UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended December 31, 1995
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ___________ to ___________
Commission File Number: 2-17039
NATIONAL WESTERN LIFE INSURANCE COMPANY
(Exact name of Registrant as specified in its charter)
COLORADO 84-0467208
(State of Incorporation) (I.R.S. Employer Identification Number)
850 EAST ANDERSON LANE
AUSTIN, TEXAS 78752-1602 (512) 836-1010
(Address of Principal Executive Offices) (Telephone Number)
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: EXEMPT
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. [ ]
The aggregate market value of the common stock (based upon the closing
price) held by non-affiliates of the Registrant at March 15, 1996, was
approximately $130,074,000.
As of March 15, 1996, the number of shares of Registrant's common stock
outstanding was: Class A - 3,291,338 and Class B - 200,000.
INDEX TO FORM 10-K/A
AMENDMENT NO. 1
Page
Independent Auditors' Report, as amended for subsequent event
reported in Note 16 to the consolidated financial statements
Note (16) Subsequent Event, as an additional disclosure to the
consolidated financial statements
Signatures
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Stockholders
National Western Life Insurance Company
Austin, Texas
We have audited the consolidated financial statements of National Western
Life Insurance Company and subsidiaries as listed in the accompanying index.
In connection with our audits of the consolidated financial statements, we
also have audited the financial statement schedules as listed in the
accompanying index. These consolidated financial statements and financial
statement schedules are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements and financial statement 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 National
Western Life Insurance Company and subsidiaries at December 31, 1995 and
1994, and the results of their operations and their cash flows for each of
the years in the three-year period ended December 31, 1995, in conformity
with generally accepted accounting principles. Also in our opinion, the
related financial statement schedules, when considered in relation to the
basic consolidated financial statements taken as a whole, present fairly, in
all material respects, the information set forth therein.
As discussed in Note 3, the Company changed its method of accounting for
investments in debt and equity securities in 1994 to adopt the provisions of
the Financial Accounting Standards Board's Statement of Financial Accounting
Standards (SFAS) No. 115, "Accounting for Certain Investments in Debt and
Equity Securities." As discussed in Note 5, the Company changed its method
of accounting for income taxes in 1993 to adopt the provisions of SFAS No.
109, "Accounting for Income Taxes."
KPMG Peat Marwick LLP
Austin, Texas
March 1, 1996, except as
to Note 16 which is as
of April 12, 1996
(16) SUBSEQUENT EVENT
On April 12, 1996, The Westcap Corporation and its wholly owned subsidiary,
Westcap Enterprises, Inc., separately filed voluntary petitions for
reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United
States Bankruptcy Court, Southern District of Texas, Houston Division. The
Westcap Corporation is the successor by merger to Westcap Securities
Investment, Inc., and Westcap Securities Management, Inc. Westcap
Enterprises, Inc. is the successor by merger to Westcap Securities, L.P.
The Westcap Corporation is a wholly owned subsidiary of National Western
Life Insurance Company (National Western).
The plan of reorganization filed in the Bankruptcy Court provides for the
merger of Westcap Enterprises, Inc. into The Westcap Corporation (Westcap),
with the survivor to conduct business as a real estate investment trust
under sections 856-58 of the Federal Tax Code. National Western has agreed
to participate in the Westcap plan of reorganization by the contribution of
approximately $5,000,000 of cash and $5,000,000 of income producing real
properties in exchange for a complete settlement and release of any claims
by Westcap against National Western and a continuing equity interest in the
reorganized entity. The reorganization plan is subject to approval by
Westcap's creditors and the Bankruptcy Court.
As previously reported in Note 15 of the consolidated financial statements,
National Western's investment in Westcap was completely written off during
1995 as losses of the subsidiary were recognized on a consolidated basis
until the subsidiary's equity was reduced to zero. Additional losses
relating to the above-mentioned contributions will depend primarily on
results of Westcap litigation and claims that will be adjudicated in the
bankruptcy proceedings and expenses related to such proceedings.
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.
NATIONAL WESTERN LIFE INSURANCE COMPANY
(Registrant)
Date: April 25, 1996 /S/ Ross R. Moody
By: Ross R. Moody
President and Chief Operating Officer
Date: April 25, 1996 /S/ Robert L. Busby, III
By: Robert L. Busby, III
Senior Vice President -
Chief Administrative Officer,
Chief Financial Officer
and Treasurer
