TRAVELERS INSURANCE CO
10-Q, 1997-08-12
LIFE INSURANCE
Previous: BALCOR PENSION INVESTORS V, 10-Q, 1997-08-12
Next: ACXIOM CORP, 10-Q, 1997-08-12



<PAGE>   1
                                  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 JUNE 30, 1997

                                       OR

             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 33-58677

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

                         THE TRAVELERS INSURANCE COMPANY
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

          CONNECTICUT                                      06-0566090
  (State or other jurisdiction of                      (I.R.S. Employer
  incorporation or organization)                       Identification No.)

                  ONE TOWER SQUARE, HARTFORD, CONNECTICUT 06183
               (Address of principal executive offices) (Zip Code)

                                 (860) 277-0111
              (Registrant's telephone number, including area code)

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 the date hereof, there were outstanding 40,000,000 shares of common stock,
par value $2.50 per share, of the registrant, all of which were owned by The
Travelers Insurance Group, an indirect, wholly owned subsidiary of Travelers
Group Inc.

                            REDUCED DISCLOSURE FORMAT

The registrant meets the conditions set forth in General Instruction H(1)(a) and
(b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced
disclosure format.
<PAGE>   2
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


                                TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION                                           Page


Item 1.  Financial Statements

Condensed Consolidated Statements of Income and
Retained Earnings for the Three and Six Months 
Ended June 30, 1997 and 1996 (unaudited)...................................3

Condensed Consolidated Balance Sheets as of 
June 30, 1997 (unaudited) and December 31, 1996............................4

Condensed Consolidated Statements of Cash Flows for the
Six Months Ended June 30, 1997 and 1996 (unaudited)........................5

Notes to Condensed Consolidated Financial Statements 
(unaudited)................................................................6

Item 2.  Management's Discussion and Analysis of
Financial Condition and Results of Operations..............................10


PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K .................................15


SIGNATURES.................................................................16



                                       2
<PAGE>   3
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
  CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (UNAUDITED)
                                  (IN MILLIONS)

<TABLE>
<CAPTION>

                                                     THREE MONTHS ENDED     SIX MONTHS ENDED
                                                          JUNE 30,              JUNE 30, 
- ---------------------------------------------------------------------------------------------
                                                       1997       1996       1997       1996
                                                       ----       ----       ----       ----
<S>                                                  <C>        <C>        <C>        <C>    
REVENUES

Premiums                                             $   377    $   352    $   740    $   692
Net investment income                                    510        481        998        952
Realized investment gains (losses)                        14        (12)        22          4
Other revenues                                            87         69        173        146
- ---------------------------------------------------------------------------------------------
      Total Revenues                                     988        890      1,933      1,794
- ---------------------------------------------------------------------------------------------

  BENEFITS AND EXPENSES
 
Current and future insurance benefits                    323        301        634        590
Interest credited to contractholders                     205        214        402        432
Amortization of deferred acquisition costs
 and value of insurance in force                          75         71        146        138
General and administrative expenses                      100         86        202        190
- ---------------------------------------------------------------------------------------------
      Total Benefits and Expenses                        703        672      1,384      1,350
- ---------------------------------------------------------------------------------------------

Income from operations before federal income taxes       285        218        549        444
Federal income taxes                                      99         77        190        155
- ---------------------------------------------------------------------------------------------

Net income                                               186        141        359        289
Dividends to parent                                     (100)       (75)      (200)      (250)
Retained earnings at beginning of period               2,544      2,285      2,471      2,312
- ---------------------------------------------------------------------------------------------
Retained earnings at end of period                   $ 2,630    $ 2,351    $ 2,630    $ 2,351
=============================================================================================
</TABLE>


            See notes to condensed consolidated financial statements.

                                       3
<PAGE>   4
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (IN MILLIONS)

<TABLE>
<CAPTION>

                                                JUNE 30, 1997    DECEMBER 31, 1996
- ----------------------------------------------------------------------------------
ASSETS                                           (UNAUDITED)

<S>                                                <C>                <C>    
Investments                                        $28,076            $27,258
Separate and variable accounts                       9,830              8,127
Reinsurance recoverable                              3,798              3,805
Other assets                                         3,950              3,727
- ----------------------------------------------------------------------------------
      Total Assets                                 $45,654            $42,917
- ----------------------------------------------------------------------------------
                                                                    
      LIABILITIES                                                   
                                                                    
Contractholder funds                                14,687             14,208
Benefit and other insurance reserves                12,187             12,280
Separate and variable accounts                       9,819              8,115
Other liabilities                                    2,333              1,986
- ----------------------------------------------------------------------------------
      Total Liabilities                             39,026             36,589
- ----------------------------------------------------------------------------------
                                                                    
      SHAREHOLDER'S EQUITY                                          
                                                                    
Capital stock, par value $2.50; 40 million                          
 shares authorized, issued and outstanding             100                100
Additional paid-in capital                           3,177              3,170
Retained earnings                                    2,630              2,471
Unrealized investment gains, net of taxes              721                587
- ----------------------------------------------------------------------------------
      Total Shareholder's Equity                     6,628              6,328
- ----------------------------------------------------------------------------------
                                                                    
      Total Liabilities and Shareholder's Equity   $45,654            $42,917
==================================================================================
</TABLE>
                                                                       

            See notes to condensed consolidated financial statements.

                                       4
<PAGE>   5
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                  (IN MILLIONS)

<TABLE>
<CAPTION>

SIX MONTHS ENDED JUNE 30,                                     1997        1996
- ------------------------------------------------------------------------------
<S>                                                         <C>        <C>    
CASH FLOWS FROM OPERATING ACTIVITIES
   Net cash provided by operating activities                $   424    $   861
   Net cash used in discontinued operations                       -       (220)
- ------------------------------------------------------------------------------
   Net cash provided by operations                              424        641
- ------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
   Proceeds from maturities of investments
      Fixed maturities                                          845      1,076
      Mortgage loans                                            217        397
   Proceeds from sales of investments
      Fixed maturities                                        3,942      4,833
      Equity securities                                         181        287
      Mortgage loans                                             45         61
      Real estate held for sale                                  21         85
   Purchases of investments
      Fixed maturities                                       (5,090)    (6,136)
      Equity securities                                        (164)      (297)
      Mortgage loans                                           (298)      (112)
   Policy loans, net                                             37        (19)
   Short-term securities sales (purchases), net                (206)      (275)
   Other investments, net                                      (136)       (36)
   Securities transactions in course of settlement              (70)      (166)
   Net cash provided by investing activities of
     discontinued operations                                      -        216
- ------------------------------------------------------------------------------
   Net cash used in investing activities                       (676)       (86)
- ------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Redemption of short-term debt, net                           (50)       (19)
   Contractholder fund deposits                               1,805      1,321
   Contractholder fund withdrawals                           (1,310)    (1,583)
   Dividends to parent company                                 (200)      (250)
   Other                                                          -          8
- ------------------------------------------------------------------------------
      Net cash provided by (used in) financing activities       245       (523)
- ------------------------------------------------------------------------------
   Net increase (decrease) in cash                               (7)        32
   Cash at beginning of period                                   74         73
- ------------------------------------------------------------------------------
   Cash at end of period                                    $    67    $   105
==============================================================================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
   Interest paid                                                  1          2
   Income taxes paid                                        $    92    $   159
==============================================================================
</TABLE>

            See notes to condensed consolidated financial statements.

                                       5
<PAGE>   6
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                                  JUNE 30, 1997


1. BASIS OF PRESENTATION

   The interim financial statements of The Travelers Insurance Company and its
   subsidiaries (the Company), an indirect, wholly owned subsidiary of Travelers
   Group Inc. (Travelers Group), have been prepared in conformity with generally
   accepted accounting principles (GAAP) and are unaudited. They reflect all
   adjustments (none of which were other than normal recurring adjustments)
   necessary, in the opinion of management, for a fair statement of results for
   the periods reported. The accompanying condensed consolidated financial
   statements should be read in conjunction with the consolidated financial
   statements and related notes included in the Company's Annual Report on Form
   10-K for the year ended December 31, 1996.

   Effective January 1, 1997, the Company adopted Statement of Financial
   Accounting Standards No. 125, "Accounting for Transfers and Servicing of
   Financial Assets and Extinguishments of Liabilities" (FAS No. 125). This
   Statement establishes accounting and reporting standards for transfers and
   servicing of financial assets and extinguishments of liabilities. These
   standards are based on an approach that focuses on control. Under this
   approach, after a transfer of financial assets, an entity recognizes the
   financial and servicing assets it controls and the liabilities it has
   incurred, derecognizes financial assets when control has been surrendered,
   and derecognizes liabilities when extinguished. FAS No. l25 provides
   standards for distinguishing transfers of financial assets that are sales
   from transfers that are secured borrowings. The requirements of FAS No. 125
   are effective for transfers and servicing of financial assets and
   extinguishments of liabilities occurring after December 31, 1996, and are to
   be applied prospectively. However, in December 1996 the Financial Accounting
   Standards Board (FASB) issued Statement of Financial Accounting Standards No.
   127, "Deferral of the Effective Date of Certain Provisions of FASB Statement
   No. 125," which delays until January 1, 1998 the effective date for certain
   provisions. Earlier or retroactive application is not permitted. The adoption
   of the provisions of this Statement effective January 1, 1997 did not have a
   material impact on results of operations, financial condition or liquidity,
   and the Company is currently evaluating the impact of the provisions whose
   effective date has been delayed until January 1, 1998.


                                       6
<PAGE>   7
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - CONTINUED

                                  JUNE 30, 1997


In June 1997, the FASB issued Statement of Financial Accounting Standards No.
130, "Reporting Comprehensive Income" (FAS No. 130). FAS No. 130 established
standards for the reporting and display of comprehensive income and its
components in a full set of general-purpose financial statements. All items that
are required to be recognized under accounting standards as components of
comprehensive income are to be reported in a financial statement that is
displayed with the same prominence as other financial statements. This Statement
stipulates that comprehensive income reflect the change in equity of an
enterprise during a period from transactions and other events and circumstances
from nonowner sources. Comprehensive income will thus represent the sum of net
income and other comprehensive income, although FAS No. 130 does not require the
use of the terms comprehensive income or other comprehensive income. The
accumulated balance of other comprehensive income shall be displayed separately
from retained earnings and additional paid-in capital in the statement of
financial position. This Statement is effective for fiscal years beginning after
December 15, 1997. The Company anticipates that the adoption of FAS No. 130 will
result primarily in reporting unrealized gains and losses on investments in debt
and equity securities in comprehensive income.

In June 1997, the FASB also issued Statement of Financial Accounting Standards
No. 131, "Disclosures About Segments of an Enterprise and Related Information"
(FAS No. 131). FAS No. 131 establishes standards for the way that public
enterprises report information about operating segments in annual financial
statements and requires that selected information about those operating segments
be reported in interim financial statements. This Statement supersedes Statement
of Financial Accounting Standards No. 14, "Financial Reporting for Segments of a
Business Enterprise" (FAS No. 14). FAS No. 131 requires that all public
enterprises report financial and descriptive information about its reportable
operating segments. Operating segments are defined as components of an
enterprise about which separate financial information is available that is
evaluated regularly by the chief operating decision maker in deciding how to
allocate resources and in assessing performance. This Statement is effective for
fiscal years beginning after December 15, 1997. The Company is currently
determining the impact of the adoption of FAS No. 131.

Certain financial information that is normally included in financial statements
prepared in accordance with GAAP but is not required for interim reporting
purposes has been condensed or omitted.

Certain reclassifications have been made to the prior year's financial
statements to conform to the current year's presentation.


                                       7
<PAGE>   8
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - CONTINUED

                                  JUNE 30, 1997


2. DISCONTINUED OPERATIONS

   In January 1995, the group life and related businesses of the Company were
   sold to Metropolitan Life Insurance Company (MetLife) and also in January
   1995, the group medical component was exchanged for a 42% investment in The
   MetraHealth Companies, Inc. (MetraHealth). The Company's investment in
   MetraHealth was sold on October 2, 1995. The Company's discontinued
   operations reflect the results of the medical insurance business not
   transferred and the gains from the sales of these businesses. Revenues from
   discontinued operations for the six months ended June 30, 1996 were
   insignificant.


3. COMMERCIAL PAPER AND LINES OF CREDIT

   The Company issues commercial paper directly to investors, and had $50
   million outstanding at December 31, 1996. No commercial paper was outstanding
   at June 30, 1997. Commercial paper is included in other liabilities in the
   condensed consolidated balance sheet. The Company maintains unused credit
   available under bank lines of credit at least equal to the amount of the
   outstanding commercial paper. Interest expense was not significant for the
   first six months of 1997 or 1996.

   Travelers Group, Commercial Credit Company (CCC) (an indirect, wholly owned
   subsidiary of Travelers Group) and the Company have an agreement with a
   syndicate of banks to provide $1.0 billion of revolving credit, to be
   allocated to any of Travelers Group, CCC or the Company. The Company's
   participation in this agreement is limited to $250 million. The revolving
   credit facility consists of a five-year revolving credit facility which
   expires in June 2001. At June 30, 1997, $50 million was allocated to the
   Company. Under this facility the Company is required to maintain certain
   minimum equity and risk-based capital levels. At June 30, 1997, the Company
   was in compliance with these provisions. There were no amounts outstanding
   under this agreement at June 30, 1997 and December 31, 1996.


4. SHAREHOLDER'S EQUITY

   Statutory capital and surplus of the Company was $3,442 million at December
   31, 1996. The Company is subject to various regulatory restrictions that
   limit the maximum amount of dividends available to be paid to its parent
   without prior approval of insurance regulatory authorities. The maximum
   amount of dividends available to be paid to the Company's shareholder in 1997
   without prior approval of the Connecticut Insurance Department is $507
   million. The Company paid $200 million in dividends to its parent during the
   six months ended June 30, 1997.


                                       8
<PAGE>   9
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - CONTINUED

                                  JUNE 30, 1997


5. COMMITMENTS AND CONTINGENCIES

   The Company is a defendant or co-defendant in various litigation matters in
   the normal course of business. Although there can be no assurances, as of
   June 30, 1997, the Company believes, based on information currently
   available, that the ultimate resolution of these legal proceedings would not
   be likely to have a material adverse effect on its results of operations,
   financial condition or liquidity.


                                       9
<PAGE>   10
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


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

Management's narrative analysis of the results of operations is presented in
lieu of Management's Discussion and Analysis of Financial Condition and Results
of Operations, pursuant to General Instruction H(2)(a) of Form 10-Q.

CONSOLIDATED OVERVIEW
<TABLE>
<CAPTION>

Three Months Ended June 30,             1997              1996
- ---------------------------             ----              ----
(in millions)

<S>                                     <C>               <C> 
Revenues                                $988              $890
                                        ====              ====

Net income                              $186              $141
                                        ====              ====
</TABLE>

OVERVIEW

The Travelers Insurance Company and its subsidiaries (the Company) operate
through two major business units within its Life Insurance Services Segment:

 - TRAVELERS LIFE AND ANNUITY offers fixed and variable deferred annuities,
   payout annuities and term, universal and variable life and long-term care
   insurance to individuals and small businesses. It also provides group pension
   products, including guaranteed investment contracts and group annuities for
   employer-sponsored retirement and savings plans. These products are primarily
   marketed through The Copeland Companies (Copeland), an indirect wholly owned
   subsidiary of the Company, the Financial Consultants of Smith Barney Inc., an
   affiliate of the Company, and a nationwide network of independent agents.

 - PRIMERICA LIFE INSURANCE offers individual life products, primarily term
   insurance, to consumers through a nationwide sales force of more than 86,000
   full and part-time independent representatives.


RESULTS OF OPERATIONS

Net income for the three months ended June 30, 1997 and 1996 was $186 million
and $141 million, respectively. Included in net income are net after-tax
investment portfolio gains (losses) of $9 million in the second quarter of 1997
and $(7) million in the second quarter of 1996. Excluding these items, income
from operations for the three months ended June 30, 1997 increased 20% to $177
million, reflecting improved performance at both business units.


                                       10
<PAGE>   11
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


The following discussion presents in more detail each unit's performance.

LIFE INSURANCE SERVICES
TRAVELERS LIFE AND ANNUITY

<TABLE>
<CAPTION>
For The Three Months Ended June 30,                    1997         1996
- -----------------------------------                    ----         ----
(in millions)

<S>                                                    <C>          <C> 
Revenues                                               $666         $572
                                                       ====         ====

Net income (1)                                         $117         $ 78
                                                       ====         ====
</TABLE>


- -----------------------------------
(1) Net income includes $11 million and $(12) million of reported investment
    portfolio gains (losses) in 1997 and 1996, respectively.

Earnings before investment portfolio gains increased 18% to $106 million in the
second quarter of 1997 from $90 million in the second quarter of 1996. Improved
earnings were largely driven by strong investment income, reflecting an
improvement in fixed income yields over the past year, as well as very favorable
yields on equity partnerships. Earnings growth attributable to strong sales
of recently introduced products, including less capital-intensive variable life
insurance and annuities, was partially offset by the gradual decline in the
amount of higher margin business written several years ago. The majority of the
annuity business and a substantial portion of the life business written by
Travelers Life and Annuity is accounted for as investment contracts, with the
result that the deposits collected are not included in revenues.

Strong sales through Copeland, the Financial Consultants of Smith Barney, and
the nationwide network of independent agents, reflect the Company's ongoing
effort to build market share by strengthening relationships in key distribution
channels. Future sales may be impacted favorably from A.M. Best Company's
recently announced upgrade of The Travelers Insurance Company's rating to A+
(Superior). This rating is not a recommendation to buy, sell, or hold
securities and may be revised or withdrawn at any time.

For deferred annuities, net written premiums and deposits were $628 million in
the second quarter of 1997, up 23% from $510 million in the second quarter of
1996. Total deferred annuity policyholder account balances and benefit reserves
at June 30, 1997 were $14.7 billion, compared to $12.2 billion at June 30, 1996.


                                       11
<PAGE>   12
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


Payout and group annuity net premiums and deposits (excluding those of
affiliates) grew more than 200% to $632 million in the second quarter of 1997
from $210 million in the prior year period, reflecting significantly higher
sales of variable rate guaranteed investment contracts. Reserves and
policyholder account balances were $11.5 billion at June 30, 1997, level with
the prior year and an increase of $.7 billion from December 31, 1996. This
reflects the run-off of low margin guaranteed investment contracts written in
prior years offset by the strong sales of new variable rate guaranteed
investment contracts in the first and second quarters of 1997.

For individual life insurance, direct premiums and deposits (excluding single
premium policies) were $68.5 million in the second quarter of 1997, down 2% from
the $69.8 million in the second quarter of 1996. Face amount of individual life
insurance issued during the second quarter of 1997 was $1.5 billion, down 12%
from the $1.7 billion in the second quarter of 1996, bringing total life
insurance in force to $50.7 billion at June 30, 1997, compared to $49.6 billion
a year ago.

Net written premiums for the growing long-term care insurance line reached $43.3
million in the second quarter of 1997, up from $30.8 million in the comparable
period of 1996, largely as a result of very strong sales during the quarter
which improved 29% over the 1996 period.

PRIMERICA LIFE INSURANCE
<TABLE>
<CAPTION>

For The Three Months Ended June 30,               1997               1996
- -----------------------------------               ----               ----
(in millions)

<S>                                               <C>                <C> 
Revenues                                          $322               $318
                                                  ====               ====

Net income (1)                                    $ 69               $ 63
                                                  ====               ====
</TABLE>
- -----------------------------------
(1) 1997 and 1996 net income includes $(2) million and $5 million of reported
    investment portfolio gains (losses), respectively.

Earnings before portfolio gains increased 22% to $71 million in the second
quarter of 1997 from $58 million in the second quarter of 1996. An increase in
investment income of $8 million and a favorable mortality experience contributed
to the growth in earnings.

Life insurance in force reached a record $365.4 billion, up from $354.8 billion
at June 30, 1996, and continued to reflect good policy persistency. Face amount
of new term life insurance sales was $14.1 billion, relatively even with the
$14.0 billion for the prior year period.


                                       12
<PAGE>   13
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


LIFE INSURANCE SERVICES
TRAVELERS LIFE AND ANNUITY
<TABLE>
<CAPTION>

For The Six Months Ended June 30,                1997            1996
- ---------------------------------               ------          ------
(in millions)

<S>                                             <C>             <C>   
Revenues                                        $1,284          $1,156
                                                ======          ======

Net income (1)                                  $  221          $  163
                                                ======          ======
</TABLE>

- ---------------------------------
(1) Net income includes $14 million and $(9) million of reported investment
    portfolio gains (losses) in 1997 and 1996, respectively.

Earnings before portfolio gains (losses) increased 20% to $207 million in the
six months ended 1997, compared to $172 million in the six months ended 1996.
Earnings growth was driven by strong investment performance and a higher capital
base.

For deferred annuities, net written premiums and deposits were $1,201 million in
the first six months of 1997, up 20% from $997 million in the comparable period
of 1996, reflecting increased growth in the sales of variable annuities.

Payout and group annuity net premiums and deposits (excluding those of
affiliates) grew 86% to $1,279 million in the first six months of 1997, from
$687 million in the prior year period.

For individual life insurance, direct premiums and deposits (excluding single
premium policies) were $139.7 million for the first half of 1997, level with the
same period of 1996. Face amount of individual life insurance issued during the
first half of 1997 was $3.0 billion, down from $3.2 billion in the prior period
of 1996.

Net written premiums for the growing long term care insurance line reached $85.8
million in the first six months of 1997, up 47% from $58.5 million in the
comparable period of 1996.

PRIMERICA LIFE INSURANCE
<TABLE>
<CAPTION>

For The Six Months Ended June 30,                  1997            1996
- ---------------------------------                  ----            ----
(in millions)

<S>                                                <C>             <C> 
Revenues                                           $649            $638
                                                   ====            ====

Net income                                         $138            $126
                                                   ====            ====
</TABLE>


Earnings before portfolio gains for the first six months of 1997 increased 19%
to $138 million, compared to $116 million in the first six months of 1996. Face
amount of new term life insurance sales was $26.1 billion in the first six
months of 1997, compared to $26.3 billion in the prior year period.


                                       13
<PAGE>   14
                THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES


INSURANCE REGULATIONS

Risk-based capital requirements are used as early warning tools by the National
Association of Insurance Commissioners and the states to identify companies that
merit further regulatory action. At June 30, 1997, the Company had adjusted
capital in excess of amounts requiring any regulatory action.

The Company is subject to various regulatory restrictions that limit the maximum
amount of dividends available to be paid to its parent without prior approval of
insurance regulatory authorities in the state of domicile. The maximum amount of
dividends available to be paid to the Company's shareholder in 1997 without
prior approval of the Connecticut Insurance Department is $507 million. The
Company has paid $200 million in dividends to its parent during the six months
ended June 30, 1997.


FUTURE APPLICATIONS OF ACCOUNTING STANDARDS

See Note 1 of Notes to Condensed Consolidated Financial Statements for a
discussion of recently issued accounting pronouncements.


                                       14
<PAGE>   15
                           PART II - OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  EXHIBITS.

EXHIBIT NO.     Description                                        Filing Method
- -----------     -----------                                        -------------
3.01            Charter of The Travelers Insurance Company (the
                "Company"), as effective October 19, 1994,
                incorporated by reference to Exhibit 3.01 to the
                Company's Quarterly Report on Form 10-Q for the
                fiscal quarter ended September 30, 1994 (File No.
                33-33691) (the "Company's September 30, 1994
                10-Q").

3.02            By-laws of the Company, as effective October 20,
                1994, incorporated by reference to Exhibit 3.02
                to the Company's September 30, 1994 10-Q.

27.01           Financial Data Schedule                              Electronic


(b)  REPORTS ON FORM 8-K.

No Current Reports on Form 8-K were filed during the quarter ended 
 June 30, 1997.


                               15
<PAGE>   16
                            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.



                                              THE TRAVELERS INSURANCE COMPANY
                                              -------------------------------
                                                         (Registrant)


Date        August 12, 1997                   /s/ Ian R. Stuart
    --------------------------------          -------------------------------
                                             
                                              Ian R. Stuart
                                              Chief Financial Officer and
                                              Chief Accounting Officer
                                              (Principal Financial Officer)


                               16


<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF THE TRAVELERS INSURANCE COMPANY AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000733076
<NAME> THE TRAVELERS INSURANCE COMPANY
<MULTIPLIER> 1,000,000
<CURRENCY> U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               JUN-30-1997
<EXCHANGE-RATE>                                      1
<DEBT-HELD-FOR-SALE>                                 0
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                           0
<MORTGAGE>                                           0
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                                  28,076
<CASH>                                              67
<RECOVER-REINSURE>                               3,798
<DEFERRED-ACQUISITION>                               0
<TOTAL-ASSETS>                                  45,654
<POLICY-LOSSES>                                 12,187
<UNEARNED-PREMIUMS>                                  0
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                           24,506
<NOTES-PAYABLE>                                      0
                                0
                                          0
<COMMON>                                           100
<OTHER-SE>                                       6,528
<TOTAL-LIABILITY-AND-EQUITY>                    45,654
                                         740
<INVESTMENT-INCOME>                                998
<INVESTMENT-GAINS>                                  22
<OTHER-INCOME>                                     173
<BENEFITS>                                       1,036
<UNDERWRITING-AMORTIZATION>                        146
<UNDERWRITING-OTHER>                               202
<INCOME-PRETAX>                                    549
<INCOME-TAX>                                       190
<INCOME-CONTINUING>                                359
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       359
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission