ST PAUL COMPANIES INC /MN/
8-K, 1995-02-02
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>

             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
                   -----------------------
                              
                          FORM 8-K
                              
                       CURRENT REPORT
                              
                              
           Pursuant to Section 13 or 15(d) of the
                              
               Securities Exchange Act of 1934
                              
                 ---------------------------
                              
                              
              Date of Report (Date of earliest
              event reported): January 26, 1995
                              
                              
                              
                THE ST. PAUL COMPANIES, INC.
   ------------------------------------------------------
   (Exact name of Registrant as specified in its charter)


     Minnesota              0-3021            41-0518860
  ---------------   -------------------- ---------------------
     (State of       (Commission File    (I.R.S. Employer
  Incorporation           Number)        Identification No.)



385 Washington St., St. Paul, MN              55102
- --------------------------------           -----------
(Address of principal                       (Zip Code)
executive offices)


                       (612) 221-7911
             ----------------------------------
               (Registrant's telephone number,
                    including area code)
                              
                              
                              
                              
                             N/A
- ------------------------------------------------------------
    (Former name or former address, if changed since last
                           report)

<PAGE>

Item 5.    Other Events.
      ------------

     Filed herewith is a press release dated January 26,
1995, of the registrant relating to its results for the year
ended December 31, 1994, which will be superseded by the
registrant's Annual Report on Form 10-K for such period.

Item 7. Financial Statements, Pro Forma Financial
      Information and  Exhibits.
      ---------------------------------------------------------

  An Exhibit Index is set forth as the next page in this
report.

  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 ST. PAUL COMPANIES, INC.




                              By  /s/ Bruce A. Backberg
                                  ---------------------
                                  Bruce A. Backberg
                                  Vice President
                                   and Corporate Secretary


Date: February 2, 1995


<PAGE>

                        EXHIBIT INDEX
                        -------------
                              
                              
                                                        How
Exhibit                                                Filed
- -------                                                -----

(99) Additional exhibits . . . . . . . . . . . . . .  . (1)




     (1) Filed electronically under the EDGAR Operational
         Program.


<PAGE>
                                                  Exhibit 99

January 26, 1995 -    THE ST. PAUL COMPANIES REPORTS
                      RECORD EARNINGS

St. Paul, Minn. - The St. Paul Companies (NYSE:SPC) reported
record operating earnings of $413.9 million, or $4.60 per
share, for 1994, compared with operating earnings of $386.6
million, or $4.28 per share, in 1993.  Operating earnings
were 7 percent higher than 1993's earnings.

     Net income for 1994 was $442.8 million, or $4.93 per
share, compared with net income of $427.6 million, or $4.73
per share, for 1993.  1994 net income included after-tax
realized investment gains of $28.9 million, or $0.33 per
share, compared with $41.0 million, or $0.45 per share, in
1993.

     Per-share figures reflect a two-for-one common stock
split in June 1994.

     "We were able to achieve record earnings in a highly
competitive insurance market in 1994," said Douglas W.
Leatherdale, chairman and chief executive officer.  "And we
produced those results despite severe first-quarter U.S.
catastrophe losses, which resulted from the California
earthquake and East Coast winter storms.

     "Our U.S. insurance underwriting operation, St. Paul
Fire and Marine, and our worldwide reinsurance operation,
St. Paul Re, both produced strong results accompanied by
solid growth.

     "Our acquisition of Economy Fire & Casualty in late
1993, along with growth in our commercial insurance and
reinsurance operations, were the chief factors behind a 14
percent increase in premium volume over 1993," Leatherdale
said.

     "In addition, our organizational efforts to improve
efficiency, along with the restructuring of our domestic
underwriting operations, have increased productivity and
resulted in a continued improvement in overall expense
levels.

     "A significant business development in the fourth
quarter of 1994 was our purchase from the CIGNA Companies of
the right to renew most of the international business
written by CIGNA Reinsurance-Property & Casualty.  This
transaction will allow us to further expand the
international operations of St. Paul Re," Leatherdale said.

Fourth-quarter results
- ----------------------

     For the fourth quarter of 1994, operating earnings were
$126.5 million, or $1.41 per share, compared with operating
earnings of $79.8 million, or $0.88 per share, for the
fourth quarter of 1993.
<PAGE>

     Net income for the fourth quarter of 1994 was $120.8
million, or $1.35 per share, compared with net income of
$89.7 million, or $0.99 per share, for the fourth quarter of
1993.  Net income for the fourth quarter of 1994 included
after-tax realized investment losses of $5.7 million, or
$0.06 per share, compared with after-tax investment gains of
$9.9 million, or $0.11 per share, for the fourth quarter of
1993.

Underwriting Operations
- -----------------------

                   THE ST. PAUL COMPANIES
            TWELVE-MONTHS UNDERWRITING OPERATIONS
                         HIGHLIGHTS
                              
Twelve months ended Dec. 31        1994            1993
- ---------------------------        ----            ----

Written premiums           $3,623,026,000   $3,178,545,000

Underwriting loss           ($113,008,000)   ($150,255,000)

Net investment income        $674,818,000     $646,396,000

Pretax operating earnings*   $524,742,000     $457,752,000

Combined ratio                      102.3            104.5

*excluding realized investment gains

                   THE ST. PAUL COMPANIES
           FOURTH-QUARTER UNDERWRITING OPERATIONS
                         HIGHLIGHTS
                              
Three months ended Dec. 31         1994            1993
- --------------------------         ----            ----

Written premiums             $888,520,000     $842,991,000

Underwriting profit (loss)     $3,658,000     ($33,397,000)

Net investment income        $176,449,000     $156,518,000

Pretax operating earnings*   $162,904,000      $98,422,000

Combined ratio                       99.4            104.2

*excluding realized investment gains and losses
<PAGE>

Insurance Brokerage Operations
- ------------------------------

     The Minet Group, The St. Paul's London-based insurance
brokerage operation, had a pretax loss of $9.9 million in
1994, compared with a pretax loss of $12.6 million in 1993.

     For the fourth quarter of 1994, Minet had pretax income
of $1.2 million, compared with pretax income of $395,000 in
the fourth quarter of 1993.

     "Minet continues to make progress on its road back to
profitability," Leatherdale said.

The John Nuveen Company
- -----------------------

     The St. Paul's portion of The John Nuveen Company's
1994 pretax earnings totaled $71.9 million, compared with
pretax earnings of $82.6 million for 1993.  The St. Paul now
owns 77 percent of Nuveen.

     For fourth-quarter 1994, The St. Paul's portion of
Nuveen's pretax earnings was $17.7 million, compared with
$20.5 million for fourth-quarter 1993.

     "Nuveen's earnings decline was the result of a
difficult municipal bond market environment, which limited
Nuveen's opportunity to sell new products," Leatherdale
said.

Consolidated Financial Position
- -------------------------------

     Consolidated assets of The St. Paul Companies as of
Dec. 31, 1994, were $17.5 billion, compared with $17.1
billion as of Dec. 31, 1993.

     Common shareholders' equity was $2.7 billion on Dec.
31, 1994, compared with $3.0 billion on Dec. 31, 1993.  Book
value per common share on Dec. 31, 1994, was $32.46,
compared with $35.47 on Dec. 31, 1993.

     Shareholders' equity and book value were down from 1993
due to the decrease in the carrying value of The St. Paul's
bond portfolio.  At the end of 1993, The St. Paul adopted
Statement of Financial Accounting Standards No. 115 and
began recording its bond portfolio at estimated market
value.  Rising interest rates in 1994 eroded the market
value of that portfolio.

<PAGE>

                   THE ST. PAUL COMPANIES
                  CONSOLIDATED 1994 RESULTS
                              
                                      1994            1993
                                      ----            ----

Revenues                           $4,701,285,000     $4,460,172,000

Operating Earnings                   $413,866,000       $386,628,000
 Per Common Share (Fully Diluted)*          $4.60              $4.28

Realized Investment Gains,
   Net of Taxes                       $28,962,000        $40,981,000
     Per Common Share (Fully Diluted)       $0.33              $0.45

Net Income                           $442,828,000       $427,609,000
   Per Common Share (Fully Diluted)*        $4.93              $4.73


                   THE ST. PAUL COMPANIES
             CONSOLIDATED FOURTH-QUARTER RESULTS
                              
                                    1994            1993
                                    ----            ----

Revenues                           $1,173,293,000    $1,171,831,000

Operating Earnings                   $126,527,000       $79,816,000
   Per Common Share (Fully Diluted)*        $1.41             $0.88

Realized Investment Gains (Losses),
   Net of Taxes                      ($5,706,000)        $9,877,000
     Per Common Share (Fully Diluted)     ($0.06)             $0.11

Net Income                          $120,821,000        $89,693,000
   Per Common Share (Fully Diluted)*       $1.35              $0.99





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