted 
  accounting principles basis                 $ 2,536,112     $ 1,952,326 
Adjustment of fixed-maturity securities
  from fair value to amortized cost            (2,568,498)       (821,362)
Elimination of deferred policy 
  acquisition costs                            (2,563,759)     (2,401,768)
Adjustment to liability for future  
  policy benefits                               2,892,499       1,330,687 
Adjustment to income tax liability              1,236,452       1,302,172 
Reduction in premiums receivable                  (65,107)        (61,168)
Establishment of asset valuation reserve         (185,180)       (139,858)
Elimination of statutory non-admitted assets      (63,098)        (52,511)
Difference in foreign currency translation        (51,423)        (81,087)
Other, net                                         78,398         100,173 
                                               ----------      ----------
  Net assets on U.S. statutory 
    accounting basis                          $ 1,246,396     $ 1,127,604 
                                               ==========      ========== 

     The Parent Company depends on its subsidiaries for cash flow, primarily 
in the form of dividends and management fees.  Consolidated retained 
earnings in the accompanying financial statements largely represent 
undistributed earnings of the insurance subsidiaries.  Dividends, management 
fees (see Note 2) and other payments to the Parent Company by its insurance 
                                  EXH 13-50
<PAGE>
subsidiaries are subject to various regulatory restrictions and approvals 
related to safeguarding the interests of insurance policyholders.  The 
maximum amount of dividends that can be paid by insurance companies 
domiciled in the state of Georgia to shareholders without prior approval of 
the Commissioner of Insurance is the greater of the net gain from operations 
for the previous year determined under statutory accounting principles or 
10% of statutory surplus as of the previous year-end.  Dividend payments by 
AFLAC during 1996 in excess of $192.9 million would require such approval.

     A portion of AFLAC Japan annual earnings, as determined on a Japan 
statutory accounting basis, can be remitted each year to AFLAC U.S. after 
satisfying various conditions imposed by Japanese regulatory authorities for 
protecting policyholders and obtaining remittance approvals from such 
authorities.  These conditions include compliance with risk-based capital 
guidelines for Japanese insurers.  Profit remittances to the United States 
can fluctuate due to changes in the amounts of Japanese regulatory earnings. 
Among other items, factors affecting regulatory earnings include Japanese 
regulatory accounting practices and fluctuations in currency translations of 
AFLAC Japan's U.S. dollar-denominated investments into yen.  Earnings were 
remitted from AFLAC Japan to AFLAC U.S. in the amount of $140.5 million in 
1995, $132.9 million in 1994 and $97.9 million in 1993.  Management expects 
to continue to obtain approvals from Japan regulatory authorities for annual 
profit transfers.  

     Net assets (unaudited) of AFLAC Japan, based on Japan statutory 
accounting practices, aggregated $412.8 million and $228.6 million at 
December 31, 1995 and 1994, respectively.  Japan statutory accounting 
practices differ in many respects from U.S. generally accepted accounting 
principles.  Under Japan statutory accounting practices, policy acquisition 
costs are charged off immediately, policy benefit and claim reserving 
methods are different, deferred income tax liabilities are not recognized, 
and investment securities are generally carried at cost.



(11)  BENEFIT PLANS

     RETIREMENT PLANS:  The Company sponsors several defined-benefit 
retirement plans covering substantially all employees.  The retirement 
benefits for employees are generally based on years of service and formula-
determined salaries at retirement for AFLAC Japan employees, and salary 
during the five highest consecutive years out of the last 10 years preceding 
retirement for U.S. employees.

     It is the Company's general policy to annually fund through a trust the 
accrued costs for the U.S. employee plans to the extent deductible for U.S. 
federal income tax purposes (such accrued costs are calculated under the 
frozen entry-age actuarial cost method).  A portion of the AFLAC Japan 
employee retirement program is funded under a group annuity arrangement with 
another insurance company.  An accrued liability is included in the 
consolidated financial statements for the unfunded portion of the AFLAC 
Japan program and supplemental plans for certain Japan and U.S. officers.






                                  EXH 13-51
<PAGE>
     The components of retirement expense and significant actuarial 
assumptions for the years ended December 31 are shown below.

                                1995            1994            1993      
                           --------------  --------------  --------------
(In thousands)              Japan   U.S.    Japan   U.S.    Japan   U.S.
                           ------  ------  ------  ------  ------  ------
Basic employee plans:
  Service cost for 
    benefits earned 
    during the year         $2,610 $ 1,880  $2,269 $ 2,166  $1,500 $ 1,602 
  Interest cost on 
    projected benefit
    obligations              1,148   2,686     999   2,569     801   2,145 
  Less actual investment 
    return on plan assets     (518) (6,344) (1,135)     28    (355) (1,195)
  Net amortization
    and deferral               696   4,370     278  (1,530)    213    (487)
                             -----  ------   -----  ------   -----  ------ 
     Total retirement 
       expense for basic 
       employee plans        3,936   2,592   2,411   3,233   2,159   2,065 
  Officers, retirees and  
    beneficiaries unfunded    
    supplemental plans       1,395  33,134   1,203  33,468   1,021  18,007 
                             -----  ------   -----  ------   -----  ------ 
     Total retirement
       expense              $5,331 $35,726  $3,614 $36,701  $3,180 $20,072 
                             =====  ======   =====  ======   =====  ====== 

Significant actuarial 
  assumptions:
  Discount rate for:
    Net periodic pension 
      costs                   4.0%    8.0%    4.4%    7.0%     5.5%   8.0% 
    Benefit obligations       4.0     7.0     4.0     8.0      4.0    7.0  
  Projected increase in 
    salary levels             3.5     5.0     4.5     5.0      4.5    5.0  
  Expected long-term 
    return on plan assets     4.5     9.0     5.5     9.0      5.5    9.0  


















                                  EXH 13-52
<PAGE>
     Reconciliations of the funded status of the basic employee plans with 
amounts recognized in the accompanying consolidated balance sheets as of 
December 31 are as follows:

                                          1995                1994      
                                    ----------------   ---------------- 
(In thousands)                       Japan     U.S.     Japan     U.S.  
                                    -------  -------   -------  ------- 
Plan assets, at fair value
  (primarily bonds, stocks 
  and insurance contracts)          $18,769  $31,557   $16,631  $24,963 
                                     ------   ------    ------   ------ 
Actuarial present value of 
  benefit obligations:
   Accumulated benefit obligations,
     based on employee service to 
     date and present salary levels:
      Vested benefits                16,677   27,725    11,694   22,413 
      Non-vested benefits               128    1,385       135    1,120 
   Effect of assumed future 
     salary increases                10,187   13,414    10,344    9,108 
                                     ------   ------    ------   ------ 
   Projected benefit obligations     26,992   42,524    22,173   32,641 
                                     ------   ------    ------   ------ 
Projected benefit obligations 
  in excess of plan assets           (8,223) (10,967)   (5,542)  (7,678)
Unamortized net losses from plan
  experience variations and changes
  in actuarial assumptions            1,029   11,486       589    9,661 
Unrecognized prior service
  cost (credit)                       1,347     (249)        -     (276)
Unamortized net transition
  (gain) loss                           857   (1,205)      983   (1,326)
                                     ------   ------    ------   ------ 
   Prepaid retirement cost 
     (liability) recognized in 
     consolidated balance sheets    $(4,990) $  (935)  $(3,970) $   381 
                                     ======   ======    ======   ====== 


     In addition to the funded benefit obligations shown above for basic 
employee plans, the accrued retirement liability for unfunded supplemental 
retirement plans for various officers and beneficiaries at December 31, 1995 
and 1994, was $131.3 million and $102.6 million, respectively.  The 
actuarial present value of projected benefit obligations for these plans was 
$161.2 million and $114.9 million at December 31, 1995 and 1994, 
respectively.  The discount rates used were 4.0% in both 1995 and 1994 for 
AFLAC Japan, and 7.0% and 8.0% for AFLAC U.S. for 1995 and 1994, 
respectively.  Such supplemental retirement plans include a lifetime 
obligation to the surviving spouse of the Company's former chairman of the 
board.  Current benefits are payable at .5% (1% prior to 1995) of the 
previous year's "net earnings" as defined in the agreement.  

     Retirement expense for the Company's various funded and unfunded 
supplemental plans has increased in 1994 and 1995 due to enhanced benefits, 
early retirements, and changes in the various actuarial assumptions for 
projecting future retirement obligations.

                                  EXH 13-53
<PAGE>
     POSTRETIREMENT BENEFITS:  In addition to pension benefits, 
substantially all U.S. employees of the Company participate in health care 
benefit plans.  Employees become eligible for these benefits, up to age 65, 
if they terminate employment after age 55 with 15 years of service.  Certain 
employees are eligible for nonmedical benefits.  The accumulated benefit 
obligation for the years ended December 31, 1995 and 1994, was $10.5 million 
and $10.0 million, respectively, based on an assumed discount rate of 7% and 
8%, respectively.  

     Net postretirement benefit cost for the years ended December 31 
included the following components:

(In thousands)                           1995         1994         1993  
                                        ------       ------       ------ 
Service cost                           $  229       $  251       $  177  
Interest cost                             536          743          786  
Amortization of unrecognized
  (gains)/losses                         (207)           -            -  
                                        ------       ------       ------ 
   Postretirement benefit cost         $  558       $  994       $  963  
                                        ======       ======       ====== 

Actuarial assumptions used were:
  Projected health care cost trend
    rate                                   13%          14%          15% 
  Ultimate trend rate                       7%           7%           7% 
  Effect of a 1% point increase in the
    health care cost trend rate on the:
    Postretirement benefit obligation  $  675       $  487       $  541  
    Aggregate of service and
      interest cost                    $   89       $   94       $   71  
  Discount rate - periodic cost             8%           7%           8% 


     STOCK BONUS PLAN:  AFLAC U.S. maintains a Stock Bonus Plan for eligible 
U.S. sales associates.  Contributions to the plan, which are determined 
based on sales of insurance policies, are made by AFLAC U.S. to a trust and 
are used to purchase the Parent Company's common stock for later 
distribution to the participants.  The participants are subject to vesting 
requirements based on years of service.  Any shares forfeited reduce future 
contributions of AFLAC U.S.  The net costs of this plan, which are included 
in deferred policy acquisition costs, amounted to $8.0 million in 1995, $6.9 
million in 1994 and $3.5 million in 1993.














                                  EXH 13-54


<PAGE>
(12)  COMMITMENTS AND CONTINGENCIES

     For information regarding proposed U.S. income tax adjustments by the 
Internal Revenue Service, see Note 8.

     LITIGATION:  The Company is a defendant in various litigation 
considered to be in the normal course of business.  Some of this litigation 
is pending in Alabama, where large punitive damages bearing little relation 
to the actual damages sustained by plaintiffs have been awarded against 
other companies, including insurers, in recent years.  During 1995, the 
Company settled certain litigation in Alabama related to an ancillary line 
of business.  However, the settlement was not material to the Company's 
consolidated net earnings for the year.  Although the final results of any 
litigation cannot be predicted with certainty, the Company believes the 
outcome of the litigation still pending will not have a material adverse 
effect on the financial position of the Company.

     LAND PURCHASE COMMITMENT:  AFLAC Japan's administrative office building 
is located on partially leased land.  The Company is committed to purchase 
the leased land, at fair value, upon the demand of the owner.  As of 
December 31, 1995, the fair value of the leased land was estimated to be 2.4 
billion yen ($23.1 million).



































                                  EXH 13-55


<PAGE>
MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL STATEMENTS

     Management is responsible for the consolidated financial statements of 
AFLAC Incorporated and subsidiaries.  The statements have been prepared in 
accordance with generally accepted accounting principles and include amounts 
based upon management's best estimates and judgments.  Informed judgments 
and estimates are used for those transactions not yet complete or for which 
the ultimate effects cannot be measured precisely.  Financial information 
elsewhere in this annual report is consistent with the information in the 
financial statements.  

     The Company's internal controls are designed to reasonably assure that 
AFLAC Incorporated's books and records reflect the transactions of the 
Company, that assets are safeguarded, and that the Company's established 
policies and procedures are followed.  The effectiveness of the controls 
system is supported by the selection and training of qualified personnel, an 
organizational structure that provides an appropriate division of 
responsibility, and a comprehensive internal audit program.

     The Company engages KPMG Peat Marwick LLP as independent auditors to 
audit its financial statements and express their opinion thereon.  Their 
audits include reviews and tests of the Company's internal controls to the 
extent they believe necessary to determine and conduct the audit procedures 
that support their opinion.  Members of that firm also have the right of 
full access to each member of management in conducting their audits.  The 
report of KPMG Peat Marwick LLP appears on the following page.

     The Audit Committee of the board of directors, which is composed of 
five outside directors, serves in an oversight role to assure the integrity 
and objectivity of the Company's financial reporting process.  The committee 
meets periodically with representatives of management, as well as the 
independent and internal auditors, to review matters of a material nature 
related to financial reporting and the planning, results and recommendations 
of audits.  The independent and internal auditors have free access to the 
Audit Committee, without management present, to discuss any matter they 
believe should be brought to the attention of the committee.  The committee 
is also responsible for making recommendations to the board of directors 
concerning the selection of the independent auditors.


 /s/ Daniel P. Amos
- ---------------------------------
Daniel P. Amos
President and Chief Executive Officer


 /s/ Kriss Cloninger III
- ---------------------------------
Kriss Cloninger III
Executive Vice President and Chief Financial Officer








                                  EXH 13-56
<PAGE>


INDEPENDENT AUDITORS' REPORT

The Shareholders and Board of Directors
AFLAC Incorporated:

     We have audited the accompanying consolidated balance sheets of AFLAC 
Incorporated and subsidiaries as of December 31, 1995 and 1994, and the 
related consolidated statements of earnings, shareholders' equity and cash 
flows for each of the years in the three-year period ended December 31, 
1995.  These consolidated financial statements are the responsibility of the 
company's management.  Our responsibility is to express an opinion on these 
consolidated financial statements based on our audits.

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

     In our opinion, the consolidated financial statements referred to above 
present fairly, in all material respects, the financial position of AFLAC 
Incorporated and subsidiaries at December 31, 1995 and 1994, and the results 
of their operations and their cash flows for each of the years in the three-
year period ended December 31, 1995, in conformity with generally accepted 
accounting principles.


                                       KPMG PEAT MARWICK LLP


Atlanta, Georgia
January 29, 1996



















                                  EXH 13-57


<PAGE>
<TABLE>
                                           Unaudited Consolidated Quarterly Financial Data
                                               (In thousands, except per-share amounts)
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------
Three Months ended,                 March 31                 June 30               September 30              December 31
- -----------------------------------------------------------------------------------------------------------------------------
1995                           Amount     % Change      Amount     % Change      Amount     % Change      Amount     % Change
- -----------------------------------------------------------------------------------------------------------------------------
<S>                         <C>           <C>        <C>           <C>        <C>           <C>        <C>           <C>
Total revenues              $ 1,713,676     23.1%    $ 1,932,771     30.5%    $ 1,811,718     13.1%    $ 1,732,455      5.9% 
Net earnings                     84,873     21.3          92,916     33.9          87,960     15.6          83,308      7.6
- -----------------------------------------------------------------------------------------------------------------------------

Per common share:
   Net earnings             $       .56     27.3     $       .61     35.6     $       .60     22.4     $       .57     11.8
   Cash dividends           $       .077             $       .087             $       .087             $       .087
- -----------------------------------------------------------------------------------------------------------------------------

Three Months ended,                 March 31                 June 30               September 30              December 31
- -----------------------------------------------------------------------------------------------------------------------------
1994                           Amount     % Change      Amount     % Change      Amount     % Change      Amount     % Change
- -----------------------------------------------------------------------------------------------------------------------------

Total revenues              $ 1,391,982     24.1%    $ 1,481,203     19.8%    $ 1,601,511     22.4%    $ 1,636,062     22.6% 
Net earnings                     69,957     30.2*         69,378     18.1          76,059     17.8          77,396     15.8  
- -----------------------------------------------------------------------------------------------------------------------------

Per common share:
   Net earnings             $       .44     29.4*    $       .45     21.6     $       .49     19.5     $       .51     21.4
   Cash dividends           $       .067             $       .077             $       .077             $       .077
- -----------------------------------------------------------------------------------------------------------------------------

*Before cumulative effect of accounting changes in 1993.

Per-share amounts have been adjusted to reflect the three-for-two stock split payable on March 18, 1996.







                                                           EXH 13-58
</TABLE>









<PAGE>























                                EXHIBIT 21


































                                  EXH 21
<PAGE>

                           AFLAC INCORPORATED
                              SUBSIDIARIES 

The following list sets forth the subsidiaries of the Company:

                 Company                                  Jurisdiction
                 -------                                  ------------

AFLAC Broadcast Partners ("ABP")                            Georgia
AFLAC Insurance Company of Canada ("AIC-C")                 Canada
AFLAC International, Inc. ("AI")                            Georgia
A.S. II, Inc. ("ASII")                                      Tennessee
AFLAC Broadcast Group, Inc. ("ABG")                         Georgia
AFLAC Real Estate Holdings, Inc. ("AREH")                   Georgia
American Family Life Assurance Company of
  Columbus ("AFLAC")                                        Georgia
American Family Life Assurance Company 
  of New York ("AFLAC-NY")                                  New York
Communicorp, Inc. ("COMM")                                  Georgia
Hotel Columbus, Inc. ("HC")                                 Georgia
WITN-TV, Inc. ("WITN")                                      North Carolina
National Equity Corporation ("NEC")                         Georgia



The above subsidiaries are 100% directly owned by the Company, except:
          WITN is 100% directly owned by ABG.
          AFLAC-NY is 100% directly owned by AFLAC.
          ABP is 99% owned by AFLAC and 1% owned by ABG.
          HC is 30% owned by the Company.



























                                  EXH 21-1


<PAGE>























                                Exhibit 23.0


































                                  EXH 23.0
<PAGE>


KPMG PEAT MARWICK LLP
Certified Public Accountants
303 Peachtree Street, N.E.
Suite 2000
Atlanta, GA 30308







                         INDEPENDENT AUDITORS' CONSENT



The Shareholders and The Board of Directors
AFLAC Incorporated


We consent to incorporation by reference in the Registration Statement No. 
33-44720 on Form S-8 of AFLAC Incorporated of our report dated January 29, 
1996, relating to the consolidated balance sheets of AFLAC Incorporated and 
Subsidiaries as of December 31, 1995 and 1994, and the related consolidated 
statements of earnings, shareholders' equity, and cash flows for each of the 
years in the three-year period ended December 31, 1995, which report appears 
in the 1995 annual report to shareholders and is incorporated by reference 
in the December 31, 1995, annual report on Form 10-K of AFLAC Incorporated.




                                         KPMG PEAT MARWICK LLP




Atlanta, Georgia
March 26, 1996

















                                  EXH 23.0-1


<PAGE>























                                Exhibit 23.1


































                                  EXH 23.1
<PAGE>



KPMG PEAT MARWICK LLP
Certified Public Accountants
303 Peachtree Street, N.E.
Suite 2000
Atlanta, GA 30308






                         INDEPENDENT AUDITORS' CONSENT



The Shareholders and The Board of Directors
AFLAC Incorporated


We consent to incorporation by reference in the Registration Statement No. 
33-41926 on Form S-3 of AFLAC Incorporated of our report dated January 29, 
1996, relating to the consolidated balance sheets of AFLAC Incorporated and 
Subsidiaries as of December 31, 1995 and 1994, and the related consolidated 
statements of earnings, shareholders' equity, and cash flows for each of the 
years in the three-year period ended December 31, 1995, which report appears 
in the 1995 annual report to shareholders and is incorporated by reference 
in the December 31, 1995, annual report on Form 10-K of AFLAC Incorporated.




                                          KPMG PEAT MARWICK LLP




Atlanta, Georgia
March 26, 1996

















                                  EXH 23.1-1


<PAGE>























                                EXHIBIT 23.2


































                                  EXH 23.2
<PAGE>


KPMG PEAT MARWICK LLP
Certified Public Accountants
303 Peachtree Street, N.E.
Suite 2000
Atlanta, GA 30308





                        INDEPENDENT AUDITORS' CONSENT



The Shareholders and The Board of Directors
AFLAC Incorporated


We consent to incorporation by reference in the Registration Statement No. 
33-41552 on Form S-8 of AFLAC Incorporated of our report dated January 29, 
1996, relating to the consolidated balance sheets of AFLAC Incorporated and 
Subsidiaries as of December 31, 1995 and 1994, and the related consolidated 
statements of earnings, shareholders' equity, and cash flows for each of the 
years in the three-year period ended December 31, 1995, which report appears 
in the 1995 annual report to shareholders and is incorporated by reference 
in the December 31, 1995, annual report on Form 10-K of AFLAC Incorporated.




                                            KPMG PEAT MARWICK LLP




Atlanta, Georgia
March 26, 1996



















                                  EXH 23.2-1


<PAGE>























                                EXHIBIT 23.3


































                                  EXH 23.3
<PAGE>



KPMG PEAT MARWICK LLP
Certified Public Accountants
303 Peachtree Street, N.E.
Suite 2000
Atlanta, GA 30308





                       INDEPENDENT AUDITORS' CONSENT



The Shareholders and The Board of Directors
AFLAC Incorporated


We consent to incorporation by reference in the Registration Statement No. 
33-64535 on Form S-3 of AFLAC Incorporated of our report dated January 29, 
1996, relating to the consolidated balance sheets of AFLAC Incorporated and 
Subsidiaries as of December 31, 1995 and 1994, and the related consolidated 
statements of earnings, shareholders' equity, and cash flows for each of the 
years in the three-year period ended December 31, 1995, which report appears 
in the 1995 annual report to shareholders and is incorporated by reference 
in the December 31, 1995, annual report on Form 10-K of AFLAC Incorporated.




                                            KPMG PEAT MARWICK LLP




Atlanta, Georgia
March 26, 1996


















                                  EXH 23.3-1


<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
This schedule contains summary financial information extracted from the
Company's consolidated financial statements as filed in Form 10-K for the
year ended December 31, 1995, and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               DEC-31-1995
<DEBT-HELD-FOR-SALE>                        19,675,006
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                     108,062
<MORTGAGE>                                      22,213
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                              20,040,825
<CASH>                                           4,139
<RECOVER-REINSURE>                                   0
<DEFERRED-ACQUISITION>                       2,565,027
<TOTAL-ASSETS>                              25,337,986
<POLICY-LOSSES>                             19,016,591
<UNEARNED-PREMIUMS>                            301,452
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                          316,938
<NOTES-PAYABLE>                                327,268
                                0
                                          0
<COMMON>                                        15,636
<OTHER-SE>                                   2,118,505
<TOTAL-LIABILITY-AND-EQUITY>                25,337,986
                                   6,070,830
<INVESTMENT-INCOME>                          1,024,960
<INVESTMENT-GAINS>                               (270)
<OTHER-INCOME>                                  95,100
<BENEFITS>                                   5,034,266
<UNDERWRITING-AMORTIZATION>                    168,779
<UNDERWRITING-OTHER>                         1,386,580
<INCOME-PRETAX>                                600,995
<INCOME-TAX>                                   251,938
<INCOME-CONTINUING>                            349,057
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   349,057
<EPS-PRIMARY>                                     2.33<F1>
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
<FN>
<F1>Per-share amounts have been adjusted to reflect the three-for-two stock
split payable March 18, 1996.
</FN>
        

</TABLE>


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