SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K/A
Amendment No. 1
Mark One
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 1995 ---
Commission File Number 33-1983; OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the Transition Period From ___________________
____________________ to ___________________.
SURETY CAPITAL CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 75-2065607
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(State of Incorporation) (IRS Employer Identification No.)
1845 Precinct Line Road, Suite 100, Hurst, Texas 76054
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(Address of Principal Executive Offices)
(817) 498-8154
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
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Common Stock, $0.01 par value American Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: Common Stock,
$0.01 par value
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
The aggregate market value of Common Stock held by nonaffiliates of the
Registrant, based on the quoted price of the Common Stock as reported on the
American Stock Exchange on March 26, 1996, was $17,036,283.75. For purposes of
this computation, all officers, directors and 5% beneficial owners of the
Registrant are deemed to be affiliates. Such determination should not be deemed
an admission that such officers, directors or 5% beneficial owners are, in fact,
affiliates of the Registrant. As of March 26, 1996, 5,746,512 shares of Common
Stock were outstanding.
Documents Incorporated by Reference: Portions of the Company's Proxy
Statement dated not later than 120 days after the end of the Company's most
recent fiscal year, filed pursuant to Regulation 14A of the Securities Exchange
Act of 1934 for the 1996 Annual Meeting of Stockholders of Surety Capital
Corporation, are incorporated by reference into Part III.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
SURETY CAPITAL CORPORATION
Date: July 30, 1996 By: /s/ C. Jack Bean
C. Jack Bean, Chairman of the Board
and Chief Executive Officer
Pursuant to the requirements of the Securities and Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant in the capacities indicated on this 30th day of July, 1996.
SIGNATURE TITLE
/s/ C. Jack Bean Chairman of the Board and Director (Principal
C. Jack Bean Executive Officer)
/s/ B. J. Curley Vice President, Chief Financial Officer and
B. J. Curley Secretary (Principal Accounting Officer)
* President and Director
G. M. Heinzelmann, III
* Senior Vice President, Chief Operating Officer
Bobby W. Hackler and Director
* Director
William B. Byrd
* Director
Joseph S. Hardin
* Director
Michael L. Milam
-2-
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* Director
Garrett Morris
* Director
Cullen W. Turner
*By: /s/ C. Jack Bean
C. Jack Bean, as Attorney-in-Fact for
each of the persons indicated
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EXHIBIT 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statements of
Surety Capital Corporation on Form S-8 (File No. 33-35415), Form S-8 (File No.
33-63695), Form S-3 (File No. 33-89264) and Form S-3 (File No. 33-44893) of our
report dated January 22, 1996, except for the first paragraph of Note 18, which
the date is February 28, 1996, the second paragraph of Note 18, which the date
is February 29, 1996, and the third paragraph of Note 18, which the date is
March 15, 1996 on our audits of the consolidated financial statements of Surety
Capital Corporation as of December 31, 1995 and 1994, and for the years ended
December 31, 1995, 1994 and 1993, which report is included in the Annual Report
on Form 10-K for the year ended December 31, 1995. We also consent to the
reference to our firm under the caption "Experts."
/s/ Coopers & Lybrand L.L.P.
COOPERS & LYBRAND L.L.P.
Fort Worth, Texas
March 29, 1996
