<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 SEPTEMBER 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 33-33691
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, Inc. 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
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION Page
----
<S> <C>
Item 1. Financial Statements
Condensed Consolidated Statements of Income and Retained Earnings for the
Three and Nine Months Ended September 30, 1997 and 1996 (unaudited)....................................................3
Condensed Consolidated Balance Sheets as of September 30, 1997 (unaudited) and
December 31, 1996......................................................................................................4
Condensed Consolidated Statements of Cash Flows for the
Nine Months Ended September 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 1. Legal Proceedings............................................................................................15
Item 6. Exhibits and Reports on Form 8-K ............................................................................15
SIGNATURES............................................................................................................16
</TABLE>
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 NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
- -----------------------------------------------------------------------------------------------------------------------------------
1997 1996 1997 1996
<S> <C> <C> <C> <C>
REVENUES
Premiums $ 374 $ 342 $1,114 $1,034
Net investment income 515 502 1,513 1,454
Realized investment gains 60 5 82 9
Other revenues 85 68 258 214
- -----------------------------------------------------------------------------------------------------------------------------------
Total Revenues 1,034 917 2,967 2,711
- -----------------------------------------------------------------------------------------------------------------------------------
BENEFITS AND EXPENSES
Current and future insurance benefits 310 295 944 883
Interest credited to contractholders 210 214 612 647
Amortization of deferred acquisition costs
and value of insurance in force 74 71 220 209
General and administrative expenses 109 101 311 292
- -----------------------------------------------------------------------------------------------------------------------------------
Total Benefits and Expenses 703 681 2,087 2,031
- -----------------------------------------------------------------------------------------------------------------------------------
Income from continuing operations before
federal income taxes 331 236 880 680
Federal income taxes 115 83 305 238
- -----------------------------------------------------------------------------------------------------------------------------------
Income from continuing operations 216 153 575 442
Discontinued operations, net of income taxes
Gain on disposition - 26 - 26
- -----------------------------------------------------------------------------------------------------------------------------------
Net income 216 179 575 468
Dividends to parent (100) (81) (300) (331)
Retained earnings at beginning of period 2,630 2,351 2,471 2,312
- -----------------------------------------------------------------------------------------------------------------------------------
Retained earnings at end of period $2,746 $2,449 $2,746 $2,449
===================================================================================================================================
</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>
SEPTEMBER 30, 1997 DECEMBER 31, 1996
- -----------------------------------------------------------------------------------------------------------------------------
ASSETS (UNAUDITED)
<S> <C> <C>
Investments $28,911 $27,258
Separate and variable accounts 10,997 8,126
Reinsurance recoverable 3,783 3,805
Other assets 3,917 3,784
- -----------------------------------------------------------------------------------------------------------------------------
Total Assets $47,608 $42,973
- -----------------------------------------------------------------------------------------------------------------------------
LIABILITIES
Contractholder funds 14,665 14,189
Benefit and other insurance reserves 12,245 12,299
Separate and variable accounts 10,987 8,114
Other liabilities 2,676 2,043
- -----------------------------------------------------------------------------------------------------------------------------
Total Liabilities 40,573 36,645
- -----------------------------------------------------------------------------------------------------------------------------
SHAREHOLDER'S EQUITY
Capital stock, par value $2.50; 40 million shares
authorized, issued and outstanding 100 100
Additional paid-in capital 3,181 3,170
Retained earnings 2,746 2,471
Unrealized investment gains, net of taxes 1,008 587
- -----------------------------------------------------------------------------------------------------------------------------
Total Shareholder's Equity 7,035 6,328
- -----------------------------------------------------------------------------------------------------------------------------
Total Liabilities and Shareholder's Equity $47,608 $42,973
=============================================================================================================================
</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>
NINE MONTHS ENDED SEPTEMBER 30, 1997 1996
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net cash provided by operating activities $ 529 $ 437
Net cash used in discontinued operations - (300)
- --------------------------------------------------------------------------------------------------------------------------------
Net cash provided by operations 529 137
- --------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturities of investments
Fixed maturities 1,468 1,421
Mortgage loans 369 549
Proceeds from sales of investments
Fixed maturities 5,821 7,816
Equity securities 272 368
Mortgage loans 158 122
Real estate held for sale 56 195
Purchases of investments
Fixed maturities (8,167) (9,656)
Equity securities (390) (434)
Mortgage loans (463) (200)
Real estate (33) -
Policy loans, net 36 (22)
Short-term securities sales (purchases), net 123 257
Other investments, net (117) (88)
Securities transactions in course of settlement 205 (11)
Net cash provided by investing activities of discontinued
operations - 309
- --------------------------------------------------------------------------------------------------------------------------------
Net cash used in investing activities (662) 626
- --------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Redemption of short-term debt, net (50) (16)
Contractholder fund deposits 2,450 1,953
Contractholder fund withdrawals (1,991) (2,358)
Dividends to parent company (300) (331)
Other - 6
- --------------------------------------------------------------------------------------------------------------------------------
Net cash provided by (used in) financing activities 109 (746)
- --------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash (24) 17
Cash at beginning of period 74 73
- --------------------------------------------------------------------------------------------------------------------------------
Cash at end of period $ 50 $ 90
================================================================================================================================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest paid $ 1 $ 2
Income taxes paid 247 260
================================================================================================================================
</TABLE>
See notes to condensed consolidated financial statements.
5
<PAGE> 6
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1997
1. BASIS OF PRESENTATION
The interim consolidated 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 presentation 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). FAS No.
125 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. Adoption of FAS No. 125 prior to the effective
date or retroactively is not permitted. The adoption of the provisions of
FAS No. 125 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
SEPTEMBER 30, 1997
In June 1997, the FASB issued Statement of Financial Accounting Standards
No. 130, "Reporting Comprehensive Income" (FAS No. 130). FAS No. 130
establishes 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. FAS No. 130 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.
FAS No. 130 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.
FAS No. 131 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. FAS No. 131 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
SEPTEMBER 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 business 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. Included in
net income from discontinued operations for the nine months ended September
30, 1996 is the final contingency payment (received in the third quarter of
1996) from the 1995 sale of MetraHealth.
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 September 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 nine 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 agreement
consists of a five-year revolving credit facility that expires in June
2001. At September 30, 1997, $50 million was available to the Company.
Under this facility the Company is required to maintain certain minimum
equity and risk-based capital levels. At September 30, 1997, the Company
was in compliance with these provisions. There were no amounts outstanding
under this agreement at September 30, 1997 and December 31, 1996. If the
Company had borrowings on this facility, the interest rate would be based
upon LIBOR plus a negotiated margin.
8
<PAGE> 9
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - CONTINUED
SEPTEMBER 30, 1997
4. SHAREHOLDER'S EQUITY
Statutory capital and surplus of the Company was $3.442 billion 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 $300 million in dividends to its parent during
the nine months ended September 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
September 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
(in millions)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues $1,034 $917 $2,967 $2,711
====== ==== ====== ======
Income from continuing operations $ 216 $153 $ 575 $ 442
Income from discontinued operations -- 26 -- 26
------ ---- ------ ------
Net income $ 216 $179 $ 575 $ 468
====== ==== ====== ======
</TABLE>
OVERVIEW
The Travelers Insurance Company and its subsidiaries (the Company) operate
through two major business units:
- - 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.
10
<PAGE> 11
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
RESULTS OF OPERATIONS
Income from continuing operations for the three months ended September 30, 1997
and 1996 was $216 million and $153 million, respectively. Included in income
from continuing operations are net after-tax investment portfolio gains of $39
million in the third quarter of 1997 and $3 million in the third quarter of
1996. Excluding these items, income from continuing operations for the three
months ended September 30, 1997 increased 18% to $177 million, reflecting
improved performance at both business units.
The following discussion presents in more detail each unit's performance.
TRAVELERS LIFE AND ANNUITY
<TABLE>
<CAPTION>
For The Three Months Ended September 30, 1997 1996
- ---------------------------------------- ---- ----
(in millions)
<S> <C> <C>
Revenues $707 $607
==== ====
Net income (1) $144 $ 93
==== ====
</TABLE>
- ----------
(1) Net income includes $37 million and $3 million of reported investment
portfolio gains in 1997 and 1996, respectively.
Earnings before investment portfolio gains increased 19% to $107 million in the
third quarter of 1997 from $90 million in the third quarter of 1996. Improved
earnings were largely driven by strong investment income, as well as by growth
in annuity account balances and long term care insurance. 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 is accounted for as investment contracts, with the result
that the deposits collected are not included in revenues.
Significant 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.
11
<PAGE> 12
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
For deferred annuities, net written premiums and deposits were $574 million in
the third quarter of 1997, up 20% from $478 million in the third quarter of
1996. Total deferred annuity policyholder account balances and benefit reserves
at September 30, 1997 were $15.6 billion, compared to $12.6 billion at September
30, 1996.
Payout and group annuity net premiums and deposits (excluding those of
affiliates) grew by 14% to $351 million in the third quarter of 1997 from $309
million in the prior year period, reflecting significantly higher sales of
variable rate guaranteed investment contracts. Reserves and policyholder account
balances were $11.7 billion at September 30, 1997, up by $.5 billion from the
prior year, reflecting the strong sales of new variable rate guaranteed
investment contracts.
For individual life insurance, direct premiums and deposits (excluding single
premium policies) were $71.6 million in the third quarter of 1997, up 1% from
the $70.8 million in the third quarter of 1996. Face amount of individual life
insurance issued during the third quarter of 1997 was $1.5 billion, down 12%
from the $1.7 billion in the third quarter of 1996, bringing total life
insurance in force to $50.9 billion at September 30, 1997, compared to $50.0
billion a year ago.
Net written premiums for the growing long-term care insurance line reached $43.7
million in the third quarter of 1997, up from $34.4 million in the comparable
period of 1996.
PRIMERICA LIFE INSURANCE
<TABLE>
<CAPTION>
For The Three Months Ended September 30, 1997 1996
- ---------------------------------------- ---- ----
(in millions)
<S> <C> <C>
Revenues $327 $310
==== ====
Net income (1) $ 72 $ 60
==== ====
</TABLE>
- ----------
(1) 1997 net income includes $2 million of reported investment portfolio gains.
Earnings before portfolio gains increased 17% to $70 million in the third
quarter of 1997 from $60 million in the third quarter of 1996. An increase in
investment income of 17% and a 6% decrease in claims contributed to the growth
in earnings.
Life insurance in force reached $368.1 billion, up from $357.2 billion at
September 30, 1996, and continued to reflect good policy persistency. New
term life sales were $13.1 billion, up from $12.6 billion for the prior year
period.
12
<PAGE> 13
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
TRAVELERS LIFE AND ANNUITY
<TABLE>
<CAPTION>
For The Nine Months Ended September 30, 1997 1996
- --------------------------------------- ---- ----
(in millions)
<S> <C> <C>
Revenues $1,991 $1,764
====== ======
Net income (1) $ 364 $ 256
====== ======
</TABLE>
- ----------
(1) Net income includes $51 million and $(4) million of reported investment
portfolio gains (losses) in 1997 and 1996, respectively.
Earnings before portfolio gains (losses) increased 20% to $313 million in the
nine months ended 1997, compared to $260 million in the nine 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 $1.776 billion in
the first nine months of 1997, up 20% from $1.475 billion 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 63% to $1.630 billion in the first nine months of 1997, from
$998 million in the prior year period.
For individual life insurance, direct premiums and deposits (excluding single
premium policies) were $211 million for the first nine months of 1997, level
with the same period of 1996. Face amount of individual life insurance issued
during the first nine months of 1997 was $4.5 billion, down from $4.9 billion in
the prior period of 1996.
Net written premiums for the growing long term care insurance line reached $130
million in the first nine months of 1997, up 39% from $93 million in the
comparable period of 1996.
13
<PAGE> 14
THE TRAVELERS INSURANCE COMPANY AND SUBSIDIARIES
PRIMERICA LIFE INSURANCE
<TABLE>
<CAPTION>
For The Nine Months Ended September 30, 1997 1996
- --------------------------------------- ---- ----
(in millions)
<S> <C> <C>
Revenues $976 $947
==== ====
Net income (1) $211 $186
==== ====
</TABLE>
- ----------
(1) Net income includes $2 million and $10 million of reported investment
portfolio gains in 1997 and 1996, respectively.
Earnings before portfolio gains for the first nine months of 1997 increased 19%
to $209 million, compared to $176 million in the first nine months of 1996. Face
amount of new term life insurance sales was $39.2 billion in the first nine
months of 1997, compared to $38.9 billion in the prior year period.
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 September 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 $300 million in dividends to its parent during the nine months
ended September 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 1. LEGAL PROCEEDINGS
In October 1997, a purported class action, entitled Patterman v. The Travelers,
Inc., was remanded to the Superior Court of Richmond County, Georgia, from the
U.S. District Court for the Southern District of Georgia. The lawsuit, which was
commenced in March 1997 and then removed to federal court in April 1997,
alleges, among other things, violations of the Georgia RICO statute and other
state laws by an affiliate of the Company, Primerica Financial Services, Inc.,
and certain of its affiliates. The plaintiffs seek compensatory and punitive
damages in an unspecified amount and other relief. The Company intends to
contest the allegations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS.
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION FILING METHOD
- ----------- ----------- -------------
<S> <C> <C>
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
</TABLE>
(B) REPORTS ON FORM 8-K.
No Current Reports on Form 8-K were filed during the quarter ended September 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 November 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> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-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> 28,911
<CASH> 50
<RECOVER-REINSURE> 3,783
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<POLICY-LOSSES> 12,245
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0
0
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<INCOME-PRETAX> 880
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<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>