MOBILE AMERICA CORP
10-K405, 1996-04-01
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>   1
                       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. 0-6764
                           -----------------                     ------

                         Mobile America Corporation
- --------------------------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

                FLORIDA                                      59-1218935
     -------------------------------                      ------------------
     (State or other jurisdiction of                      (I.R.S. Employer
     incorporation or organization)                       Identification No.)

              100 Fortune Parkway
              Jacksonville, Florida                               32256
     ----------------------------------------                   ----------
     (Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code (904) 363-6339
                                                   --------------

Securities registered pursuant to Section 12(b) of the Act:




                                             Name of each exchange
     Title of each class                      on which registered

           None                                      None
- -----------------------------             ----------------------------


Securities Registered pursuant to Section 12(g) of the Act:

                        Common Stock $.025 par value
- --------------------------------------------------------------------------------
                              (Title of Class)


- --------------------------------------------------------------------------------
                              (Title of Class)

The aggregate market value of the voting stock held by non-affiliates
of the Registrant at March 1, 1996:  $28,531,995
                                     -----------

Common Stock ($.025 Par value) outstanding at March 1, 1996:  6,260,040 Shares
                                                              ----------------

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 is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements 
incorporated by reference in Part III of this form 10-K or any amendment to
this form 10-K.  [X]
<PAGE>   2

                                   PART 1
Item 1. Business
Introduction

     Mobile America Corporation (the "Registrant"), and its two (2) principal
wholly owned subsidiaries, Mobile America Insurance Group, Inc. ("MAIG"), a
managing general agent for the Registrant's insurance company subsidiaries, and
Fortune Insurance Company ("Fortune"), a Florida domiciled property and
casualty insurance company, both engage primarily in the underwriting and
marketing of minimum requirement automobile insurance in Florida. This business
has accounted for more than 90% of the Registrant's consolidated revenues in
each of the last five (5) years.

     The Registrant's other significant wholly owned subsidiaries are as
follows:

     Fortune Life Insurance Company ("Fortune Life"), an Arizona domiciled
company, is engaged in the business of writing life insurance coverages
primarily in Florida and Louisiana.

     Pegasus Insurance Company ("Pegasus"), an Oklahoma domiciled property and
casualty insurance company, acquired in 1993 to operate as an excess and
surplus lines insurer in Florida.

     Fortune Financial Corporation ("Fortune Financial") acts as a servicing
provider for Fortune Insurance Company which is a servicing carrier for the
Florida Property Residential and Casualty Joint Underwriting Association
(FRPCJUA) and the Florida Automobile Joint Underwriting Associations (FAJUA).

     Big Gorilla, Inc., a licensed Florida premium finance company, provides a
policy financing source for MAIG's brokers.

Operations

     The Registrant and its subsidiaries are primarily engaged in insurance and
insurance related services with the bulk of the business being minimum
requirement automobile insurance coverages in the State of Florida. The
insurance operations of the Registrant generated gross insurance premiums
earned of $102.7 million during 1995, an increase from $94.7 million in 1993.
Insurance premiums earned, net of reinsurance cessions, have decreased from 
$41.6 million in 1993 to $37.6 million in 1995.

Automobile Insurance

     In 1980, Fortune began to market automobile insurance, placing emphasis on
physical damage, personal injury protection, and in recent years property
damage liability coverage in the private passenger automobile market. Because
of the nature of private passenger and commercial automobile insurance, Fortune
carefully monitors underwriting results in these lines. Fortune's marketing and
underwriting results have been favorable to date, and the Registrant will
continue to emphasize and actively market these lines.

Personal Property Insurance

     The Registrant's two property and casualty insurance subsidiaries, have
continued to write homeowners and dwelling fire policies throughout the State
of Florida.  As of December 31, 1995, these companies insured nearly 6,000
property risks, with a total premium for all property lines of $2.2 million.
The Registrant is considering taking out 10,000 additional policies from the
FRPCJUA beginning in April of 1996.  This addition could increase the Fortune
book to nearly $6.5 million.  The Registrant will continue to be active in this
line of business, however, extreme caution will be exercised with respect to
rates, profitability and the competitive market.


                                      I-1
<PAGE>   3
Commercial Lines

     The Registrant's two property and casualty insurance subsidiaries write
Special Multi-peril insurance on restaurants, small offices and businesses, and
churches, all in Florida. In 1995, gross written premiums totaled approximately
$432,000.  This represents .4% of total gross written premium for these two
subsidiaries.

Life Insurance

     Fortune Life sells annual renewable term life insurance with limited first
year benefits. During 1995, total life insurance premiums were $20,000.

Excess and Surplus Lines Insurance

     In 1993, the Registrant purchased Pegasus Insurance Company, an Oklahoma
domiciled property and casualty insurance company, which was subsequently
admitted on an excess and surplus lines basis in Florida during December 1993.
In September 1994, Pegasus marketed its first insurance program, a commercial
general liability (CGL) policy for artisan contractors. Pegasus wrote $133,000
in premiums in 1995 and plans to further expand its premium writings in 1996
and has subsequently marketed homeowners and commercial multiperil products.

Fee for Service Operations

     In 1993, Fortune Financial was formed to act as a servicing provider for
Fortune Insurance Company, who was selected as one of eight servicing carriers
for the FRPCJUA, the first residential underwriting association in the nation.
This association was formed to function as an insurance pool for individuals
who, because of Hurricane Andrew, either lost their homeowners insurance or
cannot obtain homeowners insurance.

     Since 1993 Fortune Financial has written in excess of $27 million in
premiums on 84,000 policies for the FRPCJUA and currently services more than
500 agents for the FRPCJUA. As a servicing provider, Fortune Financial
underwrites and pays claims with no risk of loss because the FRPCJUA provides
the funds for claim payments. For providing this service, Fortune Financial
retains 20% of the gross written premiums generated from the policies it
services.

     In October of 1995 Fortune Financial renewed their FAJUA contract, for a
period of one year.  Fortune has been servicing this business since October of
1994.  Fortune Financial is currently servicing approximately 800 agents,
processing in excess of 350 applications per week.

     In November 1994, Fortune was selected by the Federal Insurance
Administrative as a writer of the Federal Government's Write Your Own Flood
Program.  Fortune wrote $27,000 in gross written premium during 1995.

Premium Finance

     The Registrant's premium finance company subsidiary, now entering it's
third year in the Premium Finance business, will provide some 215 broker agents
a source for financing their policy premiums.  In 1995 the subsidiary financed
nearly 9,000 policies and thus far in 1996, are writing about 1,300 contracts
per month.  The subsidiary is planning for significant growth in this area as
95% of their insureds utilize this method of financing.

Property Rentals and Sales

     The Registrant engaged in the leasing and sales of modular office units
for over 20 years and finally discontinued this small, but profitable segment
in December 1995 with the sale of the modular office equipment.


                                     I-2
<PAGE>   4
Financial Information about Industry Segments

     The financial information about the Registrant's Industry segments
presented in Note 10 of Notes to Consolidated Financial Statements for the
three years ended December 31, 1995, is incorporated herein by reference.

Competitive Conditions

     The insurance industry is a highly competitive industry.  Many of its
competitors have substantially greater financial resources than the Registrant.
Since the Registrant's insurance operations are modest compared to several of
its significant competitors (the Registrant employed 283 people at year end),
management is continuing to focus its marketing and other operations on
specialized insurance coverages.  Additionally, since the Registrant's
insurance subsidiaries transact their business in a heavily regulated
industry, they are sensitive to both adverse legislation and administrative
directives.

Loss and Loss Adjustment Expense Reserves

     Reserves for unpaid claims and adjustment expenses are maintained to cover
the probable ultimate cost of settling all losses incurred including those not
yet reported.  Reserves for losses incurred in prior years may be adjusted by
review or by payment which could result in either a redundancy or deficiency to
the reserve reported at the end of the prior year. Such changes are reflected
in current operations.

     The Registrant's insurance subsidiaries have entered into several
reinsurance agreements covering specific lines of business, which provide
reinsurance protection on a quota share or excess of loss basis.

     Adverse loss and loss adjustment expense development is generally
experienced in liability lines where settlements may not be reached until
several years following the initial claim.  Claims adjustment costs consisting
primarily of legal expenses, are traditionally high on these particular losses.

     The following statutory tables present loss and loss adjustment expense on
a paid and incurred basis for the past three one year periods, and also a table
that presents development of losses and loss expenses over the past ten years,
all net of reinsurance.

                      Losses and Loss Adjustment Expenses
<TABLE>
<CAPTION>
 Unpaid              Incurred Related to                         Payments Related to           Unpaid 
Beginning          Current         Prior         Total          Current         Prior          End of
 of Year             Year          Years        Incurred         Year           Years           Year
- -----------     --------------------------    -----------    ---------------------------     -----------
<S>             <C>             <C>           <C>            <C>             <C>             <C>
Year ended December 31, 1995:
- -----------------------------
$19,103,286     $30,737,734     $ 188,772     $30,926,506    $15,949,259     $13,272,506     $20,808,027

Year ended December 31, 1994:
- -----------------------------
$19,410,271     $26,623,447     $ (17,878)    $26,605,569    $13,271,556     $13,640,997     $19,103,286

Year ended December 31, 1993:
- -----------------------------
$17,206,899     $33,152,926     $(719,753)    $32,433,173    $16,923,378     $13,306,423     $19,410,271
</TABLE>


                                     I-3
<PAGE>   5
            Analysis of Loss and Loss Adjustment Expense Development
                                 (In Thousands)

<TABLE>
<CAPTION>
Year Ended December 31,        1985   1986   1987   1988   1989   1990    1991   1992    1993    1994   1995
- -----------------------        ----   ----   ----   ----   ----   ----    ----   ----    ----    ----   ----
<S>                          <C>    <C>    <C>    <C>    <C>     <C>     <C>     <C>     <C>     <C>     <C>
Liability for Unpaid Losses
     And Loss Adjustment     
     Expenses                $3,870 $6,242 $7,194 $7,981 $13,577 $14,996 $14,906 $17,207 $19,410 $19,103 $20,808
                                                                            
Paid (Cumulative) As of:
     End of Year                -      -      -      -       -      -        -      -        -       -       -
     One Year Later           2,132  2,916  3,275  3,792   6,311   8,583   9,245  13,306  13,641  13,273 
     Two Years Later          3,109  4,021  4,525  4,528   8,854  10,899  11,806  15,520  16,292
     Three Years Later        3,531  4,807  4,419  5,173   9,772  11,918  12,380  16,355
     Four Years Later         3,915  4,574  4,671  5,459  10,297  12,170  12,783
     Five Years Later         3,584  4,666  4,820  5,603  10,390  12,313
     Six Years Later          3,597  4,726  4,872  5,632  10,455
     Seven Years Later        3,630  4,787  4,891  5,636
     Eight Years Later        3,664  4,808  4,891
     Nine Years Later         3,680  4,800
     Ten Years Later          3,670

Liability Reestimated as of:
     End of Year              3,870  6,242  7,194  7,981  13,577  14,996  14,906  17,207  19,410  19,103  20,808
     One Year Later           3,914  5,898  6,108  7,090  10,173  12,653  12,434  16,488  19,392  19,292  
     Two Years Later          4,163  5,225  5,901  5,555  10,496  12,203  12,916  17,507  18,856          
     Three Years Later        4,043  5,389  4,925  5,674  10,204  12,332  13,111  17,235                  
     Four Years Later         4,166  4,687  4,922  5,605  10,396  12,382  13,009                          
     Five Years Later         3,629  4,742  4,879  5,626  10,464  12,373                                  
     Six Years Later          3,640  4,762  4,891  5,675  10,487                                          
     Seven Years Later        3,647  4,805  4,924  5,655                                                  
     Eight Years Later        3,674  4,841  4,910                                                         
     Nine Years Later         3,705  4,819                                                                
     Ten Years Later          3,681                                                                       
                                                                                                          
                                                                                                          
Redundancy (Deficiency)         189  1,423  2,284  2,326   3,090   2,623   1,897     (28)    554    (189) 
</TABLE>


                                     I-4
<PAGE>   6
Item 2. Properties

     The executive and general offices of the Registrant and its subsidiaries,
consisting of approximately 22,915 square feet, are located at 100 Fortune
Parkway, Jacksonville, Florida.  The space is leased by the Registrant for a
period ending January 31, 1997, at an initial aggregate annual rental of
$179,195 increasing to $202,110.  The Registrant also leases a retail mobile
home sales facility in Jacksonville, Florida, at an annual rental totaling
approximately $16,800.

     The Registrant's subsidiaries, Fortune Insurance Company and Fortune Life
Insurance Company own property in Jacksonville, Florida for which there are no
definite plans for development at this time.  Fortune Insurance Company
purchased land in 1987 and 1986 for $165,000 and $140,000 respectively.  During
1982, Fortune Life Insurance Company purchased land and a building for $88,000.


Item 3. Legal Proceedings

     There are no material pending legal proceedings, other than ordinary
routine litigation incidental to the business, to which the Registrant or any
of its subsidiaries is a party or of which any of their property is the
subject.


Item 4. Submission of Matters to a Vote of Security Holders

     No matter was submitted to a vote of security holders, through the
solicitation of proxies or otherwise, during the fourth quarter of the fiscal
year covered by this report.





                                      I-5    
<PAGE>   7
                                    PART II

Item 5. Market for the Registrant's Common Equity and Related Stockholder
Matters

Market Information

     The Registrant's common stock is traded on the over-the-counter market,
under the stock symbol MAME.

     The following table shows the range of high and low bid and asked
quotations for the Registrant's common stock for each of the last eight
quarters ended December 31, 1995, as obtained from the National Association of
Securities Dealers.


<TABLE>
<CAPTION>
   Quarterly Period Ended        Bid Quotation          Asked Quotation
   ---------------------        High      Low            High      Low
                                ----      ---            ----      ---
   <S>                          <C>      <C>             <C>      <C> 
   March 31, 1994               13.50    10.25           15.00    12.00
   June 30, 1994                10.50    10.00           12.25    11.52
   September 30, 1994           10.00     8.50           11.50     9.50
   December 31, 1994             8.50     5.00            9.50     5.25
   March 31, 1995                8.50     5.25            9.13     6.00
   June 30, 1995                 9.63     7.25           10.00     7.75
   September 30, 1995           11.50     7.75           11.88     8.50
   December 31, 1995            11.50     9.75           12.00    10.25
</TABLE>


Holders

     At March 1, 1996, the Registrant had 340 record holders of its common 
stock.

Dividends

     In January, 1993 the Registrant declared and paid a dividend of $.335 per
share on each of its shares of $.025 par value common stock.

     In September, 1993 the Registrant declared and paid a dividend of $.10 per
share on each of its shares of $.025 par value common stock.

     In January, 1994 the Registrant declared and paid a dividend of $.21 per
share on each of its shares of $.025 par value common stock.

     In January, 1995 the Registrant declared and paid a dividend of $.18 per
share on each of its shares of $.025 par value common stock.

     In January, 1996 the Registrant declared and paid a dividend of $.35 per
share on each of its shares of $.025 par value common stock.




                                      II-1 
<PAGE>   8
Item 6. Selected Financial Data

     Mobile America Corporation & Subsidiaries

                Years Ended December 31, 1995, 1994, 1993, 1992, and 1991

<TABLE>
                                 1995                1994              1993           1992          1991
                                 ----                ----              ----           ----          ----
<S>                         <C>                 <C>               <C>            <C>           <C>
Total Revenues               52,925,874          43,767,330        50,300,201     40,704,618    34,221,460
- --------------


Net Income                    5,999,694           4,048,446         4,565,307      6,361,350     5,845,680
- ----------


Earnings Per Share                  .96                 .65               .73           1.01           .93
- ------------------


Total Assets at Year-End    182,771,162         143,815,295       134,939,579    129,793,367   105,721,392
- ------------------------

Long-Term Obligations        12,000,000                -                 -              -             -
- ---------------------


Cash Dividends Per Common Share     .18                 .21              .435            .40           .25
- -------------------------------
</TABLE>



     Earnings per share and cash dividends per share amounts have been changed
     to conform with the stock splits discussed in Note 11.

     Total revenues and net income amounts have been restated to conform with
     the new accounting standard for realized gains and losses as discussed in
     Note 12.

     Total assets at year end amounts have been restated to conform with the
     new accounting standard for accounting and reporting for reinsurance.






                                     II-2
<PAGE>   9
Item 7.  Management's Discussion and Analysis of Financial Condition and
Results of Operations

1995 Compared to 1994

Operations

         Total consolidated revenues of $52,925,874 for 1995 increased 21% from
consolidated revenues of $43,767,330 for 1994.

          Insurance premiums earned increased by 10% in 1995 as a result of
increases in the automobile segments primarily generated by increased
assumptions of business from state mandated assigned risk pools.  Reduced
reinsurance cessions and regulatory assessments during 1995 also contributed to
this overall increase in revenues.  Material rate increases introduced in the
fourth quarter of 1995 to the major private passenger automobile segment have
provided increased premium writings and will provide generous assistance to the
overall profitability of this segment.

          Service fees earned in 1995 increased 100% from 1994 due to the strong
volume of policies administered for the State of Florida; FRPCJUA AND FAJUA as
well as growth in the Registrant's premium financing subsidiary.  Investment
income increased 34% as a result of the continued conversion of funds available
for investment from tax advantaged vehicles to taxable securities with their
inherent higher yields.

          Total consolidated expenses of $44,340,175 for 1995 increased 15% from
consolidated expenses of $38,514,858 for 1994.

          Loss and loss adjustment expenses increased 16% as a result of
increases in losses assumed from the state mandated assigned risk pools and
reserve strengthening of the Registrant's voluntary business as indicated by
actuarial reviews of the automobile segment's loss trending patterns.  Policy 
acquisition costs decreased as a result of reduced commissions allowed to the
producers of the Company's automobile business together with increased ceding 
commissions received on the increased premiums written during the year.

          Loss and loss adjustment expense as a percentage of earned premium was
77.6% in 1993, 77.0% in 1994 and 81.6% in 1995.  The Company believes that its
current reserves are adequate and proper.  The Company has continued corrective
action, specifically in the form of substantial rate increases in the fourth
quarter of 1995, to reduce the ratio of loss and loss adjustment expense to
earned premium.  However, additional reserve strengthening may be required in
the future.  The Company continues to have comprehensive independent actuarial
reviews of its reserves.  At year end 1995 the Company's loss reserves are
within a range which the Company's independent actuary deems appropriate but is
approximately 7.1% below the midpoint of that range.

          The increasing loss and loss adjustment expense experienced on the
business which the Company originates and cedes to its reinsurers may also
adversely affect the Company's profitability in the future.  If the Company's
ratio of loss and loss adjustment expense to earned premium does not improve or
should continue to deteriorate, it is likely that over time the Company's cost
of reinsurance would increase, and it is possible that the Company could not
obtain reinsurance on economically viable terms.

          Salaries and wages and general and administrative expenses increased 
41% as a result of the increased costs associated with the growth in the fee for
service segment.



                                      II-3
<PAGE>   10
1995 Compared to 1994

Financial Condition

          The Registrant consummated a $12,000,000 loan in the fourth quarter of
1995 with the proceeds to be used for additional capital infusion into the
insurance subsidiaries to absorb planned growth.  A very sound financial
condition was maintained in 1995 with a 48% increase in earnings per share.
Cash dividend and capital expenditure requirements continue to be provided from
funds generated from operations.  Liquidity is substantial for new operational
or investment opportunities.




                                      II-4     
<PAGE>   11
1994 Compared to 1993

Operations

     Total consolidated revenues of $43,767,330 for 1994 decreased 13% from
consolidated revenues of $50,300,201 for 1993.

     Insurance premiums earned decreased by 17% as a result of more selective
underwriting prerequisites in effect throughout 1994 and periodic review and
cancellation of unprofitable producers.  Increased reinsurance cessions
effective in 1994 also contributed to the decrease in insurance premiums while
providing relief in losses incurred and policy acquisition costs.  Material
rate modifications introduced in late 1993 and 1994 to the company's core
automobile product have resulted in lower premiums written and an indication of
prospective improvement in profitability as measured by actuarial models of the
expected loss costs.  Continued increasing catastrophe reinsurance costs and
regulatory assessments on the personal property lines have also contributed to
reductions in both premiums earned and profitability in this particular
segment.

     Investment income decreased by 11% as a direct result of lower interest
rates on funds available for investment during the year.  Recent market changes
with prevailing interest rate increases will provide a more stabilized yield
for 1995 as the Company is now converting much of its positive cash flow to
taxable securities which yield a higher after-tax return.

     The substantial increase in net realized gains in 1994 resulted primarily
from the opportunity to dispose of appreciated equity securities.

     Since its introduction in 1993, the fee for service subsidiary has shown a
momentum of growing profitability and revenues have increased from $182,297 to
$1,329,269 primarily for services provided to the FRPCJUA.  With the addition
of the FAJUA business as well as recent approval to participate in the National
Flood Insurance Program, it is expected that this segment will continue to
contribute considerably to both revenues and profitability during 1995.

     Total consolidated expenses decreased by 12% from $38,514,858 to
$44,340,175.

     Loss and loss adjustment expenses decreased by 18% as a result of
increased reinsurance recoveries resulting from revised cessions in effect
during 1994.  Loss ratios as measured against insurance premiums earned have
stabilized as a result of the underwriting changes and rate increases effected
during the year which have offset any reserve strengthening indicated by
actuarial loss development trends and patterns.  Policy acquisition costs
decreased as a result of additional ceding commissions received from the
revised reinsurance cessions.

     Loss and loss adjustment expense as a percentage of earned premium was
69.3% in 1992, 77.6% in 1993 and 77.0% in 1994.  The Company believes that its
current reserves are adequate and proper, and that several steps have been
taken in the last fifteen months which should reduce the ratio of loss and loss
adjustment expense to earned premium.  However, additional reserve
strengthening may be required in the future.  The Company continues to have
comprehensive independent actuarial review of its reserves.  At year end 1994
the Company's loss reserves are in a range which the independent actuary deems
appropriate but approximately 7.5% below the midpoint of that range.




                                      II-5 
<PAGE>   12
1994 Compared to 1993

     The increasing loss and loss adjustment expense experienced on the
business which the company originates and cedes to reinsurers may also
adversely affect the Company's profitability in the future.  If the Company's
ratio of loss and loss adjustment expense to earned premium does not improve or
should continue to deteriorate, it is likely that over time the Company's cost
of reinsurance would increase, and it is possible that the Company could not
obtain reinsurance on economically viable terms.

Financial Condition

     Funds generated from operations have continued to provide a very favorable
cash flow.  Liquidity remains adequate enough to position the Company for
market opportunities.







                                      II-6  
<PAGE>   13
Item 8.  Financial Statements and Supplementary Data

<TABLE>
     <S>                                                            <C>
             Index to Financial Statements and Supplementary Data

     Report of Independent Certified Public Accountants                 II-8


     Consolidated Balance Sheets, December 31, 1995 and 1994            II-9


     Consolidated Statements of Operations                             II-10
                  Years ended December 31, 1995, 1994 and 1993


     Consolidated Statements of Cash Flows                             II-11
                  Years ended December 31, 1995, 1994 and 1993


     Consolidated Statements of Changes in Stockholders' Equity        II-12
                  Years ended December 31, 1995, 1994 and 1993


     Notes to Consolidated Financial Statements                     II-13-31
</TABLE>


Item 9.  Disagreements on Accounting and Financial Disclosure

     None.




                                      II-7 
<PAGE>   14
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS


To the Board of Directors
     and Stockholders
Mobile America Corporation
Jacksonville, Florida

     We have audited the accompanying consolidated balance sheets of Mobile
America Corporation and Subsidiaries as of December 31, 1995 and 1994, and the
related consolidated statements of operations, changes in stockholders' equity
and cash flows for each of the three years in the period ended December 31,
1995.  These financial statements and schedules referred to below are the
responsibility of the Company's management.  Our responsibility is to express
an opinion on these financial statements and schedules 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 the 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 Mobile
America Corporation and Subsidiaries as of December 31, 1995 and 1994, and the
results of their operations and their cash flows for each of the three years in
the period ended December 31, 1995, in conformity with generally accepted
accounting principles.

     Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The schedules listed in the
accompanying Index in Item 14(a)2 of this Form 10-K are presented for purposes
of complying with the Securities and Exchange Commission's rules and are not
part of the basic financial statements.  These schedules have been subjected to
the auditing procedures applied in the audits of the basic financial statements
and, in our opinion, fairly state in all material respects the financial data
required to be set forth therein in relation to the basic financial statements
taken as a whole.

     As discussed in Notes 1 and 12 to the consolidated financial statements,
the company adopted the provisions of the Financial Accounting Standards
Board's Statement of Financial Accounting Standards No. 115, "Accounting for
Certain Investments in Debt and Equity Securities," and No. 113, "Accounting
and Reporting for Reinsurance of Short-Duration and Long-Duration Contracts,"
in 1994.

     Also discussed in Notes 1 and 12 to the consolidated financial statements,
the company adopted the provisions of the Financial Accounting Standards
Board's Statement of Financial Accounting Standards No. 109," Accounting for
Income Taxes," in 1993.



                                       CHERRY, BEKAERT & HOLLAND, L.L.P.

Orlando, Florida
March 21, 1996




                                      II-8  
<PAGE>   15
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                           December 31, 1995 AND 1994

<TABLE>
<CAPTION>
             ASSETS                              1995           1994      
             ------                              ----           ----      
<S>                                           <C>           <C>         
Investments:                                                 
 Securities held to maturity                  $52,460,555   $ 70,287,568
   at amortized cost                                         
   (fair value $52,785,561                                   
    and $69,817,915)                                         
 Securities available for                                    
   (amortized cost $34,644,650                               
     and $0)                                    35,690,835           -   
 Equity Securities, at market                      -            1,929,557
    (cost $0 and $2,087,656)                                 
 Notes receivable less                               2,655          5,012
     unearned discount of $74                                
     and $379                                                
 Short-term investments                         22,470,314     14,369,810
                                              ------------   ------------
     Total investments            
                                               110,624,354     86,591,947

                                              ------------   ------------

Cash                                             6,510,457      5,479,899
Receivables:                                                 
 Insurance premiums                              2,563,715        712,658
 Accrued investment income                                    
 and other                                       1,971,356      1,460,572
 Reinsurance                                    33,822,126     24,832,401
                                              ------------   ------------

   Total receivables                            38,357,197     27,005,631
                                              ------------   ------------
Income taxes:                                                
 Currently receivable                                 -           178,413
 Deferred                                          760,025        607,398
                                              ------------   ------------
                                                             
  Total income taxes                               760,025        785,811
                                              ------------   ------------
Prepaid reinsurance premiums                    24,260,694     22,412,328
                                                             
Inventory of mobile homes                           39,545         39,545
                                                             
                                                             
Deferred policy acquisition costs               (4,209,840)    (3,774,978)
                                                             
Property and Equipment:                                      
  Land, at cost                                    356,970        356,970 
  Modular office equipment,                                    
    at cost less  accumulated                                   
    depreciation of $7,982                                      
    and $320,470                                     3,000         12,883
                                                              
Equipment and leasehold improvements                         
   at cost less accumulated                                  
   depreciation and amortization of                          
   $1,953,916 and $1,725,426                       630,458        727,104
                                              ------------   ------------

     Total property and equipment:                 990,428      1,096,957
                                              ------------   ------------
Equity in Pools and Associations                 4,912,334      4,077,462
Other Assets                                       525,968        100,693
                                              ------------   ------------

                                              $182,771,162   $143,815,295
                                              ============   ============
</TABLE>

<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY              1995           1994
                                                  ----           ----       
<S>                                           <C>            <C>            
                                                                             
Insurance loss reserves, including                                           
  future policy benefits                      $ 54,645,686   $ 43,950,469   
Unearned premiums                               39,535,149     34,639,680   
Reinsurance funds withheld and                                               
  balance payable                               26,120,505     29,061,872   
Accrued expenses and other liabilities          15,639,062      9,351,078   
Deferred income tax on net unrealized                                        
  gains on securities available for sale           355,000         -          
Unearned service fees                            2,610,902      1,197,905     
Note payable                                    12,000,000         -          
Current income taxes payable                       551,868         -          
                                              ------------   ------------   
                                                                             
           Total liabilities                  $151,458,172   $118,201,004   
                                              ------------   ------------   
                                                                            
Stockholders' equity:                                                       
Common stock, $.025 par value per share                                     
  Authorized - 18,000,000 shares                                            
  Issued - 6,720,396                               168,010           168,010


                                                                    

Preferred stock, $.10 per value per share
 Authorized - 500,000 shares
 Issued and outstanding - none                                        



Capital in excess of par value                   2,686,060         2,686,060   



Net unrealized appreciation on securities
  available for sale net of deferred 
  income taxes                                     691,185                 -

                                                     

Net unrealized gains/(losses) on equity 
  securities net of taxes                                -          (158,099)


Treasury Stock at cost, 460,356 and
   456,356 shares                                 (420,944)         (388,441)


Retained Earnings                               28,188,679        23,306,761
                                              ------------      ------------
Total stockholders' equity                      31,312,990        25,614,291
                                              ------------      ------------
                                              $182,771,162      $143,815,295
                                              ============      ============
</TABLE>


See notes to consolidate financial statements

                                     II-9
                                             
<PAGE>   16


                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                 YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


<TABLE>
<CAPTION>
                                               1995           1994           1993
                                               ----           ----           ----
<S>                                          <C>            <C>            <C>
Revenues:
 Insurance premiums earned net of
   premiums ceded of $65,079,149
   $53,349,540 and $53,094,842               $37,642,846    $34,372,185    $41,561,149
 Service fees earned                           8,624,931      4,301,521      3,537,776
 Investment income                             5,562,074      4,146,956      4,660,908
 Equipment rentals                                67,510         79,830         94,176
 Others                                          670,876         65,268        537,596
 Sales of modular office equipment               105,484         50,525         19,025
 Net realized gains (losses) on investments      252,153        751,045       (110,429)
                                             -----------    -----------    -----------

     Total revenues                           52,925,874     43,767,330     50,300,201
                                             -----------    -----------    -----------
Expenses:
 Losses and loss adjustment expenses net of
   reinsurance recoveries of $59,612,492
   $38,638,934 and $41,083,836                30,728,626     26,466,443     32,231,060 
 Policy acquisition costs                        862,004      2,980,950      4 225,972 
 Salaries and wages                            5,478,820      4,562,057      3,935,256 
 Interest on note                                156,375           -              -    
 General and administrative                    7,106,897      4,491,958      3,539,532 
 Cost of sales of modular office equipment         7,453         12,650          1,531 
                                             -----------    -----------    ----------- 

     Total expenses                           44,340,175     38,514,858     43,933,351 
                                             -----------    -----------    ----------- 
                                                                                       
Income before provision for income taxes       8,585,699      5,252,472      6,366,850 
                                             -----------    -----------    ----------- 
                                                                                       
Provision and (benefit) for income taxes:                                              
 Current                                       2,268,942      1,203,026      1,808,111 
 Deferred                                        317,063        (79,000)        (6,568)
                                             -----------    -----------    -----------
                                                                                       
     Total provision for income taxes          2,586,005      1,204,026      1,801,543 
                                             -----------    -----------    -----------


Net income                                   $ 5,999,694    $ 4,048,446    $ 4,565,307
                                             ===========    ===========    ===========


Earnings per share:

 Net income                                  $       .96    $       .65    $       .73
                                             ===========    ===========    ===========

Weighted average number of common stock and
 common stock equivalents                      6,260,040      6,264,040      6,269,040
                                             ===========    ===========    ===========
</TABLE>


     See notes to consolidated financial statements.






                                     II-10      
<PAGE>   17



                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                 YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

<TABLE>
<CAPTION>                                                                                                          

                                                            1995             1994              1993                
                                                            ----             ----              ----                
<S>                                                      <C>             <C>               <C>                     
Cash Flows from Operating Activities:                                                                              
 Net Income                                              $ 5,999,694     $ 4,048,446       $ 4,565,307             
 Adjustments to reconcile net income to                                                                            
  net cash provided by operating activities:                                                                       
   Depreciation and amortization                             231,449         281,674           317,521             
   (Gain) Loss on sale of investments                       (252,153)       (751,045)          110,429             
   (Increase) in insurance premiums receivable            (2,685,929)     (1,551,594)         (689,986)            
   (Increase) decrease in accrued investment                                                                       
     income and other                                       (510,784)        129,813          (100,719)            
   (Increase) decrease in prepaid reinsurance                                                                      
     premiums                                             (1,848,366)     (3,982,131)          725,594             
   (Increase) in reinsurance receivable                   (8,989,725)     (1,912,013)       (4,395,348)            
   (Increase) decrease in deferred policy                                                                          
     acquisition costs                                       434,862       1,498,843           (51,344)            
   (Increase) decrease and other assets                     (425,275)        (98,497)        1,036,507             
   Increase in insurance loss reserves                    10,695,217       1,602,836         6,599,532             
   Increase (decrease) in unearned premium                 4,895,469         817,035        (1,431,597)            
Increase (decrease) in reinsurance funds held and                                                                  
     balances payable                                     (2,941,367)      1,993,911          (890,058)            
   Increase (decrease) in accrued expenses                                                                         
     and other liabilities                                 6,287,984       1,690,086        (1,728,059)            
   Increase (decrease) in current income taxes               730,281       1,248,700        (1,149,757)            
   (Decrease) in deferred income taxes                      (152,627)        (79,000)           (6,568)            
   Increase in unearned service fees                       1,412,997         938,880           259,025             
                                                         -----------     -----------       -----------     
                Net cash provided by                                                                               
                 operating activities                    $12,881,727     $ 5,875,944       $ 3,170,479             
                                                         -----------     -----------       -----------     
                                                                                                                   
Cash Flows from Investing Activities:                                                                              
 Net change in short term investments                     (8,100,504)     (6,535,827)        7,610,456             
 Purchase of equity securities                            (2,754,451)     (2,082,178)       (2,360,265)            
 Sales of equity securities                                3,152,539       3,477,732         1,915,082             
 Purchase of property and equipment                         (135,362)       (214,947)         (254,056)            
 Sale of modular offices and equipment                        10,442          11,564             1,531             
 Purchase of fixed maturities                            (38,753,011)    (26,356,581)      (34,829,607)            
 Sale of fixed maturities                                  5,595,785       7,006,649         1,067,878             
 Maturities of fixed maturities                           18,281,310      20,984,994        26,400,814             
 Notes receivable                                              2,362           5,718             7,133             
                                                         -----------     -----------       -----------     
                 Net cash used in investing                                                                        
                       activities                        (22,700,890)     (3,702,876)         (441,034)            
                                                         -----------     -----------       -----------
                                                                                                                   
Cash Flows from Financing Activities:                                                                              
 Proceeds from Note payable                               12,000,000            -                  -               
 Purchase of Treasury Stock                                  (32,503)        (51,875)              -               
 Dividends paid to stockholders                           (1,117,776)     (1,304,142)       (2,706,625)            
                                                         -----------     -----------       -----------     
          Net cash provided by (used in)                                                                           
             financing activities                         10,849,721      (1,356,017)       (2,706,625)            
                                                         -----------     -----------       -----------     
Net increase in cash                                       1,030,558         817,051            22,820             
                                                                                                                   
Cash, beginning year                                     $ 5,479,899     $ 4,662,848       $ 4,640,028             
                                                         -----------     -----------       -----------     
                                                                                                                   
Cash, end of year                                        $ 6,510,457     $ 5,479,899       $ 4,662,848             
                                                         ===========     ===========       ===========     
</TABLE>

See notes to consolidated financial statements.

                                     II-11



<PAGE>   18
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY

                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993



<TABLE>
<CAPTION>
                                                 1995                     1994                    1993
                                             -----------               -----------             -----------
<S>                                          <C>                       <C>                     <C>
Common Stock:                                                                          
         No change during year               $   168,010               $   168,010             $   168,010
                                             -----------               -----------             -----------
                                                                                       
Preferred Stock:                                                                       
         No change during year                    -                         -                       -
                                             -----------               -----------             -----------
                                                                                       
Capital in excess of par value:                                                        
         No change during year                 2,686,060                 2,686,060               2,686,060
                                             -----------               -----------             -----------
                                                                                       
Net unrealized appreciation on securities                                              
available for sale:                                                                    
         Balance at beginning of year              -                           -                      -
         Increase                              1,046,185                       -                      - 
         Deferred taxes on unrealized gains     (355,000)                      -                      -
                                             -----------               -----------             -----------
         Balance at end of year                  691,185                       -                      -  
                                             -----------               -----------             -----------
                                                                                       
Net unrealized investment gains (losses)                                               
on equity securities:                                                                  
         Balance at beginning of year           (158,099)                  513,362                 222,675
         Increase (decrease)                     158,099                  (671,461)                478,687
         Deferred taxes on unrealized gains       -                          -                    (188,000)
                                             -----------               -----------             -----------
                                                                                       
         Balance at end of year                   -                       (158,099)                513,362
                                             -----------               -----------              ----------
                                                                                       
                                                                                       
                                                                                       
Treasury Stock:                                                                        
         Balance at beginning of year           (388,441)                 (336,556)               (336,556)
         Purchases of 4,000, 5,000 and -0-        32,503                    51,885                    -
                                             -----------               -----------             -----------
                                                                                       
         Balance at end of year                 (420,944)                 (388,441)               (336,556)
                                             -----------               -----------             -----------
                                                                                       
                                                                                       
Retained earnings:                                                                     
         Balance at beginning of year         23,306,761                20,562,457              18,703,775
         Net income                            5,999,694                 4,048,446               4,565,307
         Cash dividends $.18, $.21                                                     
         and $.435 per share                  (1,117,776)               (1,304,142)             (2,706,625)
                                             -----------               -----------             -----------
                                                                                       
         Balance at end of year               28,188,679                23,306,761              20,562,457
                                             -----------               -----------             -----------
                                                                                       
                                                                                       
                                                                                       
Total stockholders' equity at                                                          
 end of year                                 $31,312,990               $25,614,291             $23,593,333
                                             ===========               ===========             ===========
</TABLE>   

See notes to consolidated financial statements.




                                     II-12 
<PAGE>   19





                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1.  Summary of Significant Accounting Policies

(a)  Basis of Financial Statement Presentation

     The consolidated financial statements have been prepared on the basis of
generally accepted accounting principles which vary from statutory reporting
practices prescribed or permitted for insurance companies by regulatory
authorities.

(b)  Principles of Consolidation
 
     The accompanying consolidated financial statements include Mobile America
Corporation (the Company) and its subsidiaries, all of which are wholly-owned.
All significant intercompany transactions have been eliminated in
consolidation.

(c)  Estimates

     The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.

(d)  Basis of Inventory Valuation
 
     Inventories are valued at the lower of cost or market, with cost being
determined primarily under the specific identification method.

(e)  Method of Valuing Investments

     The Company implemented Statement of Financial Accounting Standards (SFAS)
No. 115, "Accounting for Certain Investments in Debt and Equity Securities" as
of January 1, 1994.  The Company classified its entire fixed maturity
investment portfolio as "held to maturity".  Accordingly, these investments are
reported at amortized cost, adjusted for amortization of premiums or discounts
and other than temporary declines in fair value.  At December 29, 1995, the
Company reassessed the appropriateness of the classifications of all securities
held at that time and reclassified from the held to maturity category a portion
of the Company's fixed maturity portfolio to the available for sale category.
Classifying these securities as available for sale did not impact net income.
Common Stock, redeemable preferred stock, bonds and notes not classified

                                    II-13
<PAGE>   20



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

as held to maturity are reported at fair value, with unrealized gains and
losses reported as a separate component of stockholders' equity.  Fair values
are based on quoted market prices or dealer quotes, if available.  If a quoted
market price is not available, fair value is estimated using quoted market
prices for similar securities.

(f)  Realized Investment Gains and Loses

     The cost of securities sold is based upon the specific identification
method and  any gains or losses are reflected in the accompanying statements of
operations.

(g)  Deferred Policy Acquisition Costs

     The costs associated with acquiring new insurance contracts have been
deferred.  Such costs are being amortized over the premium paying period or in
proportion to premiums earned on those contracts.

(h)  Property and equipment

     Property and equipment is carried at cost and is depreciated principally
under the straight-line method over the estimated useful lives of the
respective assets. 

     Maintenance and repairs are charged to expenses as incurred; additions and 
major betterments are capitalized and depreciated.  At the time of retirement 
or other disposition of modular offices, equipment and leasehold improvements, 
the accounts are relieved of the cost and the related accumulated depreciation 
and any gains or losses are reflected in the consolidated statements of 
operations.

(i)  Insurance Contracts
 
     The insurance contracts accounted for in these financial statements
include both short-duration contracts and long-duration contracts.
Short-duration contracts provide insurance protection for a fixed period of
short-duration and enable the insurer to cancel the contract or to adjust the
provisions at the end of any contract period.  Most property-liability
insurance contracts and certain term life insurance contracts generally are not
subject to unilateral changes in their provisions and require the

                                    II-14 
<PAGE>   21



                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

performance of various functions and services, including insurance
protection, for an extended period.  Long-duration contracts include whole-life
contracts and guaranteed renewable term life contracts.  The Company has not
issued any participating policies.

(j)  Insurance Loss Reserves

     The liability for future policy benefits of long-duration contracts has
been provided for on a net level premium method based on estimated investment
yields,  withdrawals, mortality, terminations, morbidity, and other assumptions
which were appropriate at the time the contracts were issued.

     Estimates of future policy benefits were based on past experience as
adjusted to provide for possible adverse deviation from the estimates.
Interest assumptions are based on historical assumptions and experience, and
range from 3% to 4.5% at December 31, 1995.

     The liabilities for unpaid claims of short-duration contracts and related
adjustment expenses are determined using case basis evaluations and statistical
analysis and represent estimates of the ultimate net cost of all reported and
unreported claims relating to insured events which are unpaid at year-end.  The
liabilities include estimates of future trends in claims severity and frequency
and other factors which could vary as the claims are ultimately settled.
Although such estimates may vary, management believes that the liabilities for
unpaid claims and related adjustment expenses are adequate.  The estimates are
continually reviewed, and as adjustments to these liabilities become necessary,
they are reflected in current operations.

(k)  Recognition of Premium Revenues and Related Expenses

     Premiums for long-duration contracts are recognized as revenues when due
from the policyholders.  A liability for the expected costs relating to such
long-duration contracts is accrued over the current and expected renewal
periods.
                                     II-15  
<PAGE>   22



                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     Premiums for short-duration contracts are recognized as revenues over the
period of the contract in proportion to the amount and duration of insurance
protection provided.

     Earned premiums are stated after reduction for related premiums ceded to
reinsurers.  The Company considers anticipated investment income in determining
if a premium deficiency exists on short-duration contracts.

(l)  Earnings per Share

     Earnings per share are computed on the basis of the weighted average
number of common shares outstanding during each year.  The effect of stock
options is not material to the computation of earnings per share.

(m)  Cash and Short-term Investments

     For purposes of the consolidated statement of cash flows, cash includes
balances in bank deposit accounts maintained with high credit quality financial
institutions.  Short-term investments are stated at cost, and consist primarily
of certificates of deposits, money market accounts and commercial paper and
repurchase agreements.  For purposes of the consolidated statement of cash
flows, the Company does not consider short-term investments to be cash
equivalents as they generally have original maturities in excess of three
months.

(n)  Supplemental Cash Flow Information

     Interest and Income Taxes Paid - The Company paid interest of $156,375 in
1995, $ 0 in 1994, and $ 0 in 1993.  Income taxes paid totaled $2,008,351 in
1995, $34,326 in 1994 and $2,932,361 in 1993.



                                     II-16 
<PAGE>   23



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(o)  Reclassifications

     Certain fees earned previously reported as a reduction in policy
acquisition costs were reclassified in our 1993 and 1994 financial statements
to conform to 1995 presentation.  These reclassifications had no effect on net
income, or shareholders' equity, as previously reported for those years.

(p)  Income Taxes

     Effective in 1993, the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 109, "Accounting for Income Taxes".  Accordingly, income
tax provisions are based on the asset and liability method.  Deferred income
taxes have been  provided for temporary differences between the tax basis of
assets and liabilities and their reported amounts in the consolidated financial
statements.

Note 2.  Investments
 
     Major categories of investment income are summarized as follows:

<TABLE>
<CAPTION>
                                 1995          1994             1993
                              ----------    ----------       ----------
     <S>                      <C>           <C>              <C>
     Fixed Maturities         $4,382,034    $3,707,095       $4,162,602
     Equity Securities            94,330       109,932          133,882
     Short Term Investments    1,085,222       328,957          362,869
     Notes Receivable                488           972            1,555
                              ----------    ----------       ----------
                              $5,562,074    $4,146,956       $4,660,908
                              ==========    ==========       ==========
</TABLE>

     Net realized gains (losses) and net unrealized appreciation (depreciation)
 on fixed maturities and equity securities are summarized as follows:

<TABLE>                 
<CAPTION>               
                               Fixed           Equity
           1995              Maturities      Securities       Total
         ----------          ----------      ----------     ---------
         <S>                 <C>             <C>            <C>
         Realized            $   48,330       $ 203,823     $  252,153
         Unrealized           1,305,503          65,688      1,371,191
                             ----------       ---------     ----------
         Combined            $1,353,833       $ 269,511     $1,623,344
                             ==========       =========     ==========
                          
                               Fixed            Equity
          1994               Maturities       Securities      Total
         ----------          ----------       ----------    ----------
         Realized            $ (141,818)      $ 892,863     $  751,045
         Unrealized            (469,653)       (158,099)      (627,752)
                             ----------       ---------     ----------
         Combined            $ (611,471)      $ 734,764     $  123,293
                             ==========       =========     ==========
</TABLE>



                                     II-17 
<PAGE>   24



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
                               Fixed          Equity
      1993                   Maturities     Securities      Total
     ----------              ----------     ----------   ----------
     <S>                     <C>            <C>          <C>
     Realized                $ (166,592)    $   56,163   $ (110,429)
     Unrealized                 925,316        701,362    1,626,678
                             ----------     ----------   ----------
     Combined                $  758,724     $  757,525   $1,516,249
                             ==========     ==========   ==========
</TABLE>

     The aggregate fair value, gross unrealized gains, gross unrealized losses
and amortized cost for available for sale and held to maturity securities by
major security type at December 31, 1995 and 1994 are as follows:


<TABLE>
<CAPTION>
                                             Gross          Gross                 
                              Amortized    Unrealized     Unrealized     Fair     
                                 Cost        Gains         (Losses)     Value     
                              ---------    ----------     ----------  ----------  
<S>                           <C>           <C>           <C>         <C>         
Held to maturity securities:                                                      
December 31, 1995                                                                 
U. S. Government and                                                              
  government agencies         $19,513,231   $  133,395    $ (18,391)  $19,628,235 
States, municipalities                                                            
  and political                                                                   
  subdivisions                 26,579,614      225,402      (28,811)   26,776,205 
Corporate debt securities       4,156,465       26,195      (13,778)    4,168,882 
Mortgage backed securities      2,211,245       14,549      (13,555)    2,212,239 
                              -----------   ----------    ---------   ----------- 
                              $52,460,555      399,541    $ (74,535)  $52,785,561 
                              ===========   ==========    =========   =========== 
                                                                                  
                                                                                  
Held to maturity securities:                                                      
December 31, 1994                                                                 
U. S. Government and                                                              
  government agencies         $20,529,231   $     -       $(373,323)  $20,155,908 
States, municipalities and                                                        
  political subdivisions       41,274,053      364,113     (283,677)   41,354,489 
Corporate debt securities       5,854,973        6,430     (183,196)    5,678,207 
Mortgage backed securities      2,629,311          -            -       2,629,311 
                              -----------   ----------    ---------   ----------  
                              $70,287,568      370,543    $(840,196)  $69,817,915 
                              ===========   ==========    =========   =========== 
                                                                                  
Available for sale securities:                                                    
December 31, 1995                                                                 
U. S. Government and                                                              
  government agencies         $ 9,610,964   $  190,609    $     -     $ 9,801,573 
States, municipalities and                                                        
  political subdivisions       18,241,313      644,659         (260)   18,885,712 
Corporate debt securities       4,898,978      145,489          -       5,044,467 
Equity securities               1,893,395      131,116      (65,428)    1,959,083 
                              -----------   ----------    ---------   ----------- 
                              $34,644,650    1,111,873    $ (65,688)  $35,690,835 
                              ===========   ==========    =========   =========== 
</TABLE>


                                     II-18    
<PAGE>   25



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     The scheduled maturities of available for sale and held to maturity
securities at December 31, 1995 are as follows.  Expected maturities may differ
from contractual maturities because borrowers may have the right to call or
prepay obligations without penalties.

<TABLE>                                                  
<CAPTION>                                                
                                             Amortized           Fair
                                                Cost             Value
                                            ----------         -----------
Held to maturity securities:                             
<S>                                         <C>                <C>
Due in one year or less                     $10,125,652        $10,178,372
Due after one through five years             29,368,126         29,591,577
Due after five years through ten years        6,735,694          6,762,167
Due after ten years                           4,019,838          4,041,206
Mortgage backed securities                    2,211,245          2,212,239
                                            -----------        -----------
                                            $52,460,555        $52,785,561
                                            ===========        ===========
                                                         
                                              Amortized           Fair
                                               Cost               Value
                                            -----------        -----------
Available for sale securities:                           
                                                         
Due in one year or less                     $ 1,402,035        $ 1,421,995
Due after one through five years             23,368,419         24,046,353
Due after five years through ten years        5,999,777          6,243,267
Due after ten years                           1,981,024          2,020,137
                                            -----------        -----------
                                            $32,751,255        $33,731,752
                                            ===========        ===========

</TABLE>

     Proceeds from sales of investments in debt maturities and related gross 
realized gains and losses were as follows:
<TABLE>
<CAPTION>
                                      1995        1994           1993
                                   ----------   ----------    ----------
     <S>                           <C>          <C>           <C>
     Proceeds from sales           $5,595,785   $7,006,649    $1,067,878
     Gross realized gains              66,206       25,168        65,941
     Gross realized losses             17,876      166,986       232,533
</TABLE>

     The Company's three insurance subsidiaries, Fortune Insurance Company,
Fortune Life Insurance Company, and Pegasus Insurance Company maintain certain
deposits with state regulatory agencies as a statutory licensing requirement.
The carrying value of the investments on deposit was $1,544,762 at December 31,
1995 and $1,505,549 at December 31, 1994 and these deposits are included in the
investment tables and exhibits of this report.

                                     II-19
<PAGE>   26



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     The Company's two finance companies also maintain certain deposits with
state regulatory agencies as a statutory licensing requirement.  The carrying
value of these investments was $70,000 at December 31, 1995 and 1994.

Note 3.  Deferred Policy Acquisition Costs

     Costs deferred, principally commissions, are primarily related to the
production of new business and are deferred and amortized as summarized below:


<TABLE>
<CAPTION>
<S>                                 <C>                 <C>                <C>
Fortune                                1995                 1994              1993
- -------                             -----------         -----------        ----------
Balance at beginning of year        $  (438,658)          1,084,099        $ 1,070,465
Commissions and other Costs        
       deferred                       7,496,662           9,150,797         11,021,661
Charged to expense                   (8,479,053)        (10,673,554)       (11,008,027)
                                    -----------         -----------        -----------
Balance at end of year              $(1,421,049)        $  (438,658)       $ 1,084,099
                                    ===========         ===========        ===========
                                   
Mobile America Insurance Group         1995                 1994               1993
- ------------------------------      -----------         -----------        -----------
Balance at beginning of year        $(3,343,007)        $(3,377,269)        (3,429,647)
Commissions and other Costs        
       deferred                      (7,113,083)         (7,677,052)        (6,791,529)
Charged to expense                    7,643,569           7,711,314          6,843,907
                                    -----------         -----------        -----------
Balance at end of year              $(2,812,521)        $(3,343,007)       $(3,377,269)
                                    ===========         ===========        ===========
                                   
Fortune Life                           1995                 1994                1993
- ------------                        -----------         -----------        -----------
Balance at beginning of year        $     4,566         $    17,035        $    31,703
Commissions and other Costs        
       deferred                          10,221               5,319             47,185
Charged to expense                       (7,097)            (17,788)           (61,853)
                                    -----------         -----------        -----------
Balance at end of year              $     7,690         $     4,566        $    17,035
                                     ==========         ===========        ===========
                                   
                                   
Pegasus Insurance Company              1995                 1994               1993
- -------------------------           -----------         -----------        -----------
Balance at beginning of year        $     2,121         $      -           $      -
Commissions and other Costs        
       deferred                          33,341              3, 043               -
Charged to expense                      (19,422)               (922)              -
                                    -----------         -----------        ----------- 
Balance at end of year              $    16,040         $     2,121        $      -
                                    ===========         ===========        =========== 
                                   
Consolidated Totals                 $(4,209,840)        $(3,774,978)       $(2,276,135)
                                    ===========         ===========        =========== 
</TABLE>


     Several of the automobile insurance lines written by Fortune have been
reinsured on a quota share basis, whereby a reinsurer provides ceding
commission to the Company in return for ceded premium.  In some instances these
ceding commissions received

                                     II-20
<PAGE>   27



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

actually exceed the costs to the Company of soliciting new business, thereby
generating credits to commission expense and deferred policy acquisition costs.

Note 4.  Modular Office Units, Land and Equipment and Leasehold

Improvements

     The cost and annual rates of depreciation and amortization for the major
classifications of property, equipment and leasehold improvements are as
follows:

<TABLE>
<CAPTION>
                                                        December 31,
                                                  ------------------------
                                    Annual Rates    1995           1994      
Modular Office Units:               ------------  --------       --------- 
      <S>                             <C>         <C>            <C>      
     Modular office units             12%-20%     $ 10,982       $ 333,353 
                                                                             
     Less accumulated depreciation                  (7,982)       (320,470) 
                                                  --------       ---------  
                                                  $  3,000       $  12,883    
                                                  ========       =========    
Land:                                             $356,970       $ 356,970  
                                                  ========       =========

</TABLE>

<TABLE>
<CAPTION>  
                                                          December 31,
                                                     ----------------------
                                    Annual Rates       1995         1994  
                                    ------------     --------    ----------
<S>                                     <C>        <C>           <C>       
                                                                           
Equipment and leasehold improvements:                                      
     Transportation equipment           25%-33%    $  214,630    $  191,907
     Building                             5%           35,000        35,000
     Office furniture, fixtures and                                        
       leasehold improvements           5%-33%      2,334,744     2,225,623
                                                   ----------    ----------
                                                    2,584,374     2,452,530
                                                                           
     Less accumulated depreciation                 (1,953,916)   (1,725,426
                                                   ----------     ---------
                                                   $  630,458    $  727,104
                                                   ==========    ==========

</TABLE>


Note 5.  Reinsurance

     The Company's insurance subsidiaries have various reinsurance agreements
which significantly affect their operations.  Risks are reinsured to limit loss
size and to increase writing capacity, although the Company is primarily liable
to the extent that the reinsurer cannot meet its obligations.


                                     II-21
<PAGE>   28

                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     Fortune Insurance Company and Pegasus Insurance Company have limited their
property and liability losses to a maximum of $40,000 per occurrence.
Additionally, with several of the automobile insurance lines, Fortune has
reinsured various percentages of its liability on a quota share basis.  On
catastrophe losses up to $5,000,000, Fortune Insurance Company has limited its
liability to 5% of the loss in excess of $400,000 in a treaty year.

     Fortune Life Insurance Company has entered into various reinsurance
agreements which limit its loss to $10,000 per individual risk.

     Reinsurance transactions were as follows:


<TABLE>
<CAPTION>
                                    1995          1994           1993
                                   ------        ------         ------
                                             (in Thousands)
<S>                                <C>           <C>            <C>
Ceded Premiums Earned              $65,079       $53,350        $53,094    
Recovered on Paid Losses            50,623        36,727         36,688 
Recoverable on Unpaid Losses        33,822        24,832         22,920
Unearned Premiums Ceded             24,261        22,412         18,430 
Ceding Commissions Received         15,694        13,756         13,960
</TABLE>

Note 6.  Regulatory Restrictions

     Fortune Insurance Company, Fortune Life Insurance Company and Pegasus
Insurance Company are subject to regulation by the insurance departments of the
state in which they are licensed.  Under the regulations, cash dividends may
only be paid out of accumulated surplus funds derived from net operating
profits and capital gains, or out of earned surplus even though total surplus
may be less than capital stock and paid in capital.  Fortune Insurance Company,
which is subject to Florida law, may not pay unless otherwise approved by the 
State Insurance Commissioner, dividends in any one year which exceed the 
greater of (a) 10% of such surplus funds or (b) the total amount of such funds 
derived during the immediate preceding year.



                                     II-22

<PAGE>   29
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     The following represent reconciliations of net income and stockholder's
equity of Fortune, Fortune Life and Pegasus Insurance Company from a statutory
basis to those presented on a GAAP basis for the year ended December 31, 1995:


<TABLE>
<CAPTION>
                                                        Fortune
                                        Fortune          Life       Pegasus
                                      -----------      --------     --------
<S>                                   <C>              <C>          <C>
Net gain(loss) from operations -                     
   statutory basis                    $(3,335,411)     $  112,249   $   13,426
                                      -----------      ----------   ----------
                                                     
Other                                    (196,728)         (2,121)           1
Change in deferred acquisition costs     (208,906)          3,124       13,919
Change in deferred ceding commissions    (773,484)           -            -
Deferred income taxes                     636,000            -            -
Change in reserves                           -             (4,068)        - 
                                      -----------      ----------   ----------
                                                     
                                         (543,118)         (3,065)      13,920
                                      -----------      ----------   ----------
                                                     
Net gain(loss) from operations -                     
   GAAP basis                         $(3,878,529)     $  109,184   $   27,346
                                      ===========      ==========   ==========

Stockholder's equity -
   statutory basis                    $16,644,807      $3,858,390   $3,581,237
                                      -----------      ----------   ----------
 
Other                                     349,851         (15,609)      12,001
Deferred acquisition costs              8,877,675           7,690       16,040
Deferred ceding commissions           (10,298,723)           -            -
Adjustments to reserves                      -             (5,325)       2,647
Deferred income taxes                   1,370,526         (20,702)        -
Non-admitted assets                       320,658           2,650         -
Non-ledger assets                            -            (93,000)        -
Unrealized gains                           15,017            -            -
Mandatory securities valuation
   reserve                                   -             54,082         -
                                      -----------      ----------   ----------

                                          635,004         (70,214)      30,688
                                      -----------      ----------   ----------
Stockholder's equity - GAAP basis     $17,279,811      $3,788,176   $3,611,925
                                      ===========      ==========   ==========

</TABLE>


                                     II-23

<PAGE>   30



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 7.  Pension Plan

     During 1982, the Company adopted a defined contribution pension plan
covering substantially all full-time employees, for which contributions are
based on employee earnings.  Total contributions made by the Company during
1995, 1994, and 1993 were $210,000, $170,000, and $141,000 respectively.

Note 8.  Stock Options

     The Company's incentive plan adopted in 1995 provides for the issuance to
key employees and directors of a maximum of 200,000 shares of common stock for  
options, stock appreciation rights and other stock-based awards as defined
under current tax laws.  Incentive stock options for employees are exercisable
for periods of up to ten years from the date of the grant at a price equal to
the fair market value on the date of the grant.  In the case of an incentive
option granted to an individual who owns at least 10% of the total combined
voting power of the Company, the exercise price must be at least 110% of the
fair market value of the common stock on the date of grant and the option term
cannot exceed five years.  Stock appreciation rights entitle the recipient to
receive the difference between the fair market value of the common stock on the
date of exercise and the stock appreciation right price, in cash or in shares
of common stock, or a combination.  Restricted stock awards entitle the
recipient to receive shares of common stock subject to forfeiture restrictions
that lapse over time or upon the occurrence of specific events.  During 1995,
103,750 stock options were granted at a price of $9.62 each, of which 11,250
were canceled due to terminated employment.  The Company has 107,500 shares
available for future grants.



                                     II-24

<PAGE>   31



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 9.  Income Taxes

    The following analysis reconciles the statutory Federal income tax rate to
the effective tax rates:

<TABLE>                                                             
<CAPTION>                                                           
                                            1995         1994        1993
                                            ----         ----        ----
(S)                                         <C>         <C>          <C>
Statutory Federal rate                        34%          34%          34% 
Increase (reductions) in effective tax                         
  rate resulting from:                                      
     Tax exempt interest                    (8.0)       (12.5)       (11.5) 
     Dividends received deduction            (.2)         (.4)         (.4) 
     Special life insurance                                    
       company deductions                    (.1)         (.5)         (.4) 
     State income taxes                      7.4          5.6          5.9  
     Other                                  (3.0)        (1.8)          .8
                                            ----         ----         ----  
Effective tax rate                          30.1%        24.4%        28.4% 
                                            ====         ====         ====

</TABLE>

     Consolidated deferred tax expense (credit) results from timing differences
in the recognition of revenue and expense for tax and financial statement
purposes.  The source of these differences and their tax effect are summarized 
as follows (in thousands):

<TABLE>
<CAPTION>
                                        1995           1994            1993
                                        ----           ----            ----
<S>                                     <C>            <C>             <C>
Increase (decrease) in deferred
     acquisition costs                  $619           $(518)          $  5
Increase (decrease) in deferred
     insurance premiums                 (204)            215             46
Various                                  (98)            224            (57)
                                        ----           -----           ----
                                        $317           $ (79)          $ (6)
                                        ====           =====           ====

</TABLE>

     Consolidated deferred taxes receivable resulting from temporary
differences in the recognition of revenue and expense for tax and financial
statement purposes are summarized as follows (in thousands).

<TABLE>
<CAPTION>
                                        1995               1994
                                        ----                ----
<S>                                    <C>                 <C>
Discounted loss and loss adjustment                       
  expense reserves                     $  733              $  -    
Deferred acquisition costs                -                  150   
Deferred insurance premiums             1,033                830   
Various                                  (273)              (373)
                                       ------              -----
                                       $1,493              $ 607
Valuation allowance                      (733)                -
                                       ------              -----
                                       $  760              $ 607
                                       ======              =====
</TABLE>


                                     II-25

<PAGE>   32



                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     Deferred taxes payable of $355,000 for 1995 are provided on unrealized
gains (net of capital loss carryforwards) on equity securities and fixed 
maturities available for sale.

     A portion of pre-1984 life insurance income is not taxable unless it
exceeds certain statutory limitations or is distributed to shareholders and
thereby becomes taxable at ordinary corporate rates.  The balance of this
untaxed income was approximately $98,000 at December 31, 1995.  Deferred income
taxes applicable to this portion of income are not required for financial
reporting purposes because under existing or foreseeable circumstances
management is of the opinion that no federal income tax payments applicable to 
such distributions will be required. 

     The Company and its non-life insurance subsidiaries file a consolidated
federal income tax return, while the life insurance subsidiary generally files
a separate return.

Note 10.  Business Segments

     The Company and its subsidiaries operate principally in six business
segments, primarily in the state of Florida, consisting of automobile insurance,
personal property insurance, commercial lines insurance, life insurance,
property rentals and sales and fee for service.  The four insurance segments
furnish various forms of property, liability and life insurance marketed through
independent insurance agents.  The property rentals and sales segment is
provided by the Company's modular office leasing division. The Company acts as a
servicing carrier for the Florida Residential Property and Casualty Joint
Underwriting Association and performs various underwriting and claims services
for a fee.



                                     II-26

<PAGE>   33

                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


<TABLE>
<CAPTION>
<S>                                         <C>              <C>             <C>
Sales to Unaffiliated Customers                  1995            1994            1993
                                             ------------    ------------    ------------
     Automobile Insurance                    $100,426,747    $ 84,872,980    $ 90,546,445    
     Personal Property Insurance                1,807,125       2,315,126       3,446,729    
     Commercial Lines  Insurance                  432,468         494,571         548,219        
     Life Insurance                                14,193          34,092         114,192                                  
     Property Rentals and Sales                   176,894         143,955         117,101                     
     Fee for service                            8,624,931       4,301,521       3,537,776                              
     Other                                        960,591         807,669         423,673                                          
     Adjustments and Eliminations             (65,079,149)    (53,349,540)    (53,094,842)              
     Investment Income                          5,562,074       4,146,956       4,660,908                    
                                             ------------    ------------    ------------  
     Consolidated Revenues                   $ 52,925,874    $ 43,767,330    $ 50,300,201                       
                                             ============    ============    ============


Operating Profit (or loss)                        1995            1994            1993
                                             ------------    ------------    ------------
    Automobile Insurance                     $  3,673,684    $  3,047,568    $  5,591,454                         
    Personal Property Insurance                  (110,955)       (715,676)       (470,566)           
    Commercial Lines Insurance                    (99,874)        385,396         243,730                
    Life Insurance                                100,439         110,720         119,499  
    Property Rentals and Sales                    140,692          71,549          19,735                
    Fee for service                             2,843,555         808,930         101,759  
    Other                                       1,537,273       1,192,427         311,051  
    Investment Income                           1,137,990         804,299         823,927  
    Corporate Expenses                           (637,105)       (452,741)       (373,739)      
                                             ------------    ------------    -------------
    Income before income taxes               $  8,585,699    $  5,252,472    $  6,366,850
                                             ============    ============    =============

Identifiable Assets                              1995            1994            1993  
                                             ------------    ------------    ------------ 
    Automobile Insurance                     $137,386,763    $115,571,674    $104,971,157  
    Personal Property Insurance                 8,095,427       5,643,680       9,361,210                
    Commercial Lines Insurance                  1,574,928       2,413,416       1,754,066                 
    Life Insurance                              3,864,996       3,725,599       3,617,582
    Property Rentals and Sales                     25,541         107,801         118,527
    Fee for service                             7,116,795       2,035,622         259,843
    Other                                      15,568,154       7,126,738       8,123,984
    General Corporate Assets                    9,138,558       7,190,765       6,734,028
                                             ------------    ------------    ------------

    Total Assets                             $182,771,162    $143,815,295    $134,939,579
                                             ============    ============    ============

</TABLE>


Note 11.  Stock Split

     At a special meeting held on September 24, 1993, Shareholders of the
Company approved an amendment to the Company's Articles of Incorporation which
increased the number of shares of common stock the Company is authorized to
have outstanding from 6,000,000 to 18,000,000 shares, and the par value thereof
was also decreased from $.05 per share to $.025 per share, thereby creating a
two for 


                                    II-27

<PAGE>   34


                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

one split for those shares issued.  The rights of the common stock before
and after the splits are identical and the capital accounts on the Company's
financial statements have remained unchanged.   All per share amounts in the
financial statements have been adjusted to give effect to the two for one
split.

Note 12.  New Accounting Standards

     A Financial Accounting Standard Board's standard for accounting for equity
and debt securities was adopted as of January 1, 1994 under which fixed
maturities were classified as held to maturity.  At December 29, 1995, the
appropriateness of this classification was reassessed and fixed maturities were
reclassified into held to maturity and available for sale categories.  The
resulting unrealized net appreciation on securities available for sale in the
amount of $647,947 was credited to stockholder's equity.

     A Financial Accounting Standards Board's standard for accounting for
income taxes was adopted in 1993 under which new principles for calculating and
reporting the effects of federal income taxes apply.  No significant
adjustments were necessary as a result of implementing FASB Statement No. 109.

     A Financial Accounting Standards Board's standard for accounting and
reporting for reinsurance of short-duration and long-duration contracts was
adopted in 1993.  This standard specifies the accounting by insurance
enterprises for reinsuring of insurance contracts.  It amends Statement No. 60,
Accounting and Reporting by Insurance Enterprises, to eliminate the practice of 
reporting assets and liabilities relating to reinsured contracts net of the 
effects of reinsurance.  It requires reinsurance recoverables and prepaid 
reinsurance premiums to be reported as assets.  No significant adjustments were 
necessary as a result of implementing FASB No. 113.

          
                                    II-28
<PAGE>   35


                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 13.  Operating Leases

     The Company conducts much of its operations from office space leased under
an agreement beginning February 1, 1992 and which expires January 31, 1997.
Terms of the agreement provide for an initial annual rental of $179,195
increasing to $202,110. 

     Modular office unit sales and leasing are conducted from property leased
under an agreement dated May 14, 1995 and which expires May 14, 1996 at an
annual rental of $16,800.

     Future minimum rental payments during the term of these leases are as
follows:
                        1996              201,632
                        1997               16,842

Rent for the years ended December 31, 1995, 1994 and 1993 were $297,597,
$263,649 and $233,500.

Note 14.  Concentrations of Credit Risk

     Financial instruments which potentially subject the company to
concentration of credit risk consist principally of short-term investments and
cash.   The Company maintains short-term investments and cash balances at
several financial institutions located in Florida and Arizona.  Accounts at
each institution are insured by the Federal Deposit Insurance Corporation up to
$100,000.  Uninsured balances aggregate to approximately $5,747,000 and
$6,686,000 at December 31, 1995 and 1994.  As of December 31, 1995 and 1994 the
Company has a repurchase agreements with a financial institution located in
Florida for $8,937,000 and $2,242,000, respectively.



                                     II-29


<PAGE>   36


                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 15.  Note Payable

     On October 24, 1995 the Company obtained a bank loan in the amount of
$12,000,000, for which the proceeds have been used primarily as additional
regulatory capital for the Company's insurance subsidiaries.  This note accrues
interest at the 90 day LIBOR rate plus 275 basis points. Interest only is paid
through January 24, 1998 with the first principal payment due on the twenty
seventh month interest payment date and quarterly thereafter in the amount of
$600,000 each payment.  The entire unpaid principal balance, together with
accrued interest thereon is due and payable on the loan maturity date October
24, 2002.

     The note was collateralized by the assignment of the capital stock of the
Registrant's subsidiaries on October 24, 1995 as well as the execution of
guaranty agreements between the bank and certain subsidiaries of the Registrant.

     The following is a schedule of the required annual principal payments:


<TABLE>
<CAPTION>
                        <S>                    <C>         
                        1996                   $      -    
                        1997                          -    
                        1998                     2,400,000 
                        1999                     2,400,000 
                        2000 and thereafter      7,200,000 
                                               ----------- 
                                               $12,000,000 
                                               =========== 
</TABLE>


     Loan acquisition costs are being amortized on a straight-line basis over
the term of the loan and are being included in the other asset section of the
consolidated balance sheet as of December 31, 1995.


<TABLE>
<CAPTION>
                   <S>                            <C>
                   Loan acquisition cost          $435,920
                   Less accumulated amortization    10,380
                                                  --------
                   Net loan acquisition costs     $425,540
                                                  ========
</TABLE>





                                     II-30

<PAGE>   37


Note 16.  Insurance Loss Reserves

     Reserves for unpaid losses and loss adjustment expenses are maintained to
cover the probable ultimate cost of settling all losses incurred including
those not yet reported.  Reserves for losses incurred in prior years may be
adjusted by review or by payment which could result in either a redundancy or
deficiency to the reserve reported at the end of the prior year.  Such changes
are reflected in current operations.
                                              
     Activity in the liability for insurance loss reserves is summarized as
follows:


                                                1995             1994        
                                            -----------      -----------
<TABLE>
<CAPTION>
 <S>                                        <C>              <C>            
 Balance at beginning of year               $43,950,469      $42,347,633    
   Less reinsurance recoverables             24,832,401       22,920,388    
                                            -----------      -----------   
 Net Balance at beginning of year            19,118,068       19,427,245    
                                                                            
 Incurred related to:                                                       
   Current year                              30,539,854       26,484,321    
   Prior years                                  188,772         (17,878)   
                                            -----------      -----------   
 Total incurred                              30,728,626       26,466,443    
                                            ===========      ===========   
                                                                            
 Paid related to:                                                           
    Current year                             15,750,628       13,134,623    
    Prior years                              13,272,506       13,640,997    
                                            -----------      -----------   
 Total paid                                  29,023,134       26,775,620    
                                            ===========      ===========   
                                                                            
 Net Balance at end of year                  20,823,560       19,118,068    
    Plus reinsurance recoverables            33,822,126       24,832,401    
                                            -----------      -----------   
 Balance at end of year                     $54,645,686      $43,950,469    
                                            ===========      ===========   
</TABLE>


                                     II-31


<PAGE>   38

                                    Part III

     Items 10, 11, 12, and 13 have been omitted pursuant to instructions to
Form 10-K.  The Registrant intends to file with the Securities and Exchange
Commission not later than April 30, 1996 a definitive proxy statement to be
used in connection with its Annual Meeting of Shareholders, at which time
directors will be elected for the ensuing year.



                                     III-1

<PAGE>   39


                                   PART IV

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

         (a)  1. Financial Statements

<TABLE>
<CAPTION>

                   The following financial statements are included in Part II, Item 8:              Page    
                                                                                                    ----    
                   <S>                                                                          <C>         
                   Report of Independent Certified Public Accountants                               II-8    
                                                                                                            
                   Consolidated Balance Sheets, December 31, 1995 and 1994                          II-9    
                                                                                                            
                   Consolidated Statements of Operations                                           II-10    
                          Years ended December 31, 1995, 1994 and 1993                                      
                                                                                                            
                   Consolidated Statements of Cash Flows                                           II-11    
                          Years ended December 31, 1995, 1994 and 1993                                      
                                                                                                            
                   Consolidated Statements of Changes in Stockholders' Equity                      II-12    
                          Years ended December 31, 1995, 1994 and 1993                                      
                                                                                                            
                   Notes to Consolidated Financial Statements                                   II-13-31    
</TABLE>

              2. Financial Statements Schedules

                 The following financial schedules are included in Part IV of
this report:

<TABLE>
<CAPTION>
         <S>                      <C>                                                           <C>
         Schedule I.              Summary of Investments - Other than Investments in
                                  Related Parties                                                  IV-11
                                  December 31, 1995 and 1994

         Schedule III.            Condensed Financial Information of Registrant                 IV-12-14
                                  Years ended December 31, 1995, 1994 and 1993

         Schedule V.              Supplementary Insurance Information                           IV-15-17
                                  Years ended December 31, 1995, 1994 and 1993

         Schedule VI.             Supplementary Insurance Information - Reinsurance                IV-18
                                  Years ended December 31, 1995, 1994 and 1993

         Schedule X.              Supplementary Insurance Information -
                                  Consolidated Property-Casualty Entities                          IV-19
                                  Years ended December 31, 1995, 1994 and 1993
</TABLE>

         All other schedules are omitted as the required information is not
applicable or the required information is otherwise presented in the financial
statements or notes thereto.





                                     IV-1
<PAGE>   40

(a)  3. Exhibits

<TABLE>
<CAPTION>
     <S>         <C>
     3.3                  The Articles of Incorporation and By-Laws of the Company originally filed on Form S-1
                 Registration Statement No. 2-42438, effective March 3, 1972 are hereby incorporated herein by
                 reference.

                          The Amendment to the Articles of Incorporation filed as Exhibit C to the
                 Registrant's form 10-Q for the quarter ended September 30, 1980, is also hereby
                 incorporated herein by reference.

                          The Amendment to the Articles of Incorporation filed as Exhibit 4 to the
                 Registrant's Form 10-Q for the quarter ended September 30, 1987, is also hereby
                 incorporated by reference.

                          The Amendment to the Articles of Incorporation filed as Exhibit 4 to the
                 Registrant's Form 10-Q for the quarter ended September 30, 1993 is also hereby
                 incorporated by reference.
                    
</TABLE>

<TABLE>
<CAPTION>
     <S>                                                                                <C>
     Exhibit 11 Earnings Per Share Computations                                            IV-13

     Exhibit 21 Subsidiaries of Registrant                                                 IV-14

     Exhibit 99 Information from reports furnished to state insurance
                    regulatory authorities                                              IV-15-20
</TABLE>


(b)  Reports on Form 8-K

              No reports on Form 8-K were filed during the fourth quarter of the
        year ended December 31, 1995.





                                     IV-2
<PAGE>   41

          MOBILE AMERICA CORPORATION AND SUBSIDIARIES                 SCHEDULE I
              SUMMARY OF INVESTMENTS - OTHER THAN RELATED PARTIES
                               DECEMBER 31, 1995
<TABLE>
<CAPTION>
                                                         Amount
                                                      which carried
                                                       in balance        Market
Consolidated                              Cost            sheet           Value    
- ------------                         ------------     ------------     ------------
  <S>                                <C>              <C>              <C>
  Industrial Bonds                   $  9,203,128     $  9,200,932     $  9,213,349
  Municipal Bonds                      45,566,345       45,465,326       45,661,917
  U.S. Government Bonds                31,403,018       31,526,049       31,642,047
                                     ------------     ------------     ------------
       Total Bonds                     86,172,491       86,192,307       86,517,313
                                     ------------     ------------     ------------

  Common Stock                          1,465,517        1,523,814        1,523,814
  Preferred Stock                         427,878          435,269          435,269
                                     ------------     ------------     ------------
       Total Stocks                     1,893,395        1,959,083        1,959,083
                                     ------------     ------------     ------------

  Notes Receivable                          2,650            2,650            2,650
                                     ------------     ------------     ------------

  Certificates of Deposit              12,475,297       12,475,297       12,475,297
  Industrial Bonds                      3,248,256        3,241,255        3,241,697
  Municipal Bonds                         301,929          301,431          302,040
  U.S. Government Bonds                 6,432,753        6,452,331        6,464,603
                                     ------------     ------------     ------------
       Total Short Term Investments    22,458,235       22,470,314       22,483,637
                                     ------------     ------------     ------------

       Total Investments             $110,526,771     $110,624,354     $110,962,683
                                     ============     ============     ============
</TABLE>

<TABLE>
<CAPTION>
                                                    DECEMBER 31, 1994
                                                    -----------------
                                                         Amount
                                                      which carried
                                                       in balance        Market
Consolidated                              Cost            sheet           Value    
- ------------                          -----------     ------------     ------------
  <S>                                 <C>              <C>              <C>
  Industrial Bonds                    $ 5,944,373      $ 5,854,973      $ 5,678,207
  Municipal Bonds                      42,380,908       41,274,053       41,354,489
  U.S. Government Bonds                23,274,634       23,158,542       22,785,219
                                      -----------      -----------      -----------
       Total Bonds                     71,599,915       70,287,568       69,817,915
                                      -----------      -----------      -----------

  Common Stock                          1,442,769        1,341,620        1,341,620
  Preferred Stock                         644,887          587,937          587,937
                                      -----------      -----------     ------------
       Total Stocks                     2,087,656        1,929,557        1,929,557
                                      -----------      -----------      -----------

  Notes Receivable                          5,012            5,012            5,012
                                      -----------      -----------      -----------

  Certificates of Deposit              11,180,492       11,180,492       11,180,492
  Industrial Bonds                        229,712          229,665          229,665
  Municipal Bonds                          49,309           49,337           49,337
  U.S. Government Bonds                 2,904,143        2,910,316        2,910,316
                                      -----------      -----------      -----------
       Total Short Term Investments    14,363,656       14,369,810       14,369,810
                                      -----------      -----------      -----------

       Total Investments              $88,056,239      $86,591,947      $86,122,294
                                      ===========      ===========      ===========
</TABLE>

                                     IV-3
<PAGE>   42

         MOBILE AMERICA CORPORATION AND SUBSIDIARIES               SCHEDULE III
                 CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                           DECEMBER 31, 1995 AND 1994

                        PARENT COMPANY - BALANCE SHEETS

                                     ASSETS
<TABLE>
<CAPTION>
                                                       1995             1994    
                                                    -----------      -----------
<S>                                                 <C>              <C>
Cash                                                $ 2,219,791      $    72,858
Receivables:
  Accrued investment income and other                   247,517          157,491
  Intercompany receivables                            7,848,778        1,751,871
                                                    -----------      -----------
       Total receivables                              8,096,295        1,909,362
                                                    -----------      -----------

Inventory of mobile homes                                11,667           11,667

Investments:
 Short term investments                               2,999,903        1,001,690
 Securities - held to maturity at
   amortized cost                                     4,002,976        4,853,529
 Securities - available for sale at market            4,128,891             -
 Common stock at market                                    -             379,182
                                                    -----------      -----------
       Total investments                             11,131,770        6,234,401
                                                    -----------      -----------

Investments in subsidiaries                          22,087,957       16,409,836

Other assets                                            525,540          100,000
Deferred income taxes                                   320,627             -
Modular office equipment less
  accumulated depreciation                                 -               9,883

Equipment less accumulated depreciation                  24,374           27,618
                                                    -----------      -----------
                                                    $44,418,021      $26,775,625
                                                    ===========      ===========

                    LIABILITIES AND STOCKHOLDERS' EQUITY


Note payable                                        $12,000,000      $      -
Income taxes payable                                     58,528          109,000
Accrued expenses and other liabilities                   27,269           33,100
Intercompany payables                                 1,019,234        1,019,234
                                                    -----------      -----------
       Total liabilities                             13,105,031        1,161,334
                                                    -----------      -----------

Stockholders equity
  Common Stock                                          168,010          168,010
  Capital in excess of par                            2,686,060        2,686,060
  Net unrealized appreciation on
    securities available for sale
    net of deferred taxes                               691,185             -
  Net unrealized investment gains (losses)
    on equity securities                                   -            (158,099)
  Treasury stock, at cost                              (420,944)        (388,441)
  Retained earnings                                  28,188,679       23,306,761
                                                    -----------      -----------
       Total stockholders equity                     31,312,990       25,614,291
                                                    -----------      -----------
                                                    $44,418,021      $26,775,625
                                                    ===========      ===========

Cash dividends paid by consolidated subsidiaries to parent 1995      $ 3,744,319
                                                           1994        1,453,000
                                                           1993        5,432,000
</TABLE>


                                     IV-4
<PAGE>   43

                                                                    SCHEDULE III
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                 CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                        DECEMBER 31, 1995, 1994 AND 1993

                   PARENT COMPANY - STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                   1995            1994            1993    
                                               ------------    ------------    ------------
<S>                                            <C>             <C>             <C>
Revenues:
   Investment Income                           $    382,764    $    284,905    $    220,453
   Rental Income                                     67,510          79,830          94,176
   Other                                            246,273         134,458          12,050
   Realized gains (losses)                            7,017         804,516         (11,486)
   Sales of modular office equipment                105,484          60,525          19,025
   Service fees                                     170,826         259,755            -   
                                               ------------    ------------    ------------

       Total revenues                               979,874       1,623,989         334,218
                                               ------------    ------------    ------------


Expenses:
   General and administrative                       505,186         285,305         342,764
   Cost of sales of modular office equipment          7,453          15,652           1,531
                                               ------------    ------------    ------------

       Total expenses                               512,639         300,957         344,295
                                               ------------    ------------    ------------


Income (loss) before taxes                          467,235       1,323,032         (10,077)

       Deferred taxes                               149,063            -               -
       Current taxes (credit)                        45,076         409,000         (73,000)
                                               ------------    ------------    ------------ 
                                                    194,139         409,000         (73,000)

Income before equity in
   earnings of subsidiaries                         273,096         914,032          62,923

Equity in earnings of subsidiaries                5,726,598       3,134,414       4,502,384
                                                -----------    ------------    ------------

Net income                                      $ 5,999,694    $  4,048,446    $  4,565,307
                                                ===========    ============    ============
</TABLE>





                                     IV-5
<PAGE>   44



                                                                    SCHEDULE III

                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                 CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                   PARENT COMPANY - STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                 1995           1994           1993   
                                             -----------    -----------    -----------
<S>                                          <C>            <C>            <C>
Cash Flows from Operating Activities:
   Net Income                                $ 5,999,694    $ 4,048,446    $ 4,565,307
   Adjustments to reconcile net income to net
     cash provided by operating activities:
      (Gain) on sale of investments               (7,017)      (804,516)          -
      Provisions for depreciation                  5,674         21,534         35,988
      Equity in earnings of subsidiaries      (5,726,598)    (3,134,414)    (4,502,384)
      (Increase) in accrued investment
        income and other                         (90,026)       (47,089)       (11,631)
      (Increase) decrease in prepaid and
        other assets                            (425,540)      (100,000)     1,036,038
      (Increase) decrease in intercompany
        balances                              (6,096,907)      (350,460)        23,293
      Decrease in inventory
        of mobile homes                             -              -             2,000
      Increase (decrease) in current
        income taxes                             (50,472)       182,000        (31,900)
      Increase (decrease) in accrued
        expenses and other liabilities            (5,831)        (7,751)           194
      (Decrease) in deferred taxes              (320,627)          -              -   
                                             -----------    -----------    -----------
        Net cash provided by (used in)
          operating activities                (6,717,650)      (192,250)     1,116,905
                                             -----------    -----------    -----------
Cash Flows from Investing Activities:
   Dividends from subsidiaries                 3,744,319      1,453,000      5,432,000
   Investment in subsidiary                   (1,000,000)          -        (2,567,174)
   Net change in short term investments       (1,998,213)      (838,638)       261,337
   Purchase of common and preferred stocks      (381,327)      (632,721)      (195,688)
   Sale of common and preferred stocks           489,766      1,470,591         85,700
   Purchase of modular offices and equipment        -           (33,151)          -
   Sale of modular offices and equipment           7,453         14,563          1,531
   Purchase of fixed maturities               (5,148,959)    (2,243,737)    (2,703,630)
   Sale of bonds                               2,301,823      2,369,363      1,324,491
   Notes receivable                                 -              -             1,942
                                             -----------    -----------    -----------
     Net cash provided by (used in)
       investing activities                   (1,985,138)     1,559,270      1,640,509
                                             -----------    -----------    -----------
Cash Flows from Financing Activities:
   Proceeds from note payable                 12,000,000           -              -
   Purchase of Treasury Stock                    (32,503)       (51,875)          -
   Dividends paid to stockholders             (1,117,776)    (1,304,142)    (2,706,625)
                                             -----------    -----------    ----------- 
     Net cash provided by (used in)
       financing activities                   10,849,721     (1,356,017)    (2,706,625)
                                             -----------    -----------    ----------- 
Net increase in cash                           2,146,933         11,003         50,789
Cash, beginning year                         $    72,858    $    61,855    $    11,066
                                             -----------    -----------    -----------

Cash, end of year                            $ 2,219,791    $    72,858    $    61,855
                                             ===========    ===========    ===========
</TABLE>


                                     IV-6
<PAGE>   45


                                                                   SCHEDULE V
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                      SUPPLEMENTARY INSURANCE INFORMATION

                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


<TABLE>
<CAPTION>

                                                          Premiums                                              
                                    ---------------------------------------------------------------             
                                      Unearned                          Unearned               Premiums         
                                      premiums           Net            premiums                earned          
                                      beginning        premiums          end of                 during          
Lines of Insurance                    of period         written          period                 period          
- ------------------                  ------------     ------------     ------------           ------------       
<S>                               <C>                <C>                <C>                   <C>               
Year ended December 31, 1995                                                                                    
                                                                                                                
Fortune Insurance Company                                                                                       
   Homeowners                     $    556,850       $  1,443,579       $    791,308          $  1,209,121      
   Business Owners Package             236,931            215,687            161,624               290,994      
   Automobile Physical                                                                                          
          Damage                       519,485          4,664,818          1,856,644             3,327,659      
   Automobile Liability             10,892,355         34,234,855         12,388,788            32,738,422      
   Other                                  -                  -                  -                     -         
                                  ------------       ------------       ------------          ------------      
                                                                                                                
                                  $ 12,205,621       $ 40,558,939       $ 15,198,364          $ 37,566,196      
                                  ------------       ------------       ------------          ------------      
                                                                                                                
Fortune Life Insurance Company                                                                                  
   Individual Credit Life         $        834       $       -          $        541          $        293      
   Ordinary Life                         5,471             19,821             11,392                13,900      
Accident and Health                        -                 -                  -                      -        
                                  ------------       ------------       ------------          ------------      
                                                                                                                
                                  $      6,305       $     19,821       $     11,933          $     14,193      
                                  ------------       ------------       ------------          ------------      
                                                                                                                
Pegasus Insurance Company                                                                                       
   Homeowners                     $        -         $     83,089       $     48,058          $     35,031      
   Business Owners Package                 953              4,399              2,094                 3,258      
   Other Liability                      14,473             23,701             14,006                24,168      
                                  ------------       ------------       ------------          ------------      
                                                                                                                
                                                                                                                
                                  $     15,426       $    111,189       $     64,158          $     62,457      
                                  ------------       ------------       ------------          ------------      
                                                                                                                
Eliminations                             -                  -                   -                     -         
                                  ------------       ------------       ------------          ------------      
                                                                                                                
Consolidated Totals               $ 12,227,352       $ 40,689,949       $ 15,274,455          $ 37,642,846      
                                  ============       ============       ============          ============      
</TABLE>

<TABLE>
<CAPTION>


                                                          Losses, Claims and Policy Acquisition Costs    
                                                          -------------------------------------------    
                                                                                           Commissions   
                                                                                               and       
                                                           Losses          Losses           brokerage    
                                                         outstanding      incurred          incurred     
                                                           end of          during            during      
                                                           period          period            period      
                                                        ------------     ------------      ------------  
<S>                                                       <C>              <C>              <C>          
Year ended December 31, 1995                                                                             
                                                                                                         
Fortune Insurance Company                                                                                
   Homeowners                                             $   387,357      $  803,827       $  393,467   
   Business Owners Package                                    285,881         295,557           72,813   
   Automobile Physical                                                                                   
          Damage                                              876,910       3,096,325          775,274   
   Automobile Liability                                    19,224,250      26,704,606        7,238,035   
   Other                                                        7,636             200             (535)  
                                                           ----------     -----------       ----------   
                                                                                                         
                                                          $20,782,034     $30,900,515       $8,479,054   
                                                          -----------     -----------       ----------   
                                                                                                         
Fortune Life Insurance Company                                                                           
   Individual Credit Life                                 $      -        $      -         $        96   
   Ordinary Life                                               15,540          30,758            7,001   
Accident and Health                                              -               -                -      
                                                           ----------     -----------      -----------   
                                                                                                         
                                                          $    15,540     $    30,758      $     7,097   
                                                          -----------     -----------      ----------    
                                                                                                         
Pegasus Insurance Company                                                                                
   Homeowners                                             $    10,509     $    10,509      $    13,404   
   Business Owners Package                                        977             977              894   
   Other Liability                                             14,500          14,500            5,124   
                                                          -----------     -----------      -----------   
                                                                                                         
                                                                                                         
                                                          $    25,986     $    25,986      $    19,422   
                                                          -----------     -----------      -----------   
                                                                                                         
Eliminations                                                     -           (228,633)      (7,643,569)  
                                                          -----------     -----------      -----------   
                                                                                                         
Consolidated Totals                                       $20,823,560     $30,728,626      $   862,004   
</TABLE>


                                    IV-7
<PAGE>   46

                                                                      SCHEDULE V
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                      SUPPLEMENTARY INSURANCE INFORMATION

                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993

<TABLE>
<CAPTION>
                                                                                               
                                                                                               
                                                                                               
                                                                Premiums                            
                                       ---------------------------------------------------------------   
                                          Unearned                          Unearned         Premiums     
                                          premiums           Net            premiums          earned      
                                         beginning        premiums          end of           during      
Lines of Insurance                       of period         written          period           period      
- ------------------                     ------------    -------------     ------------     ------------   
<S>                                    <C>              <C>              <C>              <C>             
Year ended December 31, 1994                                                                   
                                                                                               
Fortune Insurance Company                                                                      
   Homeowners                          $ 1,238,909      $   358,465      $   556,850      $ 1,040,524    
   Business Owners Package                 232,269          326,381          236,931          321,719    
   Automobile Physical Damage              392,460          941,392          519,485          814,367    
   Automobile Liability                 13,499,136       29,547,599       10,892,355       32,154,380    
   Other                                      -                  89             -                  89    
                                       -----------      -----------      -----------      -----------    
                                                                                               
                                       $15,362,774      $31,173,926      $12,205,621      $34,331,079    
                                       -----------      -----------      -----------      -----------    
                                                                                               
Fortune Life Insurance Company                                                                 
   Individual Credit Life              $     1,453      $     -          $       834      $       619    
   Ordinary Life                            27,671           11,277            5,471           33,477    
   Accident and Health                        -               -                 -                -       
                                       -----------      -----------      -----------      -----------    
                                       $    29,124      $    11,277      $     6,305      $    34,096    
                                       -----------      -----------      -----------      -----------    
                                                                                               
Pegasus Insurance Company                                                                      
   Homeowners                          $       550      $                $                $       550    
   Business Owners Package                                    3,001              953            2,048    
   Other Liability                                           18,885           14,473            4,412    
                                       -----------      -----------      -----------      -----------    
                                                                                               
                                       $       550      $    21,886      $    15,426      $     7,010    
                                       -----------      -----------      -----------      -----------    
                                                                                               
Eliminations                                  -               -                 -                -       
                                       -----------      -----------      -----------      -----------    
                                                                                               
Consolidated Totals                    $15,392,448      $31,207,089      $12,227,352      $34,372,185    
                                       ===========      ===========      ===========      ===========  

</TABLE>



<TABLE>
<CAPTION>

                                                              Losses, Claims and Policy Acquisition Costs   
                                                             ---------------------------------------------  
                                                                                                            
                                                                                              Commissions   
                                                                                                   and      
                                                               Losses           Losses          brokerage   
                                                            outstanding        incurred         incurred    
                                                               end of           during           during     
                                                               period           period           period     
                                                            ------------     ------------     ------------  
<S>                                                         <C>              <C>              <C>
Year ended December 31, 1994                                                                                
                                                                                                            
Fortune Insurance Company                                                                                   
   Homeowners                                               $   548,707      $ 1,242,612      $   484,902   
   Business Owners Package                                      225,388           65,279           89,172   
   Automobile Physical Damage                                   208,296          429,201          231,114   
   Automobile Liability                                      18,112,927       24,866,966        9,868,348   
   Other                                                          7,968            1,511               18   
                                                            -----------      -----------      -----------   
                                                                                                            
                                                            $19,103,286      $26,605,569      $10,673,554   
                                                            -----------      -----------      -----------   
                                                                                                            
Fortune Life Insurance Company                                                                              
   Individual Credit Life                                   $      -         $       240      $       260   
   Ordinary Life                                                 14,782           16,558           17,528   
   Accident and Health                                             -                -                -      
                                                            -----------      -----------      -----------   
                                                            $    14,782      $    16,798      $    17,788   
                                                            -----------      -----------      -----------   
                                                                                                            
Pegasus Insurance Company                                                                                   
   Homeowners                                               $      -         $     -          $        55   
   Business Owners Package                                         -               -                  210   
   Other Liability                                                 -               -                  657   
                                                            -----------      -----------      -----------   
                                                                                                            
                                                            $      -         $     -          $       922   
                                                            -----------      -----------      -----------   
                                                                                                            
Eliminations                                                       -            (155,924)      (7,711,314)  
                                                            -----------      -----------      -----------   
                                                                                                            
Consolidated Totals                                         $19,118,068      $26,466,443      $ 2,980,950   
                                                            ===========      ===========      ===========   
                  
</TABLE>

                                    IV-8


<PAGE>   47


                                                                      SCHEDULE V
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES

                      SUPPLEMENTARY INSURANCE INFORMATION

                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993


<TABLE>
<CAPTION>
                                                                                              
                                                                                              
                                                                                              
                                                           Premiums                           
                             ---------------------------------------------------------------  
                                Unearned                          Unearned         Premiums   
                                premiums           Net            premiums          earned    
                               beginning        premiums          end of           during     
Lines of Insurance             of period         written          period           period     
- ------------------           ------------     ------------     ------------     ------------  
<S>                           <C>              <C>              <C>              <C>            
Year ended December 31, 1993                                                                  
                                                                                              
Fortune Insurance Company                                                                     
   Homeowners                 $    904,077     $  2,590,761     $  1,238,909     $  2,255,929   
   Business Owners Package         226,127          296,374          232,269          290,232   
   Automobile Physical Damage      374,619        1,160,277          392,460        1,142,436   
   Automobile Liability         14,537,595       36,719,901       13,499,136       37,758,360   
   Other                            -                -                -                -      
                              ------------     ------------     ------------     ------------   
                                                                                               
                              $ 16,042,418     $ 40,767,313     $ 15,362,774     $ 41,446,957   
                              ------------     ------------     ------------     ------------   
                                                                                              
Fortune Life Insurance 
  Company                                                                
   Individual Credit Life     $      2,688     $       -        $      1,453     $      1,235   
   Ordinary Life                    53,304           87,283           27,671          112,916   
   Accident and Health                  41             -                -                  41   
                              ------------     ------------     ------------     ------------   
                                                                                              
                              $     56,033     $     87,283     $     29,124     $    114,192   
                              ------------     ------------     ------------     ------------   
                                                                                              
Pegasus Insurance Company                                                                     
   Homeowners                 $     -                   550              550           -        
                              ------------     ------------     ------------     ------------   
                                                                                              
                              $     -          $        550     $        550     $     -        
                              ------------     ------------     ------------     ------------   
                                                                                              
                                                                                              
                                                                                              
Eliminations                        -                -                -                -      
                              ------------     ------------     ------------     ------------   
                                                                                              
Consolidated Totals           $ 16,098,451     $ 40,855,146     $ 15,392,448     $ 41,561,149   
                              ============     ============     ============     ============
</TABLE>


<TABLE>
<Captio>


                                                      Losses, Claims and Policy Acquisition Costs    
                                                      -------------------------------------------    
                                                                                                     
                                                                                       Commissions   
                                                                                          and        
                                                        Losses           Losses         brokerage    
                                                     outstanding        incurred        incurred     
                                                        end of           during          during      
                                                        period           period          period      
                                                     ------------     ------------    ------------   
                                                                                                     
<S>                                                <C>               <C>              <C>
Year ended December 31, 1993 
                             
Fortune Insurance Company    
   Homeowners                                      $    443,074      $ 1,898,296      $   762,010    
   Business Owners Package                              318,233           81,239           93,465    
   Automobile Physical Damage                           163,372          976,873          319,603    
   Automobile Liability                              18,477,860       29,475,069        9,832,949    
   Other                                                  7,732            1,695            -        
                                                   ------------      -----------      -----------    
                                                                                                     
                                                   $ 19,410,271      $32,433,172      $11,008,027    
                                                   ------------      -----------      -----------    
                                                                                                     
Fortune Life Insurance Company                                                                        
   Individual Credit Life                          $     -           $     -          $       544    
   Ordinary Life                                         16,974           28,686           61,282    
   Accident and Health                                   -                 -                   26    
                                                   ------------      -----------      -----------    
                                                                                                     
                                                   $     16,974      $    28,686      $    61,852    
                                                   ------------      -----------      -----------    
                                                                                                     
Pegasus Insurance Company                                                                            
   Homeowners                                            -                 -                -        
                                                   ------------      -----------      -----------    
                                                                                                     
                                                   $     -           $  (230,798)     $     -        
                                                   ------------      -----------      -----------    
                                                                                                     
                                                                                                     
                                                                                                     
Eliminations                                             -                -            (6,843,907)   
                                                   ------------      -----------      -----------    
                                                                                                     
Consolidated Totals                                $ 19,427,245      $32,231,060      $ 4,225,972    
                                                   ============      ===========      ===========    

</TABLE>



                                    IV-9


<PAGE>   48

               
                                                                     Schedule VI
                 MOBILE AMERICA CORPORATION AND SUBSIDIARIES
              SUPPLEMENTARY INSURANCE INFORMATION - REINSURANCE
                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
              

<TABLE>
<CAPTION>                                                                                       Percentage
                                                   Ceded to       Assumed                        of Amount
                                      Gross          Other       From Other                       Assumed
                                      Amount       Companies      Companies     Net Amount        to Net   
                                   ------------  -------------  -------------  -------------   ------------
<S>                                <C>             <C>            <C>            <C>            <C>
Year ended December 31, 1995
- ----------------------------

Life insurance in force            $ 1,304,702     $     12,500   $       -      $  1,292,202   $       -    
                                   ===========     ============   =============  ============   =============



Insurance premiums earned:
   Life insurance                  $     14,661    $        468   $       -      $     14,193   $       -
   Property and Casualty            102,707,334      65,078,681           -        37,628,653           -    
                                   ------------    -------------  --------------  ------------   -------------
                                   $102,721,995    $ 65,079,149   $       -      $ 37,642,846   $       -    
                                   ============    ============   =============  ============   =============

Year ended December 31, 1994
- ----------------------------

Life insurance in force            $    740,296    $     12,500   $       -      $    727,796   $       -    
                                   ============    ============   =============  ============   =============


Insurance premiums earned:
   Life insurance                  $     34,547    $        451   $       -      $     34,096   $       -
   Property and Casualty             87,687,178      53,349,089           -        34,338,089           -    
                                   ------------    ------------   -------------  ------------   -------------
                                   $ 87,721,725    $ 53,349,540   $       -      $ 34,372,185   $       -    
                                   ============    ============   =============  ============   =============
Year ended December 31, 1993
- ----------------------------

Life insurance in force            $  5,869,794    $     12,500   $       -      $  5,857,294   $       -    
                                   ============    ============   =============  ============   =============


Insurance premiums earned:
   Life insurance                  $    114,557    $        406   $       -      $    114,151   $       -
   Accident and Health                       41            -              -                41           -
   Property and Casualty             94,541,393      53,094,436           -        41,446,957           -    
                                   ------------    ------------   -------------  ------------   -------------
                                   $ 94,655,991    $ 53,094,842   $       -      $ 41,561,149   $       -    
                                   ============    ============   =============  ============   =============
</TABLE>





                                     IV-10
<PAGE>   49



                                                                   SCHEDULE X
                  MOBILE AMERICA CORPORATION AND SUBSIDIARIES
                       SUPPLEMENTAL INSURANCE INFORMATION
                    CONSOLIDATED PROPERTY-CASUALTY ENTITIES
                  YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
                                                    
<TABLE>                                             
<CAPTION>                                           
                                                    
              Reserves for     Discount             
 Deferred    Unpaid Claims    if any, de-           
  Policy       and Claim      ducted in                                   Net                    
Acquisition    Adjustment      previous     Unearned       Earned      Investment                
    Costs       Expenses        column      Premiums      Premiums       Income                  
- ------------  ------------  ------------  ------------  ------------  -------------              
<S>                         <C>           <C>            <C>           <C>                       
Year Ended December 31, 1995                                                                     
                                                                                                 
$ (1,405,008) $ 20,808,027  $       -     $15,262,522    $37,628,653   $4,337,330            
                                                                                             
                                                                                             
Year Ended December 31, 1994                                                                 
                                                                                             
$   (436,537) $ 19,103,286  $       -     $12,221,047    $34,338,089   $3,334,414            
                                                                                             
                                                                                             
Year Ended December 31, 1993                                                                 
                                                                                             
$  1,084,099  $ 19,410,271  $       -     $15,363,324    $41,446,957   $3,961,610    
                                                       

</TABLE>
                                                       


                                                       
      Claims and Claim                                                    
     Adjustment Expenses                          Paid                    
     Incurred Related to       Amortization      Claims                   
     (1)          (2)          of Deferred      and Claim                 
   Current       Priors        Policy Acquisi- Adjustment    Premium      
    Year          Years         tion Costs      Expenses     Written      
- ------------  ------------      ------------  ------------ -----------    
<TABLE>
<CAPTION>  

 <S>             <C>           <C>            <C>          <C>
Year Ended December 31, 1995                                                                     

 $30,737,734     $188,772      $ (8,498,476)  $29,221,765  $40,670,127       
                                                                        
                                                                        
Year Ended December 31, 1994                                                                 
                                                                        
 $26,623,447     $(17,878)     $(10,674,476)  $26,912,554  $31,195,812      
                                                                        
                                                                        
Year Ended December 31, 1993                                                                 
                                                                        
 $33,152,926     $719,753)     $(11,008,027)  $30,229,800  $40,767,863      


</TABLE>



            The Registrant has no affiliations with unconsolidated
subsidiaries or 50%-or-less owned equity investees.

                                    IV-11

<PAGE>   50


                                   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.
<TABLE>
<CAPTION> 
           <S>                        <C>
                                              MOBILE AMERICA CORPORATION
                                              --------------------------
                                                      Registrant
                                    
                                    
           March 27, 1996             By:  /s/ Allan J. McCorkle       
                                           ------------------------------
                                                Allan J. McCorkle
                                                    President
                                    
                                    
           March 27, 1996             By:  /s/ Thomas L. Stinson       
                                           ------------------------------
                                                 Thomas L. Stinson
                                       Vice President Financial Reporting
</TABLE>                            


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


<TABLE>
<CAPTION>
<S>                                 <C>                        <C>
By /s/ Allan J. McCorkle            Chairman of the Board,     March 27, 1996
- ----------------------------           and Director                          
       Allan J. McCorkle                                    
                                                            
By /s/ Thomas J. McCorkle                Director              March 27, 1996
- ----------------------------                                                 
       Thomas J. McCorkle                                   
                                                            
By /s/ R. Lee Smith                      Director              March 27, 1996
- ----------------------------                                                 
       R. Lee Smith                                         
                                                            
By /s/ Robert Thomas III                 Director              March 27, 1996
- ----------------------------                                                 
       Robert Thomas III                                    
                                                            
By /s/ Jack Horne Chambers               Director              March 27, 1996
- ----------------------------                                                 
       Jack Horne Chambers                                  
                                                            
By /s/ John Michael Garrity              Director              March 27, 1996
- ----------------------------                                                 
       John Michael Garrity                                 
                                                            
By /s/ Thomas Edwin Perry                Director              March 27, 1996
- ----------------------------                                                 
       Thomas Edwin Perry        
</TABLE>                         




                                     IV-12



<PAGE>   1


Exhibit 11   Schedule of Computation of Per Share Earnings


<TABLE>
<CAPTION>
                                                                           Year ended December 31,
                                                                           -----------------------
                                                                 1995                   1994              1993        
                                                                 ----                   ----              ----        
                                                                                                                    
                                                                                                                    
<S>                                                            <C>                  <C>                 <C>         
Net Income                                                     $5,999,694           $4,048,446          $4,565,307  
                                                               ==========           ==========          ==========  
                                                                                                                    
                                                                                                                    
Common Shares outstanding - end of year                         6,260,040            6,264,040           6,269,040  
                                                                                                                    
Effect of weighting treasury stock                                                                                  
   acquired during the year                                          -                      -                   -   
                                                                                                                    
                                                                                                                    
                                                               ----------           ----------          ----------  
Common and common equivalent shares                                                                                 
   used in computing earnings per share                         6,260,040            6,264,040           6,269,040  
                                                               ==========           ==========          ==========  
                                                                                                                    
                                                                                                                    
                                                                                                                    
Per Share Amounts:                                                                                                  
                                                                                                                    
       Net Income                                              $      .96           $      .65          $      .73  
                                                               ==========           ==========          ==========  
</TABLE>




                                     IV-13

<PAGE>   1


Exhibit 21  Subsidiaries of Registrant

     The following table lists the Registrant and its subsidiaries as of
December 31, 1995, the jurisdiction in which each subsidiary was organized, and
the percentage of voting securities of each subsidiary owned by the immediate
parent:




<TABLE>
<CAPTION>
                                                                           Percentage of
                                                      Jurisdiction       Voting Securities
                                                          Where          Owned by Immediate
              Name                                      Organized              Parent      
              ----                                    ------------       ------------------
<S>                                                      <C>                           <C>
Mobile America Corporation                               Florida

     Mobile America Insurance
      Group, Inc.                                        Florida                       100%

         Fortune Insurance
          Company                                        Florida                       100%

     Fortune Life
      Insurance Company                                  Arizona                       100%

     Pegasus Insurance Company                           Oklahoma                      100%

     Fortune Financial Corporation                       Florida                       100%
</TABLE>

All of the above subsidiaries are included in the Consolidated Financial
Statements of the registrant and its subsidiaries.  All unnamed subsidiaries
and other affiliates, when considered in the aggregate as a single subsidiary,
would not constitute a significant subsidiary.





                                      IV-14

<PAGE>   1


  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY
                                                                    EXHIBIT 99

                                   SCHEDULE P
                DETAILED INFORMATION ON LOSSES AND LOSS EXPENSES

                                 (IN THOUSANDS)
  (1)
YEARS IN                   PREMIUMS EARNED                            
 WHICH            ----------------------------------                  
PREMIUMS                                                              
  WERE                                                                
EARNED AND                                                              
 LOSSES                                                               
  WERE  (2)                                              
INCURRED            DIRECT                        (4)                 
                     AND        (3)               NET                 
                   ASSUMED     CEDED            (2 - 3)               
- ----------      ----------------------------------------              
<TABLE>
<CAPTION>
<S>                <C>           <C>            <C>                   
PRIOR                   XX           XX             XX                
                                                                      
 1986               17,355        8,580          8,775                
                                                                      
 1987               19,201        8,787         10,414                
                                                                      
 1988               20,865        9,412         11,453                
                                                                      
 1989               31,658       13,998         17,660                
                                                                      
 1990               49,043       27,158         21,885                
                                                                      
 1991               61,555       33,228         28,327                
                                                                      
 1992               77,171       43,120         34,051                
                                                                      
 1993               94,541       53,094         41,447                
                                                                      
 1994               87,681       53,350         34,331                
                                                                      
 1995              102,623       65,057         37,566                
                                                                      
TOTALS                 XXX          XXX            XXX                 
</TABLE>                                                              


<TABLE>
<CAPTION>
                                                                                                                                    
                                 LOSS AND LOSS EXPENSE PAYMENTS   
- -------------------------------------------------------------------------------------------    
                                                                                               
                             ALLOCATED LOSS                                                    
    LOSS PAYMENTS            EXPENSE PAYMENT                                                   
- ----------------------   ----------------------                                                
       (5)                         (7)                   (9)          (10)       (11) 
      DIRECT                      DIRECT             SALVAGE AND  UNALLOCATED    TOTAL     
       AND        (6)              AND        (8)    SUBROGATION  LOSS EXPENSE  NET PAID   
     ASSUMED     CEDED           ASSUMED     CEDED     RECEIVED     PAYMENTS  (5-6+7-8+10) 
- ------------------------------------------------------------------------------------------ 
  <S>             <C>      <C>         <C>            <C>        <C>        <C>            
      (10)                                                                6          (4)      
                                                                                           
    6,680         2,533          1,556         566         16           363       5,500        
                                                                                           
    6,858         2,627          1,494         540         31           361       5,546        
                                                                                           
    9,086         3,297          1,834         463        145           429       7,589        
                                                                                           
   14,233         4,870          3,084         837         44           468      12,078        
                                                                                            
   28,409        16,151          5,237       2,770         70           450      15,175         
                                                                                            
   37,470        21,216          5,615       2,933         80         1,609      20,545         
                                                                                            
   53,720        31,980          6,376       3,094        139         1,491      26,513         
                                                                                            
   60,668        34,390          8,263       4,375        213         1,319      31,485         
                                                                                            
   53,894        32,428          5,935       3,505        134         2,495      26,391         
                                                                                          
   39,875        25,565          4,601       2,961         43         2,012      17,962         
                                                                                            
  310,883       175,057         43,996      22,044        921        10,997     168,775         
                                                                             

</TABLE>


    The Registrant has no affiliations with unconsolidated subsidiaries or
                     50%-or-less owned equity investees.


                                     IV-15

<PAGE>   2





  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY
                                                                    EXHIBIT 99

                                   SCHEDULE P
                DETAILED INFORMATION ON LOSSES AND LOSS EXPENSES
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
           
                                                           
  (1)                       LOSSES UNPAID                  
YEARS IN     ----------------------------------------------
 WHICH     
PREMIUMS         CASE BASIS                 BULK + IBNR     
  WERE       -------------------       --------------------
EARNED AND    (13)                      (15)               
 LOSSES       DIRECT                   DIRECT              
  WERE         AND         (14)          AND          (16) 
INCURRED     ASSUMED       CEDED       ASSUMED        CEDED
- -----------------------------------------------------------
<S>          <C>           <C>         <C>          <C>    
PRIOR           140           133           -         -    
                                                           
 1986             8                                        
                                                           
 1987                                                      
                                                           
 1988                                                      
                                                           
 1989            15             7           3            1 
                                                           
 1990             7             4          44           27 
                                                           
 1991           100            56         185          111 
                                                           
 1992           186            89         788          409 
                                                           
 1993           872           419       1,687          953 
                                                           
 1994         3,047         1,721       3,394        2,152 
                                                           
 1995        21,480        13,775      13,605        8,993 
                                                           
TOTALS       25,855        16,204      19,706       12,646 
</TABLE>                                                   



<TABLE>
<CAPTION>                                                                  
                                                                               
      ALLOCATED LOSS EXPENSES UNPAID                                         
- ----------------------------------------------                             
                                                                               
    CASE BASIS                BULK + IBNR                                   
- -------------------      ---------------------                      (23)   
 (17)                     (19)                       (22)           TOTAL  
DIRECT                   DIRECT                  UNALLOCATED     NET LOSSES
 AND         (18)         AND          (20)    LOSS EXPENSES   AND EXPENSES
ASSUMED     CEDED       ASSUMED        CEDED       UNPAID         UNPAID   
- ---------------------------------------------------------------------------    
 <S>        <C>           <C>           <C>           <C>        <C>      
  -             -          -                              4          11        
                                                                           
                                                                      8   
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
     3          1             2             1             -          13   
                                                                           
     2          1             9             6             2          26        
                                                                           
    30         18            65            37             9         167        
                                                                           
    56         30           250           130            29         651        
                                                                           
   324        188           655           370            77       1,685     
                                                                           
   881        559           972           631           225       3,456     
                                                                           
 2,575      1,718         1,922         1,282           951      14,765     
                                                                           
 3,871      2,515         3,875         2,457         1,297      20,782     

</TABLE>
                                                                           


    The Registrant has no affiliations with unconsolidated subsidiaries or
                      50%-or-less owned equity investees.

                                     IV-16
  
<PAGE>   3

  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY

                                                                   EXHIBIT 99

                                   SCHEDULE P
                DETAILED INFORMATION ON LOSSES AND LOSS EXPENSES
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
  (1)
YEARS IN                                                                                              
 WHICH            TOTAL LOSSES AND             LOSS AND LOSS EXPENSE PERCENTAGE                       
PREMIUMS          EXPENSES INCURRED               (Incurred/Premiums Earned)                          
  WERE           ------------------                          
  AND         (25)                           (28)                                                     
 LOSSES       DIRECT                        DIRECT                                                    
  WERE         AND       (26)      (27)      AND       (29)             (30)                          
INCURRED     ASSUMED     CEDED     NET     ASSUMED    CEDED              NET                          
- -------------------------------------------------------------------------------                       
<S>            <C>         <C>       <C>           <C>        <C>        <C>       
PRIOR           XX          XX        XX            XX          XX        XX                           
                                                                                                      
 1986          8,607       3,099     5,508         49.6        36.1      62.8                         
                                                                                                      
 1987          8,713       3,167     5,546         45.4        36.0      53.3                         
                                                                                                      
 1988         11,349       3,760     7,589         54.4        39.9      66.3                         
                                                                                                      
 1989         17,808       5,717    12,091         56.3        40.8      68.5                         
                                                                                                      
 1990         34,160      18,959    15,201         69.7        69.8      69.5                         
                                                                                                      
 1991         45,083      24,371    20,712         73.2        73.3      73.1                         
                                                                                                      
 1992         62,896      35,732    27,164         81.5        82.9      79.8                         
                                                                                                      
 1993         73,865      40,695    33,170         78.1        76.6      80.0                         
                                                                                                      
 1994         70,843      40,996    29,847         80.8        76.8      86.9                         
                                                                                                      
 1995         87,201      54,294    32,907         84.8        83.5      87.1                         
                                                                                                      
TOTALS          XX          XX        XX             XX         XX        XX                                  
</TABLE>                                                                       
                       
                                    
<TABLE>
<CAPTION>
                                                                        
  TIME VALUE                          NET BALANCE SHEET            
   OF MONEY                        RESERVES AFTER DISCOUNT
- -------------                     -------------------------                    
                                (33)                                            
                             INTER-COMPANY                     (35)                
             (32)               POOLING        (34)            LOSS               
 (31)        LOSS            PARTICIPATION     LOSSES         EXPENSES             
 LOSS      EXPENSE            PERCENTAGE       UNPAID          UNPAID            
- -----------------------------------------------------------------------
                                               <S>               <C>       
                                                     7               4     
                                                                        
                                                                        
                                                                        
                                                     8                  
                                                                        
                                                                                        
                                                    10               3            
                                                                        
                                                    20               6  
                                                                        
                                                   118              49  
                                                                        
                                                   476             175  
                                                                        
                                                 1,187             498
                                                                      
                                                 2,568             888
                                                                      
                                                12,317           2,448
                                                                      
                                                16,711           4,071

</TABLE>


                                     IV-17

<PAGE>   4


  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY
                                                                    EXHIBIT 99

                                   SCHEDULE P
               HISTORY OF INCURRED LOSSES AND ALLOCATED EXPENSES
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                            INCURRED LOSSES AND ALLOCATED EXPENSES REPORTED AT YEAR END                    DEVELOPMENT    
                   ------------------------------------------------------------------------------      -------------------
     (1)
YEARS IN WHICH                                                                                                (12)    (13)
 LOSSES WERE      (2)      (3)    (4)     (5)       (6)       (7)     (8)      (9)    (10)    (11)            ONE     TWO
  INCURRED       1986     1987   1988     1989     1990      1991    1992     1993    1994    1995            YEAR    YEAR  
- --------------------------------------------------------------------------------------------------------------------------
<S>             <C>      <C>    <C>     <C>       <C>       <C>     <C>      <C>     <C>      <C>            <C>     <C>  
PRIOR           1,781    1,960  1,842    1,963     1,488     1,491   1,500    1,534   1,562    1,536           (26)      2
                                                                                                                     
 1986           6,350    5,648  5,152    5,206     5,065     5,106   5,123    5,137   5,142    5,145             3       8
                                                                                                                     
 1987                    6,103  5,895    5,573     5,330     5,268   5,212    5,181   5,176    5,185             9       4
                                                                                                                     
 1988                           8,016    7,473     7,040     7,157   7,137    7,149   7,164    7,160            (4)     11
                                                                                                                     
 1989                                   12,521    11,367    11,561  11,377   11,559  11,578   11,623            45      64
                                                                                                                     
 1990                                             17,489    14,833  14,800   14,795  14,777   14,749           (28)    (46)
                                                                                                                     
 1991                                                       19,886  18,580   19,037  19,162   19,094           (68)     57
                                                                                                                     
 1992                                                               25,323   24,973  25,777   25,644          (132)    671
                                                                                                                 
 1993                                                                        32,774  31,877   31,774          (103) (1,000)
                                                                                                                 
 1994                                                                                25,881   27,127         1,246     -
                                                                                                                 
 1995                                                                                         29,764            -      -
                                                                                                                   
TOTALS                                                                                                         942    (229)
</TABLE>                                                                      
                                     

     The Registrant has no affiliations with unconsolidated subsidiaries
                    or 50%-or-less owned equity investees.


                                     IV-18

<PAGE>   5



  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY
                                                                     EXHIBIT 99

                                   SCHEDULE P
            HISTORY OF CUMULATIVE PAID LOSSES AND ALLOCATED EXPENSES
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                                                               (12)       (13)
                                                                                                            NUMBER OF   NUMBER OF
                                 CUMULATIVE PAID LOSSES AND ALLOCATED EXPENSES AT YEAR END                   CLAIMS      CLAIMS
                   -------------------------------------------------------------------------------------                       
     (1)                                                                                                     CLOSED      CLOSED
YEARS IN WHICH                                                                                                WITH        WITH
 LOSSES WERE        (2)      (3)      (4)      (5)     (6)     (7)      (8)     (9)    (10)    (11)           LOSS        LOSS
  INCURRED         1986     1987     1988     1989    1990    1991     1992    1993    1994    1995          PAYMENT     PAYMENT 
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                  <C>     <C>      <C>      <C>     <C>    <C>      <C>     <C>     <C>     <C>
PRIOR                          969    1,392    1,775   1,444   1,459    1,491   1,524   1,542   1,530

 1986                1,889   3,819    4,496    4,900   4,998   5,076    5,104   5,130   5,134   5,137

 1987                        2,206    4,375    4,841   4,940   5,101    5,189   5,179   5,176   5,185

 1988                                 3,162    5,685   6,527   6,919    7,055   7,146   7,154   7,160

 1989                                          2,996   8,571  10,469   11,099  11,485  11,550  11,610

 1990                                                  6,555  12,595   13,993  14,489  14,648  14,725

 1991                                                          9,886   16,815  18,355  18,677  18,936

 1992                                                                  12,210  22,953  24,591  25,022

 1993                                                                          16,925  28,351  30,166

 1994                                                                                  13,275  23,896

 1995                                                                                          15,950
</TABLE>

            The Registrant has no affiliations with unconsolidated
             subsidiaries or 50%-or-less owned equity investees.


                                     IV-19

<PAGE>   6


  INFORMATION FROM REPORTS FURNISHED TO STATE INSURANCE REGULATORY AUTHORITY
                                                                    EXHIBIT 99

                                   SCHEDULE P
             HISTORY OF BULK AND INCURRED BUT NOT REPORTED RESERVES
                                 (IN THOUSANDS)



<TABLE>
<CAPTION>
                                       BULK AND INCURRED BUT NOT REPORTED RESERVES ON LOSSES AND ALLOCATED EXPENSES AT YEAR END     
                   -----------------------------------------------------------------------------------------------------------------
     (1)
YEARS IN WHICH
 LOSSES WERE         (2)        (3)         (4)         (5)        (6)         (7)         (8)         (9)         (10)       (11)
  INCURRED          1986       1987        1988        1989       1990        1991        1992        1993         1994       1995 
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                <C>          <C>         <C>       <C>        <C>         <C>         <C>         <C>          <C>        <C>
PRIOR                679        284         341         549

 1986              1,205        578         265         176         36

 1987                           452         430         458        283         134          16

 1988                                       661         698        243         162          24                        4

 1989                                                 3,749        806         707         164          35           16          3

 1990                                                            3,323       1,047         457         192           82         20

 1991                                                                        3,635         697         403          303        102

 1992                                                                                    3,335       1,055          897        499

 1993                                                                                                4,475        2,165      1,019

 1994                                                                                                             4,281      1,583

 1995                                                                                                                        5,252
</TABLE>

            The Registrant has no affiliations with unconsolidated
             subsidiaries or 50%-or-less owned equity investees.

                                       

                                    IV-20


                                        

<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF MOBILE AMERICA FOR THE YEAR ENDED DECEMBER 31, 1995, AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<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>                        35,690,835
<DEBT-CARRYING-VALUE>                       52,460,555
<DEBT-MARKET-VALUE>                         52,785,561
<EQUITIES>                                           0
<MORTGAGE>                                           0
<REAL-ESTATE>                                  356,970
<TOTAL-INVEST>                             110,624,354
<CASH>                                       6,510,457
<RECOVER-REINSURE>                          33,822,126
<DEFERRED-ACQUISITION>                      (4,209,840)
<TOTAL-ASSETS>                             182,771,162
<POLICY-LOSSES>                             54,645,686
<UNEARNED-PREMIUMS>                         39,535,149
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                             12,000,000
                                0
                                          0
<COMMON>                                       168,010
<OTHER-SE>                                  31,144,980
<TOTAL-LIABILITY-AND-EQUITY>               182,771,162
                                  37,642,846
<INVESTMENT-INCOME>                          5,562,074
<INVESTMENT-GAINS>                             252,153
<OTHER-INCOME>                               9,720,954
<BENEFITS>                                  30,728,626
<UNDERWRITING-AMORTIZATION>                    862,004
<UNDERWRITING-OTHER>                        12,749,545
<INCOME-PRETAX>                              8,585,699
<INCOME-TAX>                                 2,586,005
<INCOME-CONTINUING>                          5,999,694
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 5,999,694
<EPS-PRIMARY>                                      .96
<EPS-DILUTED>                                      .96
<RESERVE-OPEN>                              19,103,286
<PROVISION-CURRENT>                         30,737,734
<PROVISION-PRIOR>                              188,772
<PAYMENTS-CURRENT>                          15,949,259
<PAYMENTS-PRIOR>                            13,272,506
<RESERVE-CLOSE>                             20,808,027
<CUMULATIVE-DEFICIENCY>                           (189)
        

</TABLE>


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