NATIONAL WESTERN LIFE INSURANCE CO
10-Q, 2000-11-14
LIFE INSURANCE
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                  FORM 10-Q


[ X  ]        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934

              For the Quarterly Period Ended September 30, 2000

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

          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)


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  [      ]


As of November 10, 2000, the number of shares of Registrant's common stock
outstanding was:  Class A - 3,303,155 and Class B - 200,000.





           NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                                    INDEX



Part I.  Financial Information:                                        Page

Item 1.  Financial Statements

Condensed Consolidated Balance Sheets
September 30, 2000 (Unaudited) and December 31, 1999

Condensed Consolidated Statements of Earnings
For the Three Months Ended September 30, 2000 and 1999 (Unaudited)

Condensed Consolidated Statements of Earnings
For the Nine Months Ended September 30, 2000 and 1999 (Unaudited)

Condensed Consolidated Statements of Comprehensive Income
For the Three Months Ended September 30, 2000 and 1999 (Unaudited)

Condensed Consolidated Statements of Comprehensive Income
For the Nine Months Ended September 30, 2000 and 1999 (Unaudited)

Condensed Consolidated Statements of Stockholders' Equity
For the Nine Months Ended September 30, 2000 and 1999 (Unaudited)

Condensed Consolidated Statements of Cash Flows
For the Nine Months Ended September 30, 2000 and 1999 (Unaudited)

Notes to Condensed Consolidated Financial Statements (Unaudited)

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

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Part II.  Other Information:

Item 1.  Legal Proceedings

Item 6.  Exhibits and Reports on Form 8-K

Signatures

Exhibit 11 - Computation of Earnings per Share
For the Three Months Ended September 30, 2000 and 1999 (Unaudited)

Exhibit 11 - Computation of Earnings per Share
For the Nine Months Ended September 30, 2000 and 1999 (Unaudited)





                          PART I.  FINANCIAL INFORMATION

                          ITEM 1.  FINANCIAL STATEMENTS

             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (In thousands)

<TABLE>
<CAPTION>

                                                  (Unaudited)
                                                 September 30,  December 31,
                  ASSETS                              2000          1999

<S>                                             <C>               <C>

Cash and investments:
    Securities held to maturity,
    at amortized cost                           $   2,129,024     2,151,924
    Securities available for sale,
    at fair value                                     723,906       717,948
    Securities held to maturity,
    for possible
    losses ($4,215 and $4,104)                        202,224       183,902
    Policy loans                                      113,953       117,309
    Index options                                      16,277        32,820
    Other long-term investments                        39,765        32,766
    Cash and short-term investments                    11,432        14,010


Total cash and investments                          3,236,581     3,250,679

Deferred policy acquisition costs                     390,043       369,665
Accrued investment income                              46,452        47,756
Federal income tax receivable                            -              237
Deferred Federal income tax asset                       3,058          -
Other assets                                           21,030        14,491

                                                $   3,697,164     3,682,828

<FN>
Note:  The balance sheet at December 31, 1999, has been taken from the audited
financial statements at that date.

See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>


             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                       (In thousands except share amounts)

<TABLE>
<CAPTION>

                                                  (Unaudited)
                                                 September 30,  December 31,
      LIABILITIES AND STOCKHOLDERS' EQUITY            2000          1999

<S>                                             <C>               <C>

LIABILITIES:

Future policy benefits:
    Traditional life and annuity products       $     160,449       165,020
    Universal life and investment
    annuity contracts                               2,974,022     2,983,060
Other policyholder liabilities                         27,926        24,103
Federal income taxes payable:
    Current                                             2,429         4,763
    Deferred                                              -           4,659
Other liabilities                                      37,455        25,701

Total liabilities                                   3,202,281     3,207,306


COMMITMENTS AND CONTINGENCIES (Note 3)

STOCKHOLDERS' EQUITY:

Common stock:
    Class A - $1 par value; 7,500,000
    shares authorized; 3,302,155
    and 3,300,728 shares issued and
    outstanding in 2000 and 1999                        3,302         3,301
    Class B - $1 par value; 200,000
    shares authorized, issued,
    and outstanding in 2000 and 1999                      200           200
Additional paid-in capital                             25,090        25,028
Accumulated other comprehensive loss                  (13,200)       (3,566)
Retained earnings                                     479,491       450,559


Total stockholders' equity                            494,883       475,522


                                                $   3,697,164     3,682,828

<FN>
Note:  The balance sheet at December 31, 1999, has been taken from the audited
financial statements at that date.

See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>



             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
              For the Three Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                     (In thousands except per share amounts)

<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                  <C>

Premiums and other revenue:
    Life and annuity premiums                   $       2,658         2,559
    Universal life and investment
    annuity contract revenues                          23,082        21,131
    Net investment income                              52,829        44,562
    Other income                                          149         8,583
    Realized gains (losses) on investments               (124)          191

Total premiums and other revenue                       78,594        77,026

Benefits and expenses:
    Life and other policy benefits                     10,484         9,654
    Decrease in liabilities for
    future policy benefits                             (1,357)         (941)
    Amortization of deferred policy
    acquisition costs                                  15,009         9,705
    Universal life and investment
    annuity contract interest                          33,701        32,565
    Other operating expenses                            7,112         6,973

Total benefits and expenses                            64,949        57,956

Earnings before Federal income taxes                   13,645        19,070

Provision (benefit) for Federal income taxes:
    Current                                             7,927        (1,136)
    Deferred                                           (3,288)        7,620

Total Federal income taxes                              4,639         6,484

Net earnings                                    $       9,006        12,586

Basic Earnings Per Share:
    Net earnings                                $        2.57          3.60


Diluted Earnings Per Share:
    Net earnings                                $        2.56          3.57


<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>



             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                     (In thousands except per share amounts)

<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                 <C>

Premiums and other revenue:
    Life and annuity premiums                   $       7,930         8,351
    Universal life and investment
    annuity contract revenues                          69,369        63,321
    Net investment income                             159,384       167,118
    Other income                                          403         8,860
    Realized gains (losses) on investments             (6,536)        5,869

Total premiums and other revenue                      230,550       253,519

Benefits and expenses:
    Life and other policy benefits                     30,077        26,807
    Decrease in liabilities for
    future policy benefits                             (4,850)       (1,590)
    Amortization of deferred policy
    acquisition costs                                  37,187        29,711
    Universal life and investment
    annuity contract interest                         103,112       118,169
    Other operating expenses                           21,189        21,502

Total benefits and expenses                           186,715       194,599

Earnings before Federal income taxes                   43,835        58,920

Provision (benefit) for
Federal income taxes:
    Current                                            17,432        11,988
    Deferred                                           (2,529)        8,045

Total Federal income taxes                             14,903        20,033

Net earnings                                    $      28,932        38,887

Basic Earnings Per Share:
    Net earnings                                $        8.26         11.11

Diluted Earnings Per Share:
    Net earnings                                $        8.22         11.01

<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>



             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
              For the Three Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                                  (In thousands)
<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                  <C>

Net earnings                                    $       9,006        12,586

Other comprehensive income (loss),
net of effects of
deferred policy acquisition costs and taxes:
    Unrealized gains (losses) on securities:
        Unrealized holding gains (losses)
        arising during period                           2,455        (3,518)
        Reclassification adjustment for
        gains included in net earnings                    (25)         (529)
        Amortization of net unrealized gains
        related to transferred securities                (156)         (114)

        Net unrealized gains (losses)
        on securities                                   2,274        (4,161)

    Foreign currency translation adjustments              650           335

Other comprehensive income (loss)                       2,924        (3,826)

Comprehensive income                            $      11,930         8,760

<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>


             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                                  (In thousands)

<TABLE>
<CAPTION>

                                                       2000          1999

<S>                                             <C>                 <C>

Net earnings                                    $      28,932        38,887

Other comprehensive income (loss),
net of effects of
deferred policy acquisition costs
and taxes:
    Unrealized losses on securities:
        Unrealized holding losses
        arising during period                          (5,319)      (15,464)
        Reclassification adjustment for
        losses (gains) included
        in net earnings                                 4,178        (2,577)
        Amortization of net unrealized gains
        related to transferred securities                (335)         (145)
        Unrealized losses on securities
        transferred during period
        from held to maturity to
        available for sale                             (9,166)         -

        Net unrealized losses on securities           (10,642)      (18,186)

    Foreign currency translation adjustments            1,008           257

Other comprehensive loss                               (9,634)      (17,929)

Comprehensive income                            $      19,298        20,958


<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>


             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                                  (In thousands)

<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                 <C>

Common stock:
    Balance at beginning of year                $       3,501         3,498
    Shares exercised under stock option plan                1             3

Balance at end of period                                3,502         3,501

Additional paid-in capital:
    Balance at beginning of year                       25,028        24,899
    Shares exercised under stock option plan               62           129

Balance at end of period                               25,090        25,028

Accumulated other comprehensive
income (loss):
     Unrealized gains (losses)
     on securities:
        Balance at beginning of year                   (6,412)       16,000
        Change in unrealized
        losses during period                          (10,642)      (18,186)

        Balance at end of period                      (17,054)       (2,186)

    Foreign currency translation adjustments:
        Balance at beginning of year                    2,846         2,634
        Change in translation adjustments
        during period                                   1,008           257

        Balance at end of period                        3,854         2,891

Accumulated other comprehensive
income (loss) at end of period                        (13,200)          705

Retained earnings:
    Balance at beginning of year                      450,559       391,334
    Net earnings                                       28,932        38,887

Balance at end of  period                             479,491       430,221

Total stockholders' equity                      $     494,883       459,455


<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>



             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                                  (In thousands)

<TABLE>
<CAPTION>

                                                       2000          1999

<S>                                             <C>                <C>

Cash flows from operating activities:
    Net earnings                                $      28,932        38,887
    Adjustments to reconcile net
    earnings to net cash
    from operating activities:
    Universal life and investment
    annuity contract interest                         103,112       118,169
    Surrender charges and other
    policy revenues                                   (33,597)      (29,131)
    Realized losses (gains) on investments              6,536        (5,869)
    Accrual and amortization of
    investment income                                  (3,492)       (3,761)
    Depreciation and amortization                         816           735
    Decrease in insurance receivables
    and other assets                                      305         6,309
    Decrease (increase) in accrued
    investment income                                   1,304          (976)
    Increase in deferred policy
    acquisition costs                                  (8,503)      (18,795)
    Decrease in liability for
    future policy benefits                             (4,850)       (1,590)
    Increase (decrease) in other
    policyholder liabilities                            3,823          (536)
    Decrease in Federal income taxes payable           (3,840)       (4,067)
    Increase (decrease) in other liabilities           11,754       (25,342)
    Decrease in value of index options                 15,961        12,039
    Other                                                (582)         (364)

Net cash provided by operating activities             117,679        85,708

Cash flows from investing activities:
    Proceeds from sales of:
       Securities held to maturity                       -             -
       Securities available for sale                   15,167        50,897
       Other investments                               22,546        15,910
    Proceeds from maturities and
    redemptions of:
       Securities held to maturity                     24,215        59,573
       Securities available for sale                   31,971        46,808
    Purchases of:
       Securities held to maturity                    (64,815)     (178,121)
       Securities available for sale                  (20,935)     (115,600)
       Other investments                              (29,114)      (31,679)
    Principal payments on mortgage loans               13,068        36,113
    Cost of mortgage loans acquired                   (30,949)      (29,315)
    Decrease in policy loans                            3,356         7,155
    Decrease in assets of
    discontinued operations                              -               48
    Decrease in liabilities of
    discontinued operations                              -              (48)
    Other                                              (6,831)         (982)

Net cash used in investing activities                 (42,321)     (139,241)

<FN>
(Continued on next page)
</FN>
</TABLE>


             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                                  (In thousands)

<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                <C>

Cash flows from financing activities:
    Deposits to account balances for
    universal life
    and investment annuity contracts            $     274,336       310,217
    Return of account balances
    on universal life
    and investment annuity contracts                 (352,335)     (277,433)
    Issuance of common stock under
    stock option plan                                      63           132

Net cash provided by (used
in) financing activities                              (77,936)       32,916

Net decrease in cash and
short-term investments                                 (2,578)      (20,617)
Cash and short-term investments
at beginning of year                                   14,010        24,508

Cash and short-term investments
at end of period                                $      11,432         3,891

<FN>
See accompanying notes to condensed consolidated financial statements.
</FN>
</TABLE>


             NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
               NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


(1)  BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements include the
accounts of National Western Life Insurance Company  and its  wholly owned
subsidiaries  (the  Company),  The  Westcap  Corporation  (Westcap),  NWL
Investments, Inc., NWL Properties, Inc., NWL 806 Main, Inc., NWL Services,
Inc., and NWL Financial, Inc.  The Westcap Corporation ceased brokerage
operations during 1995 and filed for reorganization under Chapter 11 of the
U.S. Bankruptcy Code in 1996.  The bankruptcy reorganization was completed in
January, 1999, and National Western retained 100% continuing ownership of the
reorganized subsidiary.  As a result, The Westcap Corporation is reflected as
discontinued operations in the accompanying financial statements for portions
of 1999 and prior years.  Westcap is currently operating as a real estate
management company.  All significant intercorporate transactions and accounts
have been eliminated in consolidation.

In the opinion of  the Company, the accompanying consolidated financial
statements contain all adjustments necessary to present fairly the financial
position of the Company as of September 30, 2000,  and  the  results of its
operations for the three months and nine months ended September 30, 2000 and
1999, and its cash flows for the nine months ended September 30, 2000 and
1999.  The results of operations for the three months and nine months ended
September 30, 2000 and 1999 are not necessarily indicative of the results to
be expected  for the full year.


(2) STOCKHOLDERS' EQUITY

(A) Changes in Common Stock Shares Outstanding

Details of changes in shares of common stock outstanding are provided below:

<TABLE>
<CAPTION>

                                             Nine Months Ended September 30,
                                                     2000         1999
                                                     (In thousands)

<S>                                                  <C>           <C>

Common stock shares outstanding:
   Shares outstanding at beginning of year           3,501         3,498
   Shares exercised under stock option plan              1             3

Shares outstanding at end of period                  3,502         3,501

</TABLE>

(B)  Dividends

The Company paid no cash dividends on common stock during the nine months
ended September 30, 2000 and 1999.


(3) LEGAL PROCEEDINGS

On March 28, 1994, the Community College District No. 508, County of Cook and
State of Illinois (The City Colleges) filed a complaint in the United States
District Court for the Northern District of Illinois, Eastern Division,
against National Western Life Insurance Company (the Company or National
Western) and subsidiaries of The Westcap Corporation (Westcap), a wholly owned
subsidiary of the Company.  The suit sought rescission of securities purchase
transactions by The City Colleges from Westcap between September 9, 1993, and
November 3, 1993, alleged compensatory damages, punitive damages, injunctive
relief, declaratory relief, fees, and costs.  National Western was named as a
"controlling person" of the Westcap defendants.  In the meantime, Westcap
filed Chapter 11 bankruptcy, and The City Colleges filed a claim in the
bankruptcy court against Westcap.  The claim was tried before the bankruptcy
court, and in September, 1997, a $56,173,000 judgment was entered against
Westcap favorable to The City Colleges.  Westcap  appealed this decision to
the United States District Court for the Southern District of Texas (Houston
Division).  On July 24, 1998, the District Court affirmed the orders of the
bankruptcy court with respect to their underlying conclusion that Westcap was
liable to The City Colleges under the Texas Securities Act, but the Court
vacated the orders and remanded them to the bankruptcy court to determine the
correct amount of damages in a manner consistent with the Court's opinion and
the Texas Securities Act.  The bankruptcy court on November 16, 1998, entered
an order allowing  a  claim  of  The  City  Colleges  against  the  Westcap
estate  of $51,738,868.  Westcap appealed the bankruptcy court's and District
Court's judgment to the United States Court of Appeals for the Fifth Circuit,
New Orleans, Louisiana. Westcap prevailed in this appeal in an October 13,
2000, decision by the Appellate Court which reversed the $51,738,868 judgment
entered in 1998 by the District Court and the bankruptcy court in favor of
The City Colleges.  The Appellate Court ruled in favor of Westcap and
determined that there had been no violations by Westcap of the Texas
securities laws.  The Appellate Court remanded the case to the District Court
for entry of a new judgment in favor of Westcap.  The Appellate decision is
subject to further review by the Fifth Circuit Court of Appeals upon filed
motion for rehearing en banc on November 3, 2000, and possible appeal to the
United States Supreme Court by The City Colleges.

The ruling does not affect the consolidated financial statements of National
Western Life Insurance Company as no liability had been previously accrued for
the District Court judgment.  However, National Western will be entitled to
recover a portion of the settlement of the Westcap bankruptcy, but not to
exceed $600,000, should the Appellate Court decision become final. While
Westcap is a wholly owned subsidiary of the Company, the Company is not a
party to the bankruptcy or the judgment against Westcap by the bankruptcy
court or the United States District Court.  The lawsuit of The City Colleges
against the Company was stayed in September, 1994, pending resolution of
The City Colleges' claim against Westcap.  Following the judgment against
Westcap in the bankruptcy court, on December 2, 1997, the stay was lifted
by the United States District Court in Illinois, and The City Colleges filed
an amended complaint seeking to hold the Company liable for the claim allowed
in the bankruptcy court against Westcap under the "control person" provision
of the Texas Securities Act.  The suit seeks approximately $56 million plus
fees and costs.  The maximum sought by The City Colleges will be determined
by the final amount allowed The City Colleges in the Westcap bankruptcy
appeal discussed above.  The Company filed jurisdictional and venue motions
to have the case transferred to the United States District Court for the
Western District of Texas, which motions were agreed to by the Plaintiff,
and the case is now pending in the United States District Court for the
Western District of Texas, where the parties have engaged in discovery
activities.  The case is awaiting the final outcome of the Westcap bankruptcy
appeal discussed above.  If the current decision of the Fifth Circuit Court of
Appeals in the bankruptcy case becomes final, the Company will move to
dismiss the City Colleges case.  Otherwise, the Company believes it has
reasonable and adequate defenses to the suit.  Although the alleged
damages, if sustained, would be material to the Company's financial
statements, a reasonable estimate of any actual losses which may result
from the suit cannot be made at this time.  Accordingly, no provision for
any liability that may result from this suit has been recognized in National
Western's financial statements.


(4) SEGMENT AND OTHER OPERATING INFORMATION

The Company's reportable operating segments include domestic life insurance,
international life insurance, and annuities. These segments are organized
based on product types and geographic marketing areas.  A summary of segment
information for the three and nine months ended September 30, 2000 and 1999 is
provided below.

Selected Segment Information:

<TABLE>
<CAPTION>

                    Domestic International
                      Life        Life                    All
                    Insurance  Insurance   Annuities    Others      Totals
                                         (In thousands)

<S>                <C>            <C>       <C>            <C>      <C>

September 30,
2000:
Selected Balance
Sheet Items:
Deferred policy
 acquisition
 costs             $   73,821      76,350     239,872        -        390,043
Total segment
 assets               403,336     383,636   2,843,253      42,851   3,673,076
Future policy
 benefits             319,319     297,756   2,517,396        -      3,134,471
Other
 policyholder
 liabilities            9,442       7,929      10,555        -         27,926

Three Months
Ended
September 30,
2000:
Condensed
Income
Statements:
Premiums and
 contract
 revenues          $    5,609      11,654       8,477        -         25,740
Net investment
 income                 6,607       5,693      39,936         593      52,829
Other income                3           8          84          54         149
 Total revenues        12,219      17,355      48,497         647      78,718
Policy benefits         4,125       4,955          47        -          9,127
Amortization of
 deferred
 policy
 acquisition
 costs                  1,357       3,540      10,112        -         15,009
Universal life
 and investment
 annuity
 contract
 interest               2,459       3,981      27,261        -         33,701
Other operating
 expenses               1,980       2,036       2,729         367       7,112
Federal income
 taxes                    782         967       2,839          94       4,682
 Total expenses        10,703      15,479      42,988         461      69,631
Segment earnings   $    1,516       1,876       5,509         186       9,087

Nine Months Ended
September 30,
2000:
Condensed Income
 Statements:
Premiums and
 contract
 revenues          $   17,546      33,362      26,391        -         77,299
Net investment
 income                19,642      17,112     119,278       3,352     159,384
Other income               25          37         287          54         403
 Total revenues        37,213      50,511     145,956       3,406     237,086
Policy benefits        12,323      12,749         155        -         25,227
Amortization of
 deferred
 policy
 acquisition
 costs                  3,555      10,491      23,141        -         37,187
Universal life
 and investment
 annuity
 contract
 interest               7,099      11,867      84,146        -        103,112
Other operating
 expenses               6,363       6,079       8,140         607      21,189
Federal income
 taxes                  2,687       3,182      10,366         955      17,190
 Total expenses        32,027      44,368     125,948       1,562     203,905
Segment earnings   $    5,186       6,143      20,008       1,844      33,181

</TABLE>

Selected Segment Information:

<TABLE>
<CAPTION>

                    Domestic International
                      Life        Life                    All
                    Insurance  Insurance   Annuities    Others      Totals
                                         (In thousands)

<S>                <C>            <C>       <C>            <C>      <C>

September 30,
1999:
Selected Balance
Sheet Items:
Deferred policy
 acquisition
 costs             $   71,207      75,765     209,268        -        356,240
Total segment
 assets               406,900     374,964   2,786,552      36,140   3,604,556
Future policy
 benefits             323,374     289,023   2,486,952        -      3,099,349

Other
 policyholder
 liabilities            9,185       7,196       7,038        -         23,419

Three Months
Ended
September 30,
1999:
Condensed Income
Statements:
Premiums and
 contract
 revenues          $    6,194      11,075       6,421        -         23,690
Net investment
 income                 6,318       5,484      32,335         425      44,562
Other income              (35)        (21)      8,639        -          8,583
 Total revenues        12,477      16,538      47,395         425      76,835
Policy benefits         3,194       4,663         856        -          8,713
Amortization of
 deferred
 policy
 acquisition
 costs                  1,222       2,872       5,611        -          9,705
Universal life
 and investment
 annuity
 contract
 interest               2,430       3,503      26,632        -         32,565
Other operating
 expenses               1,965       2,073       2,935        -          6,973
Federal income
 taxes                  1,245       1,164       3,864         144       6,417
 Total expenses        10,056      14,275      39,898         144      64,373
Segment earnings   $    2,421       2,263       7,497         281      12,462

Nine Months Ended
September 30, 1999:
Condensed Income
Statements:
Premiums and
 contract
 revenues          $   18,474      31,819      21,379        -         71,672
Net investment
 income                18,996      16,387     129,095       2,640     167,118
Other income               32          32       8,796        -          8,860
 Total revenues        37,502      48,238     159,270       2,640     247,650
Policy benefits        11,894      13,070         253        -         25,217
Amortization of
 deferred
 policy
 acquisition
 costs                  3,614       9,434      16,663        -         29,711
Universal life
 and investment
 annuity
 contract
 interest               7,315      10,397     100,457        -        118,169
Other operating
 expenses               6,784       6,476       8,242        -         21,502
Federal income
 taxes                  2,676       3,003      11,407         893      17,979
 Total expenses        32,283      42,380     137,022         893     212,578
Segment earnings   $    5,219       5,858      22,248       1,747      35,072

</TABLE>


Reconciliations of segment information to the Company's consolidated financial
statements are provided below:

<TABLE>
<CAPTION>

                            Three Months Ended         Nine Months Ended
                               September 30,              September 30,
                             2000         1999         2000         1999
                                            (In thousands)

<S>                     <C>                <C>         <C>          <C>

Premiums and Other
Revenue:
Premiums and
contract revenues       $     25,740       23,690       77,299       71,672
Net investment income         52,829       44,562      159,384      167,118
Other income                     149        8,583          403        8,860
Realized gains
(losses) on
investments                     (124)         191       (6,536)       5,869

Total consolidated
 premiums
 and other revenue      $     78,594       77,026      230,550      253,519

</TABLE>


<TABLE>
<CAPTION>

                            Three Months Ended         Nine Months Ended
                               September 30,              September 30,
                             2000         1999         2000         1999
                                            (In thousands)

<S>                      <C>                <C>         <C>          <C>

Federal Income Taxes:
Total segment
Federal income taxes     $     4,682        6,417       17,190       17,979
Taxes (benefits)
 on realized
 gains (losses)
 on investments                  (43)          67       (2,287)       2,054

Total consolidated
 Federal income taxes    $     4,639        6,484       14,903       20,033

</TABLE>

<TABLE>
<CAPTION>


                            Three Months Ended         Nine Months Ended
                               September 30,              September 30,
                             2000         1999         2000         1999
                                            (In thousands)

<S>                      <C>               <C>          <C>          <C>

Net Earnings:
Total segment earnings   $     9,087       12,462       33,181       35,072
Realized gains
 (losses) on
 investments, net
 of taxes                        (81)         124       (4,249)       3,815

Total consolidated
 net earnings            $     9,006       12,586       28,932       38,887

</TABLE>


<TABLE>
<CAPTION>

                                            September 30,
                                          2000          1999
                                            (In thousands)

<S>                                 <C>               <C>

Assets:
Total segment assets                $   3,673,076     3,604,556
Other unallocated assets                   24,088        21,653

Total consolidated assets           $   3,697,164     3,626,209

</TABLE>


                   ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
                 OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


GENERAL

National Western Life Insurance Company is a life insurance company, chartered
in the State of Colorado in 1956, and doing business in forty-three states and
the District of Columbia. The Company also accepts applications from and
issues policies to residents of various Central and South American, Caribbean,
and Pacific Rim countries.  A distribution of the Company's direct premium
revenues and deposits by domestic and international markets is provided below:

<TABLE>
<CAPTION>

                                      Nine Months Ended September 30,
                                             2000          1999

<S>                                          <C>           <C>

United States domestic market:
     Investment annuities                     77.0%         80.8%
     Life insurance                            6.3           6.1

Total domestic market                         83.3          86.9

International market:
     Investment annuities                      2.8           0.9
     Life insurance                           13.9          12.2

Total international market                    16.7          13.1

Total direct premiums collected              100.0%        100.0%

</TABLE>

Insurance Operations - Domestic

The Company's domestic operations concentrate marketing efforts on federal
employees, seniors, and specific employee groups in private industry, as well
as individual sales.  The products marketed are annuities, universal life
insurance, and traditional life insurance, which includes both term and whole
life products.  The majority of products sold are the Company's annuities,
which include single and flexible premium deferred annuities, single premium
immediate annuities, and equity-indexed annuities.  Most of these annuities
can be sold as tax qualified or nonqualified products.

National Western markets and distributes its domestic products primarily
through independent marketing organizations (IMOs).   These IMOs assist the
Company in recruiting, contracting, and supervising agents.  The Company
currently has over 80 IMOs contracted for sales of life and annuity products.

Insurance Operations - International

The Company's international operations focus marketing efforts on foreign
nationals in upper socioeconomic classes with substantial financial resources.
Insurance sales are on insureds from countries in Central and South America,
the Caribbean, and the Pacific Rim.  Policy sales on insureds from numerous
countries in these different regions provides diversification that helps to
minimize large fluctuations in sales that can occur due to various economic,
political, and competitive pressures that may occur from one country to
another.  Products sold in the international market are almost entirely
universal life and traditional life insurance products.  However, certain
annuity and investment contracts are also available in this market.

International sales production is from broker-agents, many of whom have been
selling National Western products for 20 or more years.  The Company continues
to expand its sales networks in specifically targeted South American and
Pacific Rim countries which have higher growth potential than other countries.

There are inherent risks of conducting international business that are not
present within the domestic market.  The risks involved with international
business are reduced substantially by the Company in several ways.  As
previously described, the Company focuses its marketing efforts on a specific
niche group, which is foreign nationals in upper socioeconomic classes who
have substantial financial resources.  This targeted customer base coupled
with National Western's conservative, yet competitive, underwriting practices
have historically resulted in claims experience similar to that in the United
States.  The Company also minimizes exposure to foreign currency risks, as
almost all foreign policies require payment of premiums and claims in United
States dollars.  Finally, the Company's experience in the international market
and its strong broker-agent relationships, which in many cases exceed 20
years, help minimize risks and problems when selling products to foreign
nationals.


INVESTMENTS IN DEBT AND EQUITY SECURITIES

Investment Philosophy

The Company's investment philosophy is to maintain a diversified portfolio of
investment grade debt and equity securities that provide adequate liquidity to
meet policyholder obligations and other cash needs.  The prevailing strategy
within this philosophy is the intent to hold investments in debt securities to
maturity. However, the Company manages its portfolio, which entails monitoring
and reacting to all components which affect changes in the price, value, or
credit rating of investments in debt and equity securities.

Investments in debt and equity securities are classified and reported as
either securities held to maturity or securities available for sale.  The
Company does not maintain a portfolio of trading securities.  The reporting
category chosen for the Company's securities investments depends on various
factors including the type and quality of the particular security and how it
will be incorporated into the Company's overall asset/liability management
strategy.  At September 30, 2000, approximately 25.8% of the Company's total
debt  and  equity  securities,  based  on  fair  values,  were  classified  as
securities available for sale.  These holdings provide flexibility to the
Company to react to market opportunities and conditions and to practice active
management  within  the  portfolio  to  provide  adequate  liquidity  to  meet
policyholder obligations and other cash needs.

Securities the Company purchases with the intent to hold to maturity are
classified as securities held to maturity. Because the Company has strong cash
flows and matches expected maturities of assets and liabilities, the Company
has the ability to hold the securities, as it would be unlikely that forced
sales of securities would be required prior to maturity to cover payments of
liabilities. As a result, securities held to maturity are carried at amortized
cost less declines in value that are other than temporary. However, certain
situations may change the Company's intent to hold a particular security to
maturity, the most notable of which is a deterioration in the issuer's
creditworthiness. Accordingly, a security may be sold to avoid a further
decline in realizable value when there has been a significant change in the
credit risk of the issuer.

Securities that are not classified as held to maturity are reported as
securities available for sale. These securities may be sold if market or other
measurement factors change unexpectedly after the securities are acquired. For
example, opportunities arise that allow the Company to improve the performance
and credit quality of the investment portfolio by replacing an existing
security with an alternative security while still maintaining an appropriate
matching of expected maturities of assets and liabilities. Examples of such
improvements are as follows: improving the yield earned on invested assets,
improving the credit quality, changing the duration of the portfolio, and
selling securities in advance of anticipated calls or other prepayments.
Securities  available  for  sale  are  reported  in  the  Company's  financial
statements at fair value. Any unrealized gains or losses resulting from
changes in the fair value of the securities are reflected in accumulated other
comprehensive income.

As an integral part of its investment philosophy, the Company performs an
ongoing process of monitoring the creditworthiness of issuers within the
investment portfolio.  Review procedures are also performed on securities that
have had significant declines in fair value. The Company's objective in these
circumstances is to determine if the decline in fair value is due to changing
market expectations regarding inflation and general interest rates or other
factors.  Additionally, the Company closely monitors financial, economic, and
interest rate conditions to manage prepayment and extension risks in its
mortgage-backed securities portfolio.

The Company's overall conservative investment philosophy is reflected in the
allocation of its investments which is detailed below as of September 30, 2000
and  December  31,  1999.    The  Company  emphasizes  investment  grade  debt
securities, with smaller holdings in mortgage loans and real estate.

<TABLE>
<CAPTION>

                                          Percent of Investments
                                       September 30,    December 31,
                                           2000            1999

<S>                                        <C>             <C>

Debt securities                             87.7%           87.8%
Mortgage loans                               6.2             5.7
Policy loans                                 3.5             3.6
Index options                                0.5             1.0
Equity securities                            0.5             0.5
Real estate                                  0.4             0.4
Other                                        1.2             1.0

Totals                                     100.0%          100.0%

</TABLE>

Portfolio Analysis

The Company maintains a diversified debt securities portfolio which consists
of various types of fixed income securities including primarily corporate,
mortgage-backed   securities,   and   public   utilities.   Investments   in
mortgage-backed  securities  include  primarily  U.S.  government  agency
pass-through securities and collateralized mortgage obligations (CMOs).

An important aspect of the Company's investment philosophy is managing the
credit quality of its investments in debt securities.  Thorough credit
analysis  is  performed  on  existing  and  potential  corporate  investments
including examination of a company's credit and industry outlook, financial
strength, effectiveness of management, and event risks.  In the past few
years, credit analysis has become one of the most critical activities of the
Company's portfolio management.

National Western continues to follow its conservative investment philosophy by
minimizing its holdings of  below investment grade debt securities, as these
securities generally have greater default risk than higher rated corporate
debt. These issuers usually are more sensitive to adverse industry or economic
conditions than are investment grade issuers. The Company's holdings of below
investment grade debt securities, which are lower than industry averages, are
summarized below.

<TABLE>
<CAPTION>

                                         Below Investment
                                      Grade Debt Securities
                                                                    % of
                         Amortized     Carrying      Market      Invested
                           Cost         Value        Value        Assets
                                (In thousands except percentages)

<S>                   <C>                <C>          <C>             <C>

September 30, 2000    $    103,652       76,586       73,929          2.4%

December 31, 1999     $     73,607       70,900       63,864          2.2%

December 31, 1998     $     46,453       44,974       45,317          1.4%

</TABLE>

Although National Western purchases only investment grade debt securities, a
growing number of companies have become more leveraged due to an environment
of heightened acquisition activity and large share repurchase programs.
Therefore, continued monitoring of credit quality after the purchase of a
company's debt securities is crucial in order for National Western to maintain
a high quality portfolio with a low percentage of below investment grade debt
securities.  While the Company's holdings of below investment grade debt
securities remain low, these holdings have increased from $44,974,000 at
December 31, 1998, to $76,586,000 at September 30, 2000.  This increase is due
to downgrades of investment grade debt securities as opposed to purchases of
such holdings.  Historically, the Company's strong credit risk management and
commitment to quality has resulted in minimal defaults in the debt securities
portfolio.

During the third and fourth quarters of 1999, the Company recorded permanent
impairment writedowns totaling $4,403,000 related to two separate securities.
The writedowns were reflected as realized losses.  One of these securities was
classified as available for sale and the other as held to maturity.  The
Company subsequently transferred the held to maturity holding to securities
available for sale during the first quarter of 2000.  Subsequently, three
additional debt securities experienced significant credit deterioration.  As a
result  of  the  significant  deterioration  of  the  issuing  companies'
creditworthiness, National Western also transferred these three securities
from held to maturity to available for sale during the first quarter of 2000.
Amortized cost, net of writedowns, of the four transferred securities totaled
$49,528,000.  Unrealized losses resulting from recording the securities at
fair value, before effects of taxes and deferred policy acquisitions costs,
totaled $20,376,000.  Upon the transfers, the unrealized losses were recorded
as a component of accumulated other comprehensive loss.

During the second quarter of 2000, an additional below investment grade debt
security, which the Company has been monitoring closely due to credit
deterioration, defaulted on its interest payment.  Based on the current
condition of the issuing company, complete recovery of National Western's
investment in this security is not expected.  As a result, the Company
recorded  a  permanent  impairment  writedown  for  this  security  totaling
$6,715,000 during the quarter ended June 30, 2000 and also transferred the
security from held to maturity to available for sale.  The writedown was
recorded as a realized investment loss.  Amortized cost, net of writedowns, of
this  security  totaled  $8,250,000  and  unrealized  losses  resulting  from
recording the security at fair value, before the effects of taxes and deferred
policy  acquisition  costs,  totaled  $4,000,000.    Upon  the  transfer,  the
unrealized  losses  were  recorded  as  a  component  of  accumulated  other
comprehensive loss.  Reductions to investment income due to this security
totaled $734,000 for the nine months ended September 30, 2000.

The Company is closely monitoring the previously described securities as well
as its other below investment grade holdings.  While additional losses are not
currently anticipated based on the existing status and condition of these
securities, continued credit deterioration of some securities is possible,
which may result in further writedowns.

Although there is loss exposure related to its below investment grade debt
securities, the Company is firmly committed to minimizing credit risks and
maintaining a high quality portfolio.  This commitment is reflected in the
high average credit rating of the Company's portfolio.  In the table below,
investments in debt securities are classified according to credit ratings by
Standard  and  Poor's  (S&P),  a  nationally  recognized  statistical  rating
organization (NRSRO).  If securities were not rated by S&P, the equivalent
rating of another NRSRO or the National Association of Insurance Commissioners
was used.

<TABLE>
<CAPTION>

                                          September 30,    December 31,
                                              2000            1999

<S>                                            <C>             <C>

AAA and U.S. government                         28.2%           28.7%
AA                                               8.0             8.8
A                                               33.8            34.1
BBB                                             27.3            25.9
BB and other below investment grade              2.7             2.5

                                               100.0%          100.0%
</TABLE>

Another important part of the Company's investment philosophy is managing the
cash flow stability of the portfolio.  Because expected maturities of
securities  may  differ  from  contractual  maturities  due  to  prepayments,
extensions, and calls, the Company takes steps to manage and minimize these
risks.  The Company reduced its exposure to prepayment and extension risks by
lowering its holdings of mortgage-backed securities.  This strategy began in
1994 when mortgage-backed securities totaled 47.6% of the entire portfolio,
but at September 30, 2000, totaled only 20.0% which is comparable to the life
insurance industry average.  The majority of this reduction has been achieved
by shifting investments into corporate securities and public utilities, as
these holdings have increased from 47.0% at December 31, 1994 to 69.7% at
September 30, 2000.  Also, most of these additions have been noncallable
corporates, which help reduce prepayment and call risks.

As indicated above, the Company's holdings of mortgage-backed securities are
also subject to prepayment risk, as well as extension risk.  Both of these
risks are addressed by specific portfolio management strategies.  The Company
has substantially reduced both prepayment and extension risks by investing
primarily in collateralized mortgage obligations, which have more predictable
cash flow patterns than pass-through  securities.  These securities, known as
planned amortization class I (PAC I) CMOs, are designed to amortize in a more
predictable manner than other CMO classes or pass-throughs.  Using this
strategy, the Company can more effectively manage and reduce prepayment and
extension risks, thereby helping to maintain the appropriate matching of the
Company's assets and liabilities.

As of September 30, 2000, CMOs represent approximately 93% of the Company's
mortgage-backed securities. The CMOs in the Company's portfolio have been
modeled and subjected to detailed, comprehensive analysis by the Company's
investment staff.  The overall structure of the CMO as well as the individual
tranche being considered for purchase have been evaluated to ensure that the
security fits appropriately within the Company's investment philosophy and
asset/liability management parameters.  The Company's investment mix between
mortgage-backed securities and other fixed income securities helps effectively
balance prepayment, extension, and credit risks.

At  September  30,  2000,  the  Company's  debt  and  equity  securities  were
classified as follows:

<TABLE>
<CAPTION>

                                       Fair        Amortized      Unrealized
                                      Value          Cost       Gains (Losses)
                                                (In thousands)

<S>                                <C>               <C>            <C>

Securities held to maturity:
    Debt securities                $   2,077,757     2,129,024       (51,267)
Securities available for sale:
    Debt securities                      707,892       762,448       (54,556)
    Equity securities                     16,014        12,669         3,345

Totals                             $   2,801,663     2,904,141      (102,478)

</TABLE>

As detailed above, debt securities classified as held to maturity comprise the
majority of the Company's securities portfolio, while equity securities are a
small component of the portfolio.  Unrealized losses totaling $102,478,000 on
the securities portfolio at September 30, 2000, are a reflection of market
conditions at quarter-end.  The fair values, or market values, of fixed income
debt  securities  generally  correlate  to  external  market  interest  rate
conditions.  Because the interest rates are fixed on almost all of the
Company's debt securities, market values typically increase when market
interest  rates  decline,  and  decrease  when  market  interest  rates  rise.
However, market values may fluctuate for other reasons, such as changing
economic conditions or increasing event-risk concerns.  An analysis of the
change in unrealized gains and losses on the Company's securities portfolio
for the quarter ended September 30, 2000, is detailed below:


<TABLE>
<CAPTION>

                                                                   Change in
                                   Unrealized Gains (Losses)      Unrealized
                                        At             At       Gains (Losses)
                                   September 30,    June 30,      During 3rd
                                       2000           2000       Quarter 2000
                                                 (In thousands)

<S>                              <C>                  <C>             <C>

Securities held to maturity:
    Debt securities              $      (51,267)       (75,295)       24,028
Securities available for sale:
    Debt securities                     (54,556)       (59,846)        5,290
    Equity securities                     3,345          3,315            30

Totals                           $     (102,478)      (131,826)       29,348

</TABLE>

While unrealized losses did decrease during the third quarter of 2000 as
reflected above, unrealized losses at September 30, 2000, have still increased
13% from year-end 1999.  Unrealized losses have increased for the year even
though market interest rates of the ten year U.S. Treasury bond actually
decreased approximately 64 basis points during this nine month period.  With
lower market interest rates, it would be expected that market values of debt
securities would be higher.  However, market values actually decreased over
the nine months ended September 30, 2000, because of the substantial widening
of the yield premium for corporate bonds over comparable Treasury securities.
Approximately 70% of National Western's bond portfolio consists of corporate
bonds, including public utilities.  The increase of the yield premium has
primarily been event-risk driven as companies increase their leverage through
stock buyback programs and acquisitions.  Because the majority of the
Company's debt securities are classified as held to maturity, which are
recorded at amortized cost, changes in market values have had relatively small
effects on the Company's financial statements.

Changes in fair values of securities due to changes in market interest rates
is an example of market risk.  Market risk is the risk of change in market
values of financial instruments due to changes in interest rates, currency
exchange rates, commodity prices, or equity prices.  The most significant
market risk exposure for National Western is interest rate risk. The Company
manages interest rate risk through on-going cash flow testing required for
insurance regulatory purposes. Computer models are used to perform cash flow
testing under various commonly used stress test interest rate scenarios to
determine if existing assets would be sufficient to meet projected liability
outflows.  Management strives to closely match the durations of its assets and
liabilities.   Sensitivity analysis allows the Company to measure the
potential gain or loss in fair value of its interest-sensitive instruments and
to seek to protect its economic value and achieve a predictable spread between
what is earned on invested assets and what is paid on liabilities.  The
Company seeks to minimize the impact of interest risk through surrender
charges that are imposed to discourage policy surrenders.  Interest rate
changes can be anticipated and risk may be limited due to management actions
regarding asset and liability instruments.  However, potential changes in the
values of financial instruments indicated by hypothetical interest changes
will likely be different from actual changes experienced, and the differences
may be material.

The Company's market risk-sensitive assets include debt securities, equity
securities which are almost entirely preferred stocks, mortgage loans, policy
loans, and index options.  The Company does not maintain a securities trading
portfolio.  Market risk-sensitive liabilities include policy liabilities for
deferred  and  immediate  investment  annuity  contracts  and  supplemental
contracts.  Sensitivity analysis expresses the potential gain or loss in fair
value, over a selected time period, from one or more selected hypothetical
changes in interest rates which are reasonably possible in the near term.  The
Company performed detailed sensitivity analysis at December 31, 1999, for its
interest rate-sensitive assets.  Based on the recent changes in market
conditions in the first nine months of 2000, the changes in market values of
the Company's debt securities fell somewhat outside the expected range of
results of this analysis.  The deviation from the expected results was due to
the volatility in the corporate bond market as previously described above.

In addition to the securities described above, the Company invests in index
options which are derivative financial instruments used to hedge the equity
return component of the Company's equity-indexed annuities.  The values of
these options are primarily impacted by equity price risk, as the options'
fair values are dependent on the performance of the S&P 500 Composite Stock
Price Index.  However, increases or decreases in investment returns from these
options are substantially offset by corresponding increases or decreases in
amounts paid to equity-indexed annuity policyholders, subject to minimum
guaranteed policy interest rates.

The Company's market risk liabilities, which include policy liabilities for
investment annuity and supplemental contracts, are managed for interest rate
risk through cash flow testing as previously described.  As part of this cash
flow testing, the Company has analyzed the potential impact on net earnings of
both a 100 basis point increase and decrease in the U.S. Treasury yield curve
as of December 31, 1999.  A 100 basis point interest rate decline would
decrease net earnings for 2000 by approximately $300,000, based on the
Company's projections.  A 100 basis point increase in interest rates would
increase net earnings by approximately $200,000, based on the Company's
projections.  These estimated impacts to earnings are net of tax effects
determined at a tax rate of 35% and are also net of the estimated effects of
deferred policy acquisition costs.

The Company has modeled these scenarios, as a change in market interest rates
could pose potential risks to the current profitability levels of this
business.  These movements in interest rates are also reasonably possible
near-term scenarios given the current interest rate environment.  The risks
from such changes are primarily due to changes in interest rate spreads, which
are the differences between investment income earned and credited interest
paid to policyholders.  Also, the changes in interest rates can effect the
level of surrenders and timing of cash flows related to policy liabilities.

The above-described scenarios produce estimated changes in cash flows as well
as cash flow reinvestment projections.  Estimated cash flows in the Company's
model assume cash flow reinvestments which are representative of the Company's
current  investment  strategy.    Calls  and  prepayments  include  scheduled
maturities and those expected to occur which would benefit the security
issuers.  Assumed policy surrenders consider differences and relationships
between credited interest rates and market interest rates as well as surrender
charges on individual policies.  The impact to earnings also includes the
expected effects on amortization of deferred policy acquisition costs.  The
model considers only investment annuity and supplemental contracts in-force at
December 31, 1999, and does not consider new product sales or the possible
impact of interest rate changes on sales.


MORTGAGE LOANS AND REAL ESTATE

Investment Philosophy

In general, the Company seeks loans on high quality, income producing
properties such as shopping centers, freestanding retail stores, office
buildings, industrial and sales or service facilities, selected apartment
buildings, motels, and health care facilities.  The location of these loans is
typically  in  growth  areas  that  offer  a  potential  for  property  value
appreciation.  These growth areas are found primarily in major metropolitan
areas, but occasionally in selected smaller communities.

The Company seeks to minimize the credit and default risk in its mortgage loan
portfolio  through  strict  underwriting  guidelines  and  diversification  of
underlying property types and geographic locations.   In addition to being
secured by the property, mortgage loans with leases on the underlying property
are often guaranteed by the lessee, in which case the Company approves the
loan based on the credit strength of the lessee.  This approach has resulted
in higher quality mortgage loans with fewer defaults.

The Company's direct investments in real estate are not a significant portion
of its total investment portfolio.  Many of these investments were acquired
through mortgage loan foreclosures.  However, the Company also participates in
several real estate joint ventures and limited partnerships.  The joint
ventures  and  partnerships  invest  primarily  in  income-producing  retail
properties.    These  investments  have  typically  enhanced  the  Company's
investment portfolio returns.

Portfolio Analysis

The Company held net investments in mortgage loans totaling $202,224,000 and
$183,902,000, or 6.2% and 5.7% of total invested assets, at September 30,
2000,  and  December  31,  1999,  respectively.  The  loans  are  real  estate
mortgages, substantially all of which are related to commercial properties and
developments and have fixed interest rates.

The diversification of the mortgage loan portfolio by geographic regions of
the United States and by property type as of September 30, 2000, and December
31, 1999, was as follows:

<TABLE>
<CAPTION>

                                       September 30,    December 31,
Geographic Region:                         2000            1999

<S>                                        <C>             <C>

West South Central                          53.9%           58.8%
Mountain                                    23.8            20.5
Pacific                                     10.7            11.0
South Atlantic                               4.5             5.1
East South Central                           3.8             4.2
Other                                        3.3             0.4

Totals                                     100.0%          100.0%

</TABLE>

<TABLE>
<CAPTION>

                                       September 30,    December 31,
Property Type:                             2000            1999

<S>                                        <C>             <C>

Retail                                      61.1%           56.1%
Office                                      24.0            27.4
Hotel/Motel                                  6.3             7.2
Land/Lots                                    3.2             2.5
Nursing Homes                                2.0             2.4
Apartment                                    1.0             1.6
Other                                        2.4             2.8

Totals                                     100.0%          100.0%

</TABLE>

As of September 30, 2000, the allowance for possible losses on mortgage loans
was $4,215,000.  Additions to the allowance of $111,000 were made for the
three and nine months ended September 30, 2000, and were reflected as realized
losses on investments in the accompanying financial statements.  Although
management believes that the current balance is adequate, future additions to
the allowance may be necessary based on changes in economic conditions,
particularly in the West South Central region which includes Texas, Louisiana,
Oklahoma, and Arkansas, as this area contains the highest concentrations of
the Company's mortgage loans.

The Company currently places all loans past due three months or more on
nonaccrual status, thus recognizing no interest income on the loans.  The
Company had mortgage loan principal balances on nonaccrual status totaling
$3,012,000 and $3,014,000 at September 30, 2000 and December 31, 1999,
respectively.  Also, the Company will at times restructure mortgage loans
under certain conditions which may involve changes in interest rates, payment
terms, or other modifications.  For the nine months ended September 30, 2000,
the reductions in interest income due to nonaccrual and restructured mortgage
loans were approximately $232,000.  For the nine months ended September 30,
1999, the reductions in interest income due to nonaccrual and restructured
mortgage loans were not significant.

The Company owns real estate that was acquired through foreclosure and through
direct investment totaling $12,047,000 and $11,388,000 at September 30, 2000,
and December 31, 1999, respectively.  This small concentration of properties
represents less than one percent of the Company's entire investment portfolio.
The real estate holdings consist primarily of income-producing properties
which are being operated by the Company.  The Company recognized operating
income on these properties of approximately $588,000 and $698,000 for the nine
months ended September 30, 2000 and 1999.  Also during the first nine months
of 2000 and 1999, the Company sold real estate properties resulting in
realized gains on investments totaling $255,000 and  $1,419,000, respectively.

The Company monitors the conditions and market values of these properties on a
regular basis.  No significant realized losses were recognized due to declines
in values of properties for the nine months ended September 30, 2000 and 1999,
respectively.  The Company makes repairs and capital improvements to keep the
properties in good condition and will continue this maintenance as needed.


RESULTS OF OPERATIONS - THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999

Consolidated Operations

Summary of Consolidated Operating Results

A summary of operating results for the three months ended September 30, 2000
and 1999 is provided below:

<TABLE>
<CAPTION>


                                            Three Months Ended September 30,
                                                    2000           1999
                                          (In thousands except per share data)

<S>                                         <C>                  <C>

Revenues:
Revenues, excluding realized
investment gains (losses)
and index options                           $        85,020        89,886
Index options                                        (6,302)      (13,051)
Realized gains (losses)
on investments                                         (124)          191

Total revenues                              $        78,594        77,026

Earnings:
Earnings from operations                    $         9,087        12,462
Net realized gains (losses)
on investments                                          (81)          124

Net earnings                                $         9,006        12,586

Basic Earnings Per Share:
Earnings from operations                    $          2.59          3.56
Net realized gains (losses)
on investments                                        (0.02)         0.04

Net earnings                                $          2.57          3.60

Diluted Earnings Per Share:
Earnings from operations                    $          2.58          3.53
Net realized gains (losses)
on investments                                        (0.02)         0.04

Net earnings                                $          2.56          3.57

</TABLE>

Consolidated Operating Results:  Earnings from operations, excluding net
realized gains and losses on investments, totaled $9,087,000 for the quarter
ended September 30, 2000, compared to $12,462,000 for the third quarter of
1999.  Earnings for the current quarter were affected by the Company's annuity
business.  Although slowing in the third quarter, the Company has experienced
higher policy surrenders for certain annuity products in 2000.  As a result,
amortization of deferred policy acquisition costs was higher this quarter
primarily due to effects from the Company's periodic refinements to its
actuarial assumptions.  Although to a lesser extent, earnings for the quarter
ended September 30, 2000, were also lower due to reductions in investment
income and higher universal life and annuity contract interest expenses.

Earnings from operations for the comparable 1999 third quarter included two
significant items.  The Company experienced a decrease in 1999 third quarter
earnings of over $5 million from equity-indexed annuity business due to
significant volatility and declines in the S&P 500 Index.  Equity-indexed
annuities combine features associated with traditional fixed annuities with an
option to have interest rates linked in part to an equity index, the S&P 500
Index.  The second significant item affecting third quarter 1999 earnings was
the resolution of pending litigation which resulted in additional income to
the Company totaling $5,513,000, net of taxes.  While there continues to be
significant volatility and declines in the S&P 500 Index during 2000,
including the third quarter, the financial impact on the Company's equity-
indexed annuity business was significantly less than the comparable 1999 third
quarter.

Revenues  for  the  quarters  ended  September  30,  2000  and  1999  totaled
$78,594,000 and $77,026,000, respectively.  Excluding index option revenues,
realized investment gains and losses, and nonrecurring litigation settlement
income,  third  quarter  2000  revenues  totaled  $85,020,000  compared  to
$81,404,000.  This reflects revenue growth of 4.4% over comparable 1999
quarterly results.

The Company recorded realized losses on investments, net of taxes, totaling
$81,000 for the quarter ended September 30, 2000, compared to gains of
$124,000 for the third quarter of 1999.  The loss in the third quarter of 2000
is primarily due to additions to the allowances for mortgage loan losses
totaling $111,000.  The 1999 gains were primarily from sales of investments in
debt securities, net of permanent impairment adjustments for debt securities
and mortgage loans.

Universal Life and Investment Annuity Contract Revenues: Contract revenues
increased during the quarter ended September 30, 2000 totaling $23,082,000
compared to $21,131,000 for the comparable 1999 period.  This increase of over
9.2% is primarily due to higher annuity surrender charge income.  Surrenders
for single-tier annuities were significantly higher during the third quarter
of 2000.

Net Investment Income:  Net investment income increased 18.6% from the third
quarter of 1999, primarily due to increases in fair values of index options
used to hedge the equity return component of the Company's equity-indexed
annuity product. The index options, which act as hedges to match closely the
returns on the S&P 500 Index, are reported at fair value in the accompanying
financial statements. The changes in the values of the index options and the
credited interest on policyholder liabilities for equity-indexed annuities are
both reflected in the statement of earnings.  Although there was an increase
in index option fair values in the 2000 third quarter compared to the same
period of 1999, value changes for these options still reduced investment
income in both periods.  The reductions to investment income from index
options for the quarters ended September 30, 2000 and 1999 totaled $6,302,000
and $13,051,000, respectively.  The significant reductions are directly
attributable to the volatility and declines in the S&P 500 Index.  While net
investment income decreased due to these options, these reductions were
partially offset by lower annuity contract interest expense as the credited
return on the Company's equity-indexed annuities are also based on the same
S&P 500 Index.  Investment income from mortgage loans has increased from
$3,821,000 for the third quarter of 1999 to $4,695,000 for the comparable 2000
quarter.  This increase is consistent with the 20% increase in mortgage loans
from September 30, 1999 to September 30, 2000.  A detail of net investment
income is provided below:

<TABLE>
<CAPTION>

                                            Three Months Ended September 30,
                                                    2000           1999
                                                       (In thousands)

<S>                                         <C>                    <C>

Investment income:
    Debt securities                         $       51,712         51,347
    Mortgage loans                                   4,695          3,821
    Policy loans                                     2,056          2,024
    Index options                                   (6,302)       (13,051)
    Other investment income                          1,144          1,034

Total investment income                             53,305         45,175
Investment expenses                                    476            613

Net investment income                       $       52,829         44,562

</TABLE>

Life and Other Policy Benefits: Policy benefits in the third quarter of 2000
increased 8.6% over the 1999 third quarter.  The higher expenses were
primarily due to increases totaling $307,000 and $483,000 in life insurance
benefit claims and surrenders of traditional products, respectively.  However,
much  of  the  increase  in  traditional  surrender  expense  was  offset  by
corresponding  decreases  in  liabilities  for  future  policy  benefits.    A
comparative detail of life and other policy benefits is provided below:

<TABLE>
<CAPTION>

                                           Three Months Ended September 30,
                                                  2000           1999
                                                     (In thousands)

<S>                                       <C>                     <C>

Life insurance benefit claims             $        6,813          6,506
Surrenders of traditional products                 3,341          2,858
Other policy benefits                                330            290

Totals                                    $       10,484          9,654

</TABLE>

Amortization of Deferred Policy Acquisition Costs:  Amortization of deferred
policy acquisition costs was significantly higher in 2000 totaling $15,009,000
compared to $9,705,000 in 1999.  These expenses represent the amortization of
the costs of acquiring or producing new business, which consists primarily of
agents' commissions.  As described in more detail in the annuity operations
section, amortization was higher primarily relating to higher annuity policy
surrenders during 2000.

Universal Life and Investment Annuity Contract Interest:  The Company closely
monitors its credited interest rates, taking into consideration such factors
as profitability goals, policyholder benefits, product marketability, and
economic market conditions.  Rates are established or adjusted after careful
consideration and evaluation of these factors against established objectives.
As market interest rates fluctuate, the Company's credited interest rates are
often adjusted accordingly, while also taking into consideration other factors
as described above.  Contract interest totaled $33.7 million and $32.6 million
for the quarters ended September 30, 2000 and 1999, respectively.

Federal Income Taxes:  Federal income taxes include no unusual items as
effective tax rates for the quarters ended September  30, 2000 and 1999 were
both 34.0%.

Segment Operations

Summary of Segment Earnings

A summary of segment earnings for the quarters ended September 30, 2000 and
1999 is provided below.  The segment earnings exclude realized gains and
losses on investments, net of taxes.

<TABLE>
<CAPTION>

                    Domestic International
                      Life        Life                    All
                    Insurance  Insurance   Annuities    Others      Totals
                                         (In thousands)

<S>                 <C>             <C>         <C>           <C>      <C>

Segment earnings:

September 30,
 2000               $   1,516       1,876       5,509         186       9,087

September 30,
 1999               $   2,421       2,263       7,497         281      12,462

</TABLE>

Domestic Life Insurance Operations

The Company's domestic life insurance operations concentrate marketing efforts
on federal employees, seniors, and specific employee groups in private
industry, as well as individual sales.  The products marketed are universal
life insurance and traditional life insurance, which includes both term and
whole life products.  National Western markets and distributes its domestic
products primarily through independent agents and brokers and independent
marketing  organizations  (IMOs).    The  IMOs  also  assist  the  Company  in
recruiting,  contracting,  and  supervising  agents  as  well  as  providing
additional financial resources for product marketing.  Geographically, the
domestic life insurance operations market products in most of the United
States, which encompasses 43 states and the District of Columbia.  The states
in which the Company does not conduct business are primarily in the northeast
and include Connecticut, Delaware, Massachusetts, New Hampshire, New Jersey,
New York, and Vermont.

Earnings for the domestic life insurance operating segment were $1,516,000 and
$2,421,000  for  the  three  months  ended  September  30,  2000  and  1999,
respectively.  The decrease in earnings in 2000 is primarily due to lower
premiums and contract revenues and higher policy benefits.

A comparative analysis of results of operations for the Company's domestic
life insurance segment is detailed below:

<TABLE>
<CAPTION>

                                          Three Months Ended September 30,
Domestic Life Insurance Operations:              2000           1999
                                                   (In thousands)

<S>                                       <C>                    <C>

Premiums and other revenue:
    Premiums and contract revenues        $        5,609          6,194
    Net investment income                          6,607          6,318
    Other income                                       3            (35)

Total premiums and other revenue                  12,219         12,477

Benefits and expenses:
    Policy benefits                                4,125          3,194
    Amortization of deferred
    policy acquisition costs                       1,357          1,222
    Universal life insurance
    contract interest                              2,459          2,430
    Other operating expenses                       1,980          1,965

Total benefits and expenses                        9,921          8,811

Segment earnings before
Federal income taxes                               2,298          3,666

Federal income taxes                                 782          1,245

Segment earnings                          $        1,516          2,421

</TABLE>

Revenues from domestic life insurance operations include life insurance
premiums on traditional type products and revenues from universal life
insurance.  The Company's current marketing efforts focus more on universal
life insurance, and, as a result, revenues from these products continue to
increase over traditional products.  Revenues from traditional products are
simply premiums collected, while revenues from universal life insurance
consist of policy charges for the cost of insurance, policy administration
fees, and surrender charges assessed during the period.  A comparative detail
of premiums and contract revenues is provided below:

<TABLE>
<CAPTION>
                                          Three Months Ended September 30,
                                                  2000          1999
                                                    (In thousands)

<S>                                       <C>                   <C>

Universal life insurance:
    Cost of insurance                     $       3,048         2,993
    Surrender charges                               413           416
    Policy fees and other revenues                  333           535
Traditional life insurance premiums               1,815         2,250

Totals                                    $       5,609         6,194

</TABLE>

Actual universal life insurance deposits collected for the quarters ended
September 30, 2000 and 1999 are detailed below.  Deposits collected on these
nontraditional products are not reflected as revenues in the Company's
statements  of  earnings,  as  they  are  recorded  directly  to  policyholder
liabilities upon receipt, in accordance with generally accepted accounting
principles. While the Company did experience higher collected deposits in the
first two quarters of 2000, deposits were down in the third quarter primarily
due to lower first year premiums.

<TABLE>
<CAPTION>

                                         Three Months Ended September 30,
                                                  2000           1999
                                                    (In thousands)

<S>                                      <C>                    <C>

Universal life insurance:
    First year and single premiums       $           599         1,626
    Renewal premiums                               3,388         3,614

Totals                                   $         3,987         5,240

</TABLE>

Policy benefits were higher in the third quarter of 2000 totaling $4,125,000
compared to $3,194,000 for the comparable 1999 period. The increase is due to
higher surrenders of traditional products net of related changes in policy
liabilities.  Life insurance benefit claims were relatively consistent between
quarters.

Universal life insurance contract interest remained relatively constant at
$2,459,000 in 2000 compared to $2,430,000 in 1999.  This is consistent with
the relative stable to declining size of this block of business.

International Life Insurance Operations

The Company's international life insurance operations focus marketing efforts
on foreign nationals in upper socioeconomic classes with substantial financial
resources.  Insurance sales are primarily on insureds from countries in
Central and South America, the Caribbean, and the Pacific Rim.  Policy sales
on insureds from numerous countries in these different regions provides
diversification that helps to minimize large fluctuations in sales that can
occur due to various economic, political, and competitive pressures that may
occur from one country to another.  Products sold in the international market
include both universal life and traditional life insurance products.  The
Company minimizes exposure to foreign currency risks, as almost all foreign
policies require payment of premiums and claims in United States dollars.
Sales production from the international market is from independent broker-
agents, many of whom have been selling National Western products for 20 or
more years.

Earnings  for  the  international  life  insurance  operating  segment  were
$1,876,000 and $2,263,000 for the quarters ended September 30, 2000 and 1999,
respectively.  Earnings in 2000 were somewhat lower due to higher amortization
of deferred policy acquisition costs and contract interest, partially offset
by increases in premiums and contract revenues.

A  comparative  analysis  of  results  of  operations  for  the  Company's
international life insurance segment is detailed below:

<TABLE>
<CAPTION>

                                            Three Months Ended September 30,
                                                  2000           1999
                                                     (In thousands)

<S>                                        <C>                    <C>

International Life Insurance Operations:

Premiums and other revenue:
    Premiums and contract revenues         $       11,654         11,075
    Net investment income                           5,693          5,484
    Other income                                        8            (21)

Total premiums and other revenue                   17,355         16,538

Benefits and expenses:
    Policy benefits                                 4,955          4,663
    Amortization of deferred policy
    acquisition costs                               3,540          2,872
    Universal life insurance contract
    contract interest                               3,981          3,503
    Other operating expenses                        2,036          2,073

Total benefits and expenses                        14,512         13,111

Segment earnings before Federal income
income taxes                                        2,843          3,427

Federal income taxes                                  967          1,164

Segment earnings                           $        1,876          2,263

</TABLE>

As with domestic operations, revenues from the international life insurance
segment include both premiums on traditional type products and revenues from
universal life insurance.  The international operations' marketing efforts are
also focused more on universal life insurance, and, as a result, revenues from
these products continue to increase over traditional products.  Cost of
insurance revenues continue to increase as the international block of business
grows.   A comparative detail of premiums and contract revenues is provided
below:

<TABLE>
<CAPTION>
                                         Three Months Ended September 30,
                                                 2000           1999
                                                   (In thousands)

<S>                                       <C>                   <C>

Universal life insurance:
    Cost of insurance                     $        7,772         7,406
    Surrender charges                              2,091         2,330
    Policy fees and other revenues                   964         1,050
Traditional life insurance premiums                  827           289

Totals                                    $       11,654        11,075

</TABLE>

Actual universal life insurance deposits collected for the quarters ended
September 30, 2000 and 1999 are detailed below.  Deposits collected on these
nontraditional products are not reflected as revenues in the Company's
statements  of  earnings,  as  they  are  recorded  directly  to  policyholder
liabilities upon receipt, in accordance with generally accepted accounting
principles.

<TABLE>
<CAPTION>

                                        Three Months Ended September 30,
                                                2000           1999
                                                   (In thousands)

<S>                                      <C>                    <C>

Universal life insurance:
    First year and single premiums       $        3,638          3,618
    Renewal premiums                              9,868          9,783

Totals                                   $       13,506         13,401

</TABLE>

Life insurance benefit claims, which are reflected in policy benefits for
segment reporting purposes, were slightly higher in 2000 at $3,532,000
compared to $3,324,000 in 1999. Mortality claims fluctuate from period to
period and these deviations, which can at times be significant, are not
uncommon in the life insurance industry.  Over extended periods of time,
higher claims experience tends to be offset by periods of lower claims
experience.  Additionally, the Company utilizes reinsurance to help minimize
its exposure to adverse mortality experience.  The Company's general policy is
to reinsure amounts in excess of $200,000 on the life of any one individual.

Amortization of deferred policy acquisition costs increased $668,000 from
$2,872,000 in 1999 to $3,540,000 in 2000.  These expenses represent the
amortization of the costs of acquiring or producing new business, which
consists primarily of agents' commissions.  The majority of such costs are
amortized in direct relation to the anticipated future gross profits of the
applicable blocks of business.

Universal life insurance contract interest increased from $3,503,000 in 1999
to $3,981,000 in 2000.  The increase in contract interest is consistent with
growth in the universal life insurance business.

Annuity Operations

The Company's annuity operations are almost exclusively in the United States.
Like the Company's domestic life insurance operations, annuities are marketed
in 43 states and the District of Columbia using independent agents, brokers,
and  independent  marketing  organizations  (IMOs).  For  most  of  these
organizations, annuity sales are much more significant and are the primary
focus of their business operations.  Although some of the Company's annuities
are available in the international market, current sales are insignificant to
total annuity sales.

Annuities sold include single and flexible premium deferred annuities, single
premium immediate annuities, and equity-indexed annuities.  These products can
be tax qualified or nonqualified annuities.  In recent years the majority of
annuities sold have been nonqualified deferred annuities.  The Company also
continues to collect additional premiums on existing two-tier annuities, as a
large portion of the two-tier block of business is flexible premium annuities
on which renewal premiums continue to be collected.  However, the Company has
not sold two-tier annuities since 1992.

Earnings for the annuity operating segment were $5,509,000 and $7,497,000 for
the quarters ended September 30, 2000 and 1999, respectively.  Earnings for
2000 were down from 1999 primarily due to higher amortization of deferred
policy acquisition costs, but offset significantly by higher net investment
income, higher premium and contract revenues, and lower traditional policy
benefits.  Third quarter 1999 earnings were affected by several significant
items which substantially offset each other.  Results for the 1999 third
quarter  include  higher  income  from  a  litigation  settlement,  offset  by
decreases in surrender charge revenues and lower earnings from the Company's
equity-indexed annuity business.

A comparative analysis of results of operations for the Company's annuity
segment is detailed below:

<TABLE>
<CAPTION>

                                         Three Months Ended September 30,
                                                   2000           1999
                                                    (In thousands)

<S>                                        <C>                    <C>

Annuity Operations:

Premiums and other revenue:
    Premiums and contract revenues         $        8,477          6,421
    Net investment income                          39,936         32,335
    Other income                                       84          8,639

Total premiums and other revenue                   48,497         47,395

Benefits and expenses:
    Policy benefits                                    47            856
    Amortization of deferred
    policy acquisition costs                       10,112          5,611
    Annuity contract interest                      27,261         26,632
    Other operating expenses                        2,729          2,935

Total benefits and expenses                        40,149         36,034

Segment earnings before
Federal income taxes                                8,348         11,361

Federal income taxes                                2,839          3,864

Segment earnings                           $        5,509          7,497

</TABLE>

Revenues from annuity operations include primarily surrender charges and
recognition of deferred revenues relating to immediate or payout annuities.
Annuitizations result in transfers of policies from deferred to immediate or
payout status.  The deferred revenues related to these annuities are amortized
into income during the payout period.  Surrender charge revenues were up 42%
in 2000 compared to 1999 due to increases in surrender charges primarily from
single-tier  annuities.  Although actual policy surrenders for two-tier
annuities were basically stable, policy surrenders for single-tier annuities
were abnormally high increasing 51% in the third quarter of 2000 from the
comparable period of 1999. Although slowing in the third quarter, the Company
has also experienced higher annuity policy surrenders in the first and second
quarters of 2000.  A comparative detail of the components of premiums and
annuity contract revenues is provided below.

<TABLE>
<CAPTION>

                                           Three Months Ended September 30,
                                                 2000            1999
                                                    (In thousands)

<S>                                        <C>                      <C>

Surrender charges:
   Two-tier annuities                      $        3,109           3,088
   Single-tier annuities                            3,888           1,826

Total surrender charges                             6,997           4,914
Payout annuity and other revenues                   1,464           1,487
Traditional annuity premiums                           16              20

Totals                                     $        8,477           6,421

</TABLE>

Actual annuity deposits collected for the quarters ended September 30, 2000
and 1999 are detailed below.  Deposits collected on these nontraditional
products are not reflected as revenues in the Company's statements of
earnings, as they are recorded directly to policyholder liabilities upon
receipt, in accordance with generally accepted accounting principles.

<TABLE>
<CAPTION>

                                       Three Months Ended September 30,
                                                2000          1999
                                                  (In thousands)

<S>                                       <C>                 <C>

Deferred annuities:
    Equity-indexed                        $      21,669        33,572
    Other                                        52,938        50,271

Total deferred annuities                         74,607        83,843
Immediate annuities                               5,940         9,457

Totals                                    $      80,547        93,300

</TABLE>

Although total annuity deposits for the quarter ended September 30, 2000, were
lower than the comparable 1999 period, the decline is primarily attributable
to equity-indexed annuities.  While sales have been lower in 2000, equity-
indexed  annuities  are  a  major  portion  of  the  Company's  total  annuity
production.  The Company's equity-indexed annuities are flexible premium
deferred annuities which combine the features associated with traditional
fixed annuities, with the option to have interest rates that are linked in
part to an equity index, the S&P 500 Index.  These annuities are long-term
contracts designed as planning vehicles for retirement security.  These
annuities are attractive to customers, as they have guaranteed minimum
interest rates, coupled with the potential for significantly higher returns
based on an equity index component.  Also, because the Company does not offer
variable products or mutual funds, these products provide a key equity-based
alternative to the Company's existing fixed annuity products.  In conjunction
with the sale of these annuities, the Company uses an investment hedging
program to offset the potential higher returns that could be paid on these
products.  Specifically, the Company purchases index options from highly rated
banks and brokerage firms.  These index options act as hedges to match closely
the returns based on the S&P 500 Index which may be paid to policyholders.

Sales of equity-indexed annuities began declining during the year ended
December 31, 1999, primarily due to volatility in the stock market.  This
volatility affects both the immediate demand for these annuities and the
pricing of these products.  Increased product costs from stock market
volatility, particularly costs of index options used to hedge the equity
return component of these annuities, can reduce potential credited interest to
policyholders.  The lower production level has continued in the first nine
months of 2000, which is consistent with volatility in the stock market.

Net investment income for annuity operations for the third quarters of 2000
and 1999 totaled $39,936,000 and $32,335,000, respectively.  Declines in fair
values of index options resulted in reductions to net investment income
totaling $6,302,000 and $13,051,000 for the quarters ended September 30, 2000
and 1999.  These significant declines are directly attributable to the
declines in the S&P 500 Index over the same periods.  While net investment
income was lower due to these options, these reductions were partially offset
by lower annuity contract interest expense as the credited interest on the
Company's equity-indexed annuities are also based on the same S&P 500 Index.
The  correlation  of  investment  income  with  annuity  contract  expense  is
explained in more detail below.

Amortization of deferred policy acquisition costs represents the amortization
of the costs of acquiring or producing new business, primarily agents'
commissions, the majority of which are amortized in direct relation to the
anticipated future gross profits of the applicable blocks of business.
Amortization is also impacted by the level of policy surrenders.  Amortization
for 2000 and 1999 was $10,112,000 and $5,611,000, respectively.  The increase
in amortization is related to increases in annuity surrenders.  Although
slowing in the third quarter, the Company has experienced higher policy
surrenders for certain annuity products in 2000.  As a result, amortization of
deferred policy acquisition costs was higher this quarter primarily due to
effects from the Company's periodic refinements to its actuarial assumptions.

Annuity contract interest was $27,261,000 in 2000 compared to $26,632,000 in
1999.  Contract interest amounts can be affected significantly by the
Company's equity-indexed annuities which have interest rates that are linked
in part to the S&P 500 Index.  The substantial decline of the S&P 500 Index in
the third quarter of 1999 resulted in lower interest credited to equity-
indexed annuity contracts.  However, primarily because of policy liability
reserving  treatments  related  to  minimum  guaranteed  interest  rates,  the
reduction in annuity contract interest expense was much less than the decline
in net investment income.

Differences between income from index options and contract interest credited
to policyholders will occur for several reasons, some of which may only be
timing differences between the recognition of income and expenses.  One reason
is the costs of the index options are essentially amortized against net
investment income as the options are marked to fair value each reporting
period.  The costs of options are covered by additional income earned on debt
securities purchased with equity-indexed annuity premiums. Other differences
are  due  to  asset  fees  charged  against  policyholder  contract  interest,
surrenders and death benefits on annuities within the annual hedging period,
and inherent differences between index option fair values and policy liability
reserving treatments related to minimum guaranteed interest rates.

The impact of these equity-indexed annuity issues decreased annuity operations
earnings by over $5 million, net of taxes, for the third quarter of 1999.  The
Company's  equity-indexed  annuity  products  are  long-term  policies  with
contractual periods of either nine or fifteen years. The Company routinely
analyzes the profitability of its equity-indexed annuity products under
numerous economic scenarios, including both positive and negative equity
market conditions.  Although earnings may not be level or constant for this
product due to timing of market conditions and policy liability reserving
methods,  the  Company  anticipates  the  equity-indexed  annuities  will  be
profitable over the long-term contractual periods of the policies.

Although annuity operations earnings were significantly lower due to its
equity-indexed annuity business for the third quarter of 1999, the Company
recorded  nonrecurring  income  resulting  from  a  lawsuit  settlement  that
essentially offset the lower earnings.  As a result of the litigation
settlement,  which  involved  an  independent  marketing  organization  under
contract with the Company, accrued commission liabilities were released by the
Company in the quarter ended September 30, 1999, resulting in additional other
income of $8,482,000, or $5,513,000, net of taxes.

Other Operations

Earnings for other operations totaled $186,000 and $281,000 for the third
quarters of 2000 and 1999, respectively. While National Western's primary
business encompasses its domestic and international life insurance operations
and its annuity operations, the Company also has small real estate, nursing
home, and other investment operations through the following wholly owned
subsidiaries: NWL Investments, Inc., NWL Properties, Inc., NWL 806 Main, Inc.,
NWL Services, Inc., and NWL Financial, Inc.  Also, during January, 1999, the
Company's wholly owned subsidiary, The Westcap Corporation, completed its
Chapter 11 bankruptcy reorganization.  With the reorganization complete,
National Western transferred its investment real estate holdings totaling
approximately $11,589,000 to Westcap and the subsidiary is now operating as a
real estate management company.


RESULTS OF OPERATIONS - NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999

Consolidated Operations

Summary of Consolidated Operating Results

A summary of operating results for the nine months ended September 30, 2000
and 1999 is provided below:

<TABLE>
<CAPTION>

                                            Nine Months Ended September 30,
                                                    2000            1999
                                         (In thousands except per share data)

<S>                                        <C>                    <C>

Revenues:
Revenues, excluding realized
investment gains (losses)
and index options                          $       257,603        253,174
Index options                                      (20,517)        (5,524)
Realized gains
(losses) on investments                             (6,536)         5,869

Total revenues                             $       230,550        253,519

Earnings:
Earnings from operations                   $        33,181         35,072
Net realized gains
(losses) on investments                             (4,249)         3,815

Net earnings                               $        28,932         38,887

Basic Earnings Per Share:
Earnings from operations                   $          9.47          10.02
Net realized gains
(losses) on investments                              (1.21)          1.09

Net earnings                               $          8.26          11.11

Diluted Earnings Per Share:
Earnings from operations                   $          9.43           9.93
Net realized gains
(losses) on investments                              (1.21)          1.08

Net earnings                               $          8.22          11.01

</TABLE>

Consolidated Operating Results:  For the nine months ended September 30, 2000,
earnings  from  operations,  excluding  net  realized  gains  and  losses  on
investments, totaled $33,181,000 compared to $35,072,000 for the same period
of 1999.  This 5.4% decrease in earnings is largely attributable to higher
amortization of deferred policy acquisition costs as previously described for
the quarter ended September 30, 2000.  However, these higher costs were
substantially offset by an increase in universal life and investment annuity
contract revenues of 9.6% for the nine months ended September 30, 2000, over
the comparable 1999 period.  Additionally, while life insurance benefit claims
were significantly higher in the first nine months of 2000, this increase was
largely mitigated by reductions in traditional policy liabilities.

The Company recorded realized losses on investments, net of taxes, totaling
$4,249,000 for the nine months ended September 30, 2000, compared to gains of
$3,815,000 for the first nine months of 1999.  The losses in 2000 are
primarily due to a permanent impairment writedown for a specific debt security
which defaulted during the second quarter.  The Company's policy is to record
an impairment writedown when a decline in value is other than temporary and
full recovery of the investment costs is not expected.  Overall, the Company's
debt securities portfolio remains high quality with small holdings of below
investment grade securities.  The 1999 gains were primarily from sales and
calls of investments in debt securities totaling $2,662,000, net of taxes.
Also included in 1999 was a net gain totaling $922,000 from the sale of
investment real estate owned by one of National Western's subsidiaries,  NWL
806 Main, Inc.

As previously described for the three months ended September 30, 1999, equity-
indexed annuity issues decreased net earnings by over $5 million in 1999.
Also affecting year-to-date 1999 earnings was the resolution of pending
litigation which resulted in additional other income to the Company totaling
$8,482,000, or $5,513,000 net of taxes.

As previously reported, the bankruptcy reorganization of the Company's wholly
owned subsidiary,  The Westcap Corporation, was completed in the first quarter
of 1999.  Pursuant to the reorganization plan, National Western retained 100%
continuing ownership of the reorganized Westcap and the subsidiary is now
operating as a real estate management company.  No losses were reported for
discontinued brokerage operations in the nine months ended September 30, 1999,
as the entire $14,125,000 settlement payment was accrued and reported as a
loss in the third quarter of 1998.

Segment Operations

Summary of Segment Earnings

A summary of segment earnings for the nine months ended September 30, 2000 and
1999 is provided below.  The segment earnings exclude realized gains and
losses on investments, net of taxes.

<TABLE>
<CAPTION>

                    Domestic International
                      Life        Life                    All
                    Insurance  Insurance   Annuities    Others      Totals
                                         (In thousands)

<S>              <C>              <C>        <C>          <C>        <C>

Segment
earnings:

September 30,
 2000            $    5,186       6,143      20,008       1,844      33,181

September 30,
 1999            $    5,219       5,858      22,248       1,747      35,072

</TABLE>

Domestic Life Insurance Operations

Earnings for the domestic life insurance operating segment were $5,186,000 and
$5,219,000  for  the  nine  months  ended  September  30,  2000  and  1999,
respectively.  While premiums and contract revenues were lower and policy
benefits were higher for the nine months ended September 30, 2000, these
negative impacts to earnings were substantially reduced by increases in net
investment income and lower other operating expenses.  These balancing
fluctuations resulted in the relatively comparable net earnings between 2000
and 1999.

A comparative analysis of results of operations for the Company's domestic
life insurance segment is detailed below:

<TABLE>
<CAPTION>

                                           Nine Months Ended September 30,
                                                  2000           1999
                                                    (In thousands)

<S>                                        <C>                    <C>

Domestic Life Insurance Operations:

Premiums and other revenue:
    Premiums and contract revenues         $       17,546         18,474
    Net investment income                          19,642         18,996
    Other income                                       25             32

Total premiums and other revenue                   37,213         37,502

Benefits and expenses:
    Policy benefits                                12,323         11,894
    Amortization of deferred
    policy acquisition costs                        3,555          3,614
    Universal life insurance
    contract interest                               7,099          7,315
    Other operating expenses                        6,363          6,784

Total benefits and expenses                        29,340         29,607

Segment earnings before
Federal income taxes                                7,873          7,895

Federal income taxes                                2,687          2,676

Segment earnings                           $        5,186          5,219

</TABLE>

Revenues from domestic life insurance operations include life insurance
premiums on traditional type products and revenues from universal life
insurance.  Concentration on sales of universal life insurance as opposed to
traditional products continue to result in increases in cost of insurance
revenues and declines in traditional premiums. A comparative detail of
premiums and contract revenues is provided below:

<TABLE>
<CAPTION>

                                        Nine Months Ended September 30,
                                                2000          1999
                                                  (In thousands)

<S>                                       <C>                  <C>

Universal life insurance:
    Cost of insurance                     $       9,108         8,777
    Surrender charges                             1,371         1,299
    Policy fees and other revenues                  946         1,178
Traditional life insurance premiums               6,121         7,220

Totals                                    $      17,546        18,474

</TABLE>

Actual universal life insurance deposits, which are recorded directly to
policyholder liabilities upon receipt, for the nine months ended September 30,
2000 and 1999 are detailed below.

<TABLE>
<CAPTION>

                                       Nine Months Ended September 30,
                                               2000           1999
                                                  (In thousands)

<S>                                       <C>                  <C>

Universal life insurance:

    First year and single premiums        $     3,490           4,001
    Renewal premiums                           10,732          10,874

Totals                                    $    14,222          14,875

</TABLE>

Consistent with the third quarter of 2000, policy benefits were higher for the
nine months ended September 30, 2000, totaling $12,323,000 compared to
$11,894,000 for the comparable 1999 period.  The increase is due to higher
life insurance benefit claims and surrenders of traditional products net of
related changes in policy liabilities.

Other operating expenses totaled $6,363,000 and $6,784,000 for the nine months
ended September 30, 2000 and 1999, respectively.  Expenses for 2000 were lower
as 1999 expenses include an additional accrual for state income taxes.

International Life Insurance Operations

Earnings  for  the  international  life  insurance  operating  segment  were
$6,143,000 and $5,858,000 for the nine months ended September 30, 2000 and
1999, respectively.  The 4.9% increase in net earnings is primarily due to
higher cost of insurance revenues and net investment income, tempered by
increases in expenses, primarily contract interest.

A  comparative  analysis  of  results  of  operations  for  the  Company's
international life insurance segment is detailed below:

<TABLE>
<CAPTION>
                                           Nine Months Ended September 30,
                                                  2000           1999
                                                    (In thousands)

<S>                                        <C>                    <C>

International Life Insurance
Operations:

Premiums and other revenue:
    Premiums and contract revenues         $       33,362         31,819
    Net investment income                          17,112         16,387
    Other income                                       37             32

Total premiums and other revenue                   50,511         48,238

Benefits and expenses:

    Policy benefits                                12,749         13,070
    Amortization of deferred
    policy acquisition costs                       10,491          9,434
    Universal life insurance
    contract interest                              11,867         10,397
    Other operating expenses                        6,079          6,476

Total benefits and expenses                        41,186         39,377

Segment earnings before
Federal income taxes                                9,325          8,861

Federal income taxes                                3,182          3,003

Segment earnings                           $        6,143          5,858

</TABLE>

A comparative detail of premiums and contract revenues, which reflects the
increase in universal life cost of insurance revenues as previously described,
is provided below:

<TABLE>
<CAPTION>

                                          Nine Months Ended September 30,
                                                 2000            1999
                                                   (In thousands)

<S>                                       <C>                     <C>

Universal life insurance:
    Cost of insurance                     $        23,055         21,919
    Surrender charges                               5,864          5,993
    Policy fees and other revenues                  2,686          2,835
Traditional life insurance premiums                 1,757          1,072

Totals                                    $        33,362         31,819

</TABLE>

Actual universal life insurance deposits collected for the nine months ended
September 30, 2000 and 1999 are detailed below.  Increases in current year
premiums  are  due  to  improving  economic  conditions  during  2000  in  the
international Central and South American markets and higher sales production
from the Pacific Rim market.

<TABLE>
<CAPTION>
                                           Nine Months Ended September 30,
                                                  2000            1999
                                                    (In thousands)

<S>                                        <C>                     <C>

Universal life insurance:

    First year and single premiums         $        10,137          9,504
    Renewal premiums                                27,780         27,247

Totals                                     $        37,917         36,751

</TABLE>

Universal life insurance contract interest increased from $10,397,000 in 1999
to $11,867,000 in 2000.  The increase in contract interest is consistent with
growth in the universal life insurance business.  Interest is also higher due
to  increasing  policyholder  persistency  bonuses  credited  to  specific
international products.  Certain products are credited with bonus interest if
the policies remain in force for specified time periods.

Annuity Operations

Earnings for the annuity operating segment were $20,008,000 and $22,248,000
for  the  nine  months  ended  September  30,  2000  and  1999,  respectively.
Consistent with the third quarter results as previously described, earnings
for the nine months ended September 30, 2000, were lower than 1999 primarily
due to higher amortization of deferred policy acquisition costs.  However,
increases in annuity contract revenues, primarily from policy surrender
charges, mitigated a significant portion of this effect.  Also, as previously
described for the third quarter results, year-to-date earnings for 1999 were
affected by several significant items which substantially negated each other.
Results for the nine months ended September 30, 2000, include higher income
from a litigation settlement, offset by decreases in surrender charge revenues
and lower earnings from the Company's equity-indexed annuity business.

A comparative analysis of results of operations for the Company's annuity
segment is detailed below:

<TABLE>
<CAPTION>

                                            Nine Months Ended September 30,
                                                   2000           1999
                                                     (In thousands)

<S>                                         <C>                   <C>

Annuity Operations:

Premiums and other revenue:
    Premiums and contract revenues          $       26,391         21,379
    Net investment income                          119,278        129,095
    Other income                                       287          8,796

Total premiums and other revenue                   145,956        159,270

Benefits and expenses:
    Policy benefits                                    155            253
    Amortization of deferred
    policy acquisition costs                        23,141         16,663
    Annuity contract interest                       84,146        100,457
    Other operating expenses                         8,140          8,242

Total benefits and expenses                        115,582        125,615

Segment earnings before
Federal income taxes                                30,374         33,655

Federal income taxes                                10,366         11,407

Segment earnings                            $       20,008         22,248

</TABLE>

Premiums and annuity contract revenues were up $5,012,000, or 23.4%, from
$21,379,000 in 1999 to $26,391,000 in 2000. This increase is due to higher
surrender charge revenues from single-tier annuities.  As previously described
for the third quarter results, actual policy surrenders were abnormally high
through the first nine months of 2000 resulting in increased revenues.
However, the surrenders peaked in the second quarter and have begun to slow in
the third quarter of 2000. A comparative detail of the components of premiums
and annuity contract revenues is provided below.

<TABLE>
<CAPTION>

                                              Nine Months Ended September 30,
                                                     2000            1999
                                                       (In thousands)

<S>                                          <C>                      <C>

Surrender charges:
   Two-tier annuities                        $         11,575         11,655
   Single-tier annuities                               10,316          5,234

Total surrender charges                                21,891         16,889
Payout annuity and other revenues                       4,448          4,431
Traditional annuity premiums                               52             59

Totals                                       $         26,391         21,379

</TABLE>

Annuity deposits for 2000 reflect a decline of 11.9% compared to the same
period of 1999, resulting substantially from decreases in equity-indexed
annuity deposits.  Sales of these annuities continue to slow, largely a result
of volatility in the stock market as previously described for the quarter
ended September 30, 2000.  Some of the decline in equity-indexed annuity sales
is being countered with increases in sales of other deferred annuities, which
reflect growth of 5.8% for 2000.  Actual annuity deposits collected for the
nine months ended September 30, 2000 and 1999 are detailed below.

<TABLE>
<CAPTION>

                                           Nine Months Ended September 30,
                                                  2000           1999
                                                     (In thousands)

<S>                                         <C>                   <C>

Deferred annuities:
    Equity-indexed                          $       82,991        123,491
    Other                                          157,015        148,376

Total deferred annuities                           240,006        271,867
Immediate annuities                                 19,940         23,124

Totals                                      $      259,946        294,991

</TABLE>

Net investment income for the nine months ended September 30, 2000 and 1999
totaled $119.3 million and $129.1 million, respectively. Declines in fair
values of index options resulted in reductions to net investment income
totaling $20,517,000 and $5,524,000 for the nine months ended September 30,
2000 and 1999, respectively.   Index options are used to hedge the equity
return component of the Company's equity-indexed annuities.  Fluctuations in
the income from index options correlates to the performance of the stock
market, more specifically the S&P 500 Index.  The significant decline in
investment income resulting from the index options is substantially offset by
lower annuity contract interest expense.  However, as more fully described for
third quarter 1999 results, primarily because of policy liability reserving
treatments related to minimums guaranteed interest rates, the reduction in
1999 annuity contract interest expense was much less than the decline in net
investment income.

Annuity contract interest was $84.1 million in 2000 compared to $100.5 million
in 1999.  The decrease is primarily due to lower interest credited on equity-
indexed annuities resulting from the volatility and decline in the S&P 500
Index.  Also as described above, decreases in index option income were
experienced during the nine months ended September 30, 2000, reflecting the
hedging policy implemented for the equity-indexed annuity business.  However,
differences between income from index options and contract interest credited
to policyholders will occur for several reasons as previously explained in
detail for the three months ended September 30, 2000.

Amortization for the nine months ended September 30, 2000 and 1999 totaled
$23,141,000 and $16,663,000, respectively.  The increase in amortization is
related to the increase in annuity policy surrenders as previously described
for the three months ended September 30, 2000.

Other Operations

As previously described for the three months ended September 30, 2000,
National Western has small real estate, nursing home,  and other investment
operations through its wholly owned subsidiaries.  Earnings for these other
operations totaled $1,844,000 and $1,747,000 for the nine months ended
September 30, 2000 and 1999, respectively.  Currently, most of the income from
these operations is from a life interest in the Libbie Shearn Moody Trust.
This asset was owned by National Western Life Insurance Company during 1996
but was transferred to NWL Services, Inc., in 1997.  Dividend distributions
from the Trust are declared semi-annually in June and December each year.
Because the asset is a life interest, these distributions are only accrued in
the Company's financial statements when declared.  Semi-annual distributions
totaled $1,793,000 and $1,751,000 in June 2000 and 1999, respectively.

During the first quarter of 2000, the Company acquired a nursing home facility
through an affiliated limited partnership.  The acquisition, which totaled
approximately $6.6 million, was made by a newly formed limited partnership,
the partners of which are downstream subsidiaries of National Western.  The
nursing home facility, which opened in late July, 2000, is operated by an
affiliated  limited  partnership  and  the  financial  operating  results  are
consolidated with those of the Company.  Daily operations and management of
the nursing home are performed by an experienced management company through a
contract with the limited partnership.  Initial start up expenses in 2000
could generate minimum operating losses of approximately $900,000, before
taxes.  Currently, operating losses before taxes from initial start up costs
totaled approximately $540,000 for the period from inception to September 30,
2000.


LIQUIDITY AND CAPITAL RESOURCES

Liquidity

The liquidity requirements of the Company are met primarily by funds provided
from  operations.  Premium  deposits  and  revenues,  investment  income,  and
investment maturities are the primary sources of funds, while investment
purchases and policy benefits are the primary uses of funds.  Primary sources
of liquidity to meet cash needs are the Company's securities available for
sale portfolio, net cash provided by operations, and a bank line of credit.
The Company's investments consist primarily of marketable debt securities that
could be readily converted to cash for liquidity needs.  The Company may also
borrow up to $60 million on its bank line of credit for short-term cash needs.

A primary liquidity concern for the Company's life insurance operations is the
risk of early policyholder withdrawals.  Consequently, the Company closely
evaluates and manages the risk of early surrenders or withdrawals.  The
Company includes provisions within annuity and universal life insurance
policies, such as surrender charges, that help limit early withdrawals.  The
Company also prepares cash flow projections and performs cash flow tests under
various market interest rate scenarios to assist in evaluating liquidity needs
and adequacy.  The Company currently expects available liquidity sources and
future cash flows to be adequate to meet the demand for funds.

In the past, cash flows from the Company's insurance operations have been more
than adequate to meet current needs.  Cash flows from operating activities
were $117.7 million and $85.7 million for the nine months ended September 30,
2000 and 1999, respectively.  Net cash flows from the Company's deposit
product operations, which includes universal life and investment annuity
products, totaled $32.8 million for the first nine months of 1999, but
reflected cash outflows of $78.0 million for the comparable period of 2000.
The negative cash flow in the Company's deposit product operations is
primarily due to abnormally high annuity surrenders during 2000.  While
increased surrenders may continue, this high rate of surrenders has slowed
from its peak in the second quarter.  Premium deposits have also been lower in
the first nine months of 2000 due to lower equity-indexed annuity sales, which
have been affected by the volatility in the stock market.  The Company
primarily used cash generated from operations and some short-term borrowings
to manage this negative cash flow.

The  Company  also  has  significant  cash  flows  from  both  scheduled  and
unscheduled investment security maturities, redemptions, and prepayments.
These cash flows totaled $56.2 million and $106.4 million for the nine months
ended September 30, 2000 and 1999, respectively.  The Company expects
significant cash flows from these sources throughout the remainder of 2000.

Capital Resources

The Company relies on stockholders' equity for its capital resources, as there
has been no long-term debt outstanding in 2000 or recent years.  The Company
does not anticipate the need for any long-term debt in the near future.  There
are  also  no  current  or  anticipated  material  commitments  for  capital
expenditures in 2000.

Stockholders' equity totaled $494.9 million at September 30, 2000, reflecting
an increase of $19.4 million from December 31, 1999.  The increase in capital
is primarily from net earnings of $28.9 million, offset by an increase in net
unrealized losses on investment securities totaling $10.6 million during the
first nine months of 2000.  The increase in unrealized losses was due to
market interest rate conditions and transfers of securities from held to
maturity to available for sale.  As previously described in Investments in
Debt and Equity Securities, the debt securities transfers were executed due to
significant credit deterioration of the issuing companies.  Book value per
share at September 30, 2000, was $141.31.


CHANGES IN ACCOUNTING PRINCIPLES

In  June,  1998,  the  Financial  Accounting  Standards  Board  (FASB)  issued
Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for
Derivative Instruments and Hedging Activities."  In June, 1999, SFAS No. 137,
"Accounting for Derivative Instruments and Hedging Activities - Deferral of
the Effective Date of FASB Statement No. 133," was issued deferring SFAS No.
133, which will now be effective for all fiscal quarters of all fiscal years
beginning after June 15, 2000.  SFAS No. 133 establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities.  It
requires that an entity recognize all derivatives as either assets or
liabilities  in  the  statement  of  financial  position  and  measure  those
instruments at fair value.  The statement defines several designations of
derivatives  based  on  the  instrument's  intended  use  and  specifies  the
appropriate accounting treatment for changes in the fair value of the
derivative based on its resulting designation.  In June, 2000, the FASB also
issued SFAS No. 138, "Accounting for Certain Derivative Instruments and
Certain  Hedging  Activities,"  which  amends  SFAS  No.  133  for  certain
specifically identified derivative instruments and hedging activities.  This
statement is to be adopted concurrently with SFAS No. 133.

The Company currently sells equity-indexed annuities that contain an equity
return component for policyholders which is an embedded derivative instrument.
The Company purchases index options, which are also derivative instruments, to
hedge this equity return component.  The index options are reported at fair
value in the Company's financial statements, which is in accordance with SFAS
No. 133 requirements.  The Company also uses a fair value approach in
recording policy liabilities for the equity-indexed annuities. However, one of
the more complex and challenging aspects of interpreting and implementing SFAS
No. 133 is how the insurance industry is to apply the statement's provisions
to  policy  liabilities  for  equity-indexed  products.    The  Derivative
Implementation Group of the FASB is in the process of addressing this policy
liability issue and has only recently released what may ultimately be
definitive guidance.  The Company is still in the process of reviewing the
guidance provided by the Derivatives Implementation Group.  The initial review
indicates that the policy liability methodology is somewhat different from the
Company's, even though both calculations follow a fair value approach.
Additional review and system programming will be completed by the Company
during the fourth quarter of 2000 to determine policy liabilities under the
new method.  Until this process is completed, the Company is unable to
determine if there will be any material changes to total policy liabilities
for its equity-indexed annuities.  As a result, the ultimate implementation of
SFAS No. 133 could have a significant effect on the Company's results of
operations.  The Company expects to implement the new statement in the first
quarter of 2001.


FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
for forward-looking statements.  Certain information contained herein or in
other written or oral statements made by or on behalf of National Western Life
Insurance Company or its subsidiaries are or may be viewed as forward-looking.
Although the Company has used appropriate care in developing any such
information, forward-looking information involves risks and uncertainties that
could significantly impact actual results.  These risks and uncertainties
include, but are not limited to, matters described in the Company's SEC
filings such as exposure to market risks, anticipated cash flows or operating
performance, future capital needs, and statutory or regulatory related issues.
However, National Western, as a matter of policy, does not make any specific
projections as to future earnings, nor does it endorse any projections
regarding future performance that may be made by others.  Whether or not
actual results differ materially from forward-looking statements may depend on
numerous foreseeable and unforeseeable events or developments.  Also, the
Company undertakes no obligation to publicly update or revise any forward-
looking  statements,  whether  as  a  result  of  new  information,  future
developments, or otherwise.


              ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES
                              ABOUT MARKET RISK


This information is included in Item 2, Management's Discussion and Analysis
of Financial Condition and Results of Operations, in the Investments in Debt
and Equity Securities section.


                         PART II.  OTHER INFORMATION

                          ITEM 1.  LEGAL PROCEEDINGS


As more fully described in note 3 to the accompanying financial statements,
National Western Life Insurance Company's wholly owned subsidiary, The Westcap
Corporation, has prevailed in an October 13, 2000, decision issued by the
United States Court of Appeals for the Fifth Circuit, New Orleans, Louisiana.
The Court of Appeals decision reversed a $51,738,868 judgment entered in 1998
by the United States District Court for the Southern District of Texas
(Houston Division) and the United States Bankruptcy Court in Houston in favor
of The City Colleges of Chicago.  The Appellate Court ruled in favor of The
Westcap Corporation and determined that there had been no violations by The
Westcap Corporation of the Texas securities laws.  The Appellate Court
remanded the case to the U.S. District Court for entry of a new judgment in
favor of Westcap.  The Appellate decision is subject to further review by the
Fifth Circuit Court of Appeals upon filed motion for rehearing en banc on
November 3, 2000, and possible appeal to the United States Supreme Court by
The City Colleges of Chicago.

The ruling does not affect the consolidated financial statements of National
Western Life Insurance Company as no liability had been previously accrued for
the District Court judgment.  However, National Western will be entitled to
recover a portion of the settlement of the Westcap bankruptcy, but not to
exceed $600,000, should the Appellate Court decision become final.


                  ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


(a) Exhibits

Exhibit 11    -Computation of Earnings Per Share (filed on pages __
                and __ of this report).


Exhibit 27    -Financial Data Schedule (filed electronically pursuant
                to Regulation S-K).

(b) Reports on Form 8-K

A report on Form 8-K dated October 13, 2000, was filed by the Company
disclosing the favorable court decision for the Company's wholly owned
subsidiary, The Westcap Corporation, as described above in Item 1, Legal
Proceedings.


                                  SIGNATURES

Pursuant to the  requirements of the Securities Exchange Act  of 1934, the
Registrant has duly caused this report to be signed on its behalf  by the
undersigned thereunto duly authorized.


                   NATIONAL WESTERN LIFE INSURANCE COMPANY
                                 (Registrant)


Date: November 10, 2000                  /S/ Ross R. Moody
                                         Ross R. Moody
                                         President, Chief Operating Officer,
                                         and Director
                                         (Authorized Officer)



Date: November 10, 2000                  /S/ Robert L. Busby, III
                                         Robert L. Busby, III
                                         Senior Vice President -
                                         Chief Administrative Officer,
                                         Chief Financial Officer and Treasurer
                                         (Principal Financial Officer)



Date: November 10, 2000                  /S/ Vincent L. Kasch
                                         Vincent L. Kasch
                                         Vice President - Controller
                                         and Assistant Treasurer
                                         (Principal Accounting Officer)




                                  EXHIBIT 11

           NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                      COMPUTATION OF EARNINGS PER SHARE
            For the Three Months Ended September 30, 2000 and 1999
                                 (Unaudited)
                     (In thousands except per share data)

<TABLE>
<CAPTION>

                                                      2000          1999

<S>                                             <C>                  <C>

Numerator for basic and diluted
earnings per share:
    Earnings available to common
    stockholders before and after
    assumed conversions:
    Net earnings                                $       9,006        12,586


Denominator:
    Basic earnings per share -
    weighted-average shares                             3,502         3,501

    Effect of dilutive stock options                       18            27

    Diluted earnings per share -
    adjusted weighted-average
    shares for assumed conversions                      3,520         3,528


Basic earnings per share:
    Net earnings                                $        2.57          3.60


Diluted earnings per share:
    Net earnings                                $        2.56          3.57


</TABLE>


                                  EXHIBIT 11

           NATIONAL WESTERN LIFE INSURANCE COMPANY AND SUBSIDIARIES
                      COMPUTATION OF EARNINGS PER SHARE
            For the Nine Months Ended September 30, 2000 and 1999
                                 (Unaudited)
                     (In thousands except per share data)

<TABLE>
<CAPTION>

                                                       2000          1999

<S>                                              <C>                  <C>

Numerator for basic and diluted
earnings per share:
    Earnings available to common stockholders
    before and after assumed conversions:
    Net earnings                                 $       28,932       38,887

Denominator:
    Basic earnings per share -
    weighted-average shares                               3,501        3,499

    Effect of dilutive stock options                         18           32

    Diluted earnings per share -
    adjusted weighted-average
    shares for assumed conversions                        3,519        3,531


Basic earnings per share:
    Net earnings                                 $         8.26        11.11


Diluted earnings per share:
    Net earnings                                 $         8.22        11.01

</TABLE>



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