JEFFERSON PILOT CORP
13F-HR, 1999-11-15
LIFE INSURANCE
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                                   FORM 13F

      INFORMATION REQUIRED OF INSTITUTIONAL INVESTMENT MANAGERS PURSUANT TO
                               SECTION 13(f) OF
            THE SECURITIES EXCHANGE ACT OF 1934 AND RULES THEREUNDER

                      Securities and Exchange Commission
                           Washington, D.C. 20549

         Report for the Calendar Year or Quarter Ended September 30, 1999


                (Please read instructions before preparing form)
                        If amended report check here:


Name of Institutional Investment Manager:
Jefferson-Pilot Corporation

Business Address:
100 North Greene Street         Greensboro       NC         27401
Street                             City        State         Zip

Name, Phone Number and Title of Person Duly Authorized to Submit this Report:
Robert A. Reed, Vice President, Secretary and
    Associate General Counsel                                   336.691.3375

ATTENTION:  Intentional misstatements or omissions of facts constitute Federal
            Criminal Violations.  See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

     The institutional investment manager submitting this Form and its
attachments and the person by whom it is signed represent hereby that all
information contained therein is true, correct and complete.  It is understood
that all required items, statements and schedules are considered integral parts
of this Form and that the submission of any amendment represents that all
unamended items statements and schedules remain true, correct and complete as
previously submitted.

     Pursuant to the requirements of Securities Exchange Act of 1934, the
undersigned institutional investment manager has caused this report to be
signed on its behalf in the City of Greensboro and State of North Carolina
on the 15th day of November, 1999.

                                   Jefferson-Pilot Corporation
                                   (Name of Institutional Investment Manager)


                                   /s/ Robert A. Reed
                                   (Manual Signature of Person Duly Authorized
                                             to Submit this Report)

Name and 13F file number of ALL Institutional Investment Managers with respect
to which this schedule is filed (other than the one filing this report).
(List in alphabetical order.)

13F File Numbers will be assigned to Institutional Investment Managers
after they file their first report.

Name:                                                        13F File No.:
1. Jefferson-Pilot Life Insurance Company
2. HARCO Capital Corp.
3.
4.
<PAGE>
<TABLE>
<CAPTION>


                                                                                (SEC USE ONLY)

                                                             Name of Reporting Manager Jefferson-Pilot Corporation
                                                                            As of September 30, 1999

                                                                                         Item 6                        Item 8
                                                                                  Investment Discretion            Voting Authority
                                                                                                                       (Shares)
                                                                       Item 5          (b) Shared         Item 7
                              Item 2    Item 3         Item 4        Shares or         As Defined        Managers
Item 1                        Title     Cusip      Fair Market       Principal   (a)   in Instr. v  (c)    See      (a)  (b)    (c)
Name of Issuer               of Class   Number         Value          Amount    Sole     Other     Shared Instr. v  Sole Shared None
<S>                        <C>        <C>         <C>            <C>            <C>          <C>   <C>      <C>     <C>   <C>   <C>
Alcatel Alsthom Sponsored     Common  013904305        226,163        8,150                  X              1        All
Allegheny Energy Inc          Common  017361106      7,165,500      224,800                  X              1        All
Allegheny Energy Inc          Common  017361106      3,244,875      101,800                  X              2        All
Alltell                       Common  020039103      4,863,194       69,104                  X              2        All
Ameren Corporation            Common  023608102      2,891,825       76,477                  X              1        All
American Electric Power Co    Common  025537101        853,125       25,000                  X              1        All
Bank of America Corp          Common  060505104     37,158,765      667,267                  X              1        All
Bank of America Corp          Common  060505104    425,969,429    7,649,214                  X              2        All
Bellsouth Corp                Common  079860102     18,594,000      413,200                  X              1        All
Bristol-Myers Squibb Co       Common  110122108      4,860,000       72,000                  X              1        All
CIGNA Corp                    Common  125509109      1,282,875       16,500                  X              2        All
Chevron Corp                  Common  166751107      4,437,500       50,000                  X              1        All
Duke Energy Corp              Common  264399106      8,206,569      148,872                  X              1        All
Duke Energy Corp              Common  264399106      3,417,750       62,000                  X              2        All
Echelon International         Common  278747100         97,019        3,910                  X              2        All
Exxon Corp                    Common  302290101      5,320,000       70,000                  X              1        All
FPL Group Inc                 Common  302571104      9,456,496      187,722                  X              1        All
First Union Corp              Common  337358105     24,648,617      691,891                  X              1        All
Fort James Corp               Common  347471104         71,390        2,675                  X              2        All
GTE Corporation               Common  362320103     25,733,906      334,750                  X              1        All
GTE Corporation               Common  362320103      5,327,130       69,296                  X              2        All
Kansas City Pwr & Lgt         Common  485134100        464,410       19,200                  X              2        All
Keyspan Energy                Common  49337K106      2,519,000       88,000                  X              1        All
L G & E Energy Corp           Common  501917108     11,484,053      540,426                  X              1        All
L G & E Energy Corp           Common  501917108      5,540,513      260,730                  X              2        All
Lincoln National Corp         Common  534187109      9,015,120      240,000                  X              1        All
Lucent Technologies Inc       Common  549463107        234,588        3,616                  X              1        All
Merck & Company Inc           Common  589331107      3,046,211       47,000                  X              1        All
Mobil Corporation             Common  607059102     12,166,369      120,758                  X              1        All
Piedmont Nat Gas              Common  720186105      7,677,586      253,277                  X              1        All
Potomac Electric Power Co     Common  737679100      6,234,650      245,092                  X              1        All
Public Svc Co NC              Common  744516105      4,294,699      139,665                  X              1        All
SBC Communications Inc        Common  78387G103     23,693,232      464,000                  X              1        All
SBC Communications Inc        Common  78387G103      9,191,340      180,000                  X              2        All
Scana Corp                    Common  805898103      8,543,734      353,222                  X              1        All
Southern Company              Common  842587107      5,901,900      229,200                  X              1        All
Southern Company              Common  842587107      2,343,250       91,000                  X              2        All
Sprint Corp                   Common  852061100     13,018,481      239,972                  X              1        All
Suntrust Banks                Common  867914103     11,001,553      167,324                  X              1        All
Texas Utilities Co            Common  882848104      2,238,780       60,000                  X              1        All
Time Warner                   Common  887315109     12,983,004      213,712                  X              2        All
WPS Resources                 Common  92931B106        308,693       11,000                  X              2        All
Wachovia Corp                 Common  929771103      4,860,283       61,816                  X              1        All
Warner Lambert Company        Common  934488107      7,765,875      117,000                  X              1        All
Wisconsin Energy Corp         Common  976657106      6,410,176      273,495                  X              1        All

Common Stock Total                                $764,763,628   15,364,133



National Australia Bank    Preferred  632525309      3,285,000      120,000                  X              1        All


Preferred Stock Total                               $3,285,000      120,000


GRAND TOTAL                                       $768,048,628   15,484,133
</TABLE>
<PAGE>

                                   FORM 13F

    INFORMATION REQUIRED OF INSTITUTIONAL INVESTMENT MANAGERS PURSUANT TO
                               SECTION 13(f) OF
          THE SECURITIES EXCHANGE ACT OF 1934 AND RULES THEREUNDER

                       Securities and Exchange Commission
                            Washington, D.C. 20549

         Report for the Calendar Year or Quarter Ended September 30, 1999

               (Please read instructions before preparing form)
                        If amended report check here:

Name of Institutional Investment Manager:
Jefferson-Pilot Life Insurance Company

Business Address:
100 North Greene Street         Greensboro       NC         27401
Street                             City         State        Zip

Name, Phone Number and Title of Person Duly Authorized to Submit this Report:
Robert A. Reed, Vice President, Secretary and
    Associate General Counsel                                    336.691.3375

ATTENTION:  Intentional misstatements or omissions of facts constitute Federal
            Criminal Violations.  See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

     The institutional investment manager submitting this Form and its
attachments and the person by whom it is signed represent hereby that all
information contained therein is true, correct and complete.  It is understood
that all required items, statements and schedules are considered integral
parts of this Form and that the submission of any amendment represents that
all unamended items statements and schedules remain true, correct and complete
as previously submitted.

     Pursuant to the requirements of Securities Exchange Act of 1934, the
undersigned institutional investment manager has caused this report to be
signed on its behalf in the City of Greensboro and State of North Carolina on
the 15th day of November, 1999.

                           Jefferson-Pilot Life Insurance Company
                           (Name of Institutional Investment Manager)

                           /s/ Robert A. Reed
                           (Manual Signature of Person Duly Authorized
                                    to Submit this Report)

Name and 13F file number of ALL Institutional Investment Managers with respect
to which this schedule is filed (other than the one filing this report).
(List in alphabetical order.)

13F File Numbers will be assigned to Institutional Investment Managers
after they file their first report.

Name:                                               13F File No.:
1.
2.
3.
4.
<PAGE>

A Form 13F is being filed on behalf of Jefferson-Pilot Life Insurance Company
by Jefferson-Pilot Corporation, which owns 100 percent of the outstanding
common stock of Jefferson-Pilot life Insurance Company.  Jefferson-Pilot
Corporation's report does cover all reportable securities held by Jefferson-
Pilot Life Insurance Company.

<PAGE>

                                   FORM 13F

    INFORMATION REQUIRED OF INSTITUTIONAL INVESTMENT MANAGERS PURSUANT TO
                               SECTION 13(f) OF
          THE SECURITIES EXCHANGE ACT OF 1934 AND RULES THEREUNDER

                       Securities and Exchange Commission
                            Washington, D.C. 20549

         Report for the Calendar Year or Quarter Ended September 30, 1999

               (Please read instructions before preparing form)
                        If amended report check here:

Name of Institutional Investment Manager:
HARCO Capital Corp.

Business Address:
1201 North Market Street-Box 1347 Wilmington      DE        19899
Street                             City         State        Zip

Name, Phone Number and Title of Person Duly Authorized to Submit this Report:
Robert A. Reed, Assistant Secretary              336.691.3375

ATTENTION:  Intentional misstatements or omissions of facts constitute Federal
            Criminal Violations.  See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

     The institutional investment manager submitting this Form and its
attachments and the person by whom it is signed represent hereby that all
information contained therein is true, correct and complete.  It is understood
that all required items, statements and schedules are considered integral
parts of this Form and that the submission of any amendment represents that
all unamended items statements and schedules remain true, correct and complete
as previously submitted.

     Pursuant to the requirements of Securities Exchange Act of 1934, the
undersigned institutional investment manager has caused this report to be
signed on its behalf in the City of Greensboro and State of North Carolina on
the 15th day of November, 1999.

                           HARCO Capital Corp.
                           (Name of Institutional Investment Manager)

                           /s/ Robert A. Reed
                           (Manual Signature of Person Duly Authorized
                                    to Submit this Report)

Name and 13F file number of ALL Institutional Investment Managers with respect
to which this schedule is filed (other than the one filing this report).
(List in alphabetical order.)

13F File Numbers will be assigned to Institutional Investment Managers
after they file their first report.

Name:                                               13F File No.:
1.
2.
3.
4.
<PAGE>

A Form 13F is being filed on behalf of HARCO Capital Corp. by Jefferson-Pilot
Corporation, which owns 100 percent of the outstanding common stock of HARCO
Capital Corp. Jefferson-Pilot Corporation's report does cover all reportable
securities held by HARCO Capital Corp.



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