ST PAUL COMPANIES INC /MN/
8-K, 1997-10-28
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): October 27, 1997
                              
                              
                              
                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) 310-7911
             ----------------------------------
               (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 October 27,
1997, of the registrant relating to its results for the
quarter ended September 30, 1997, which will be superseded
by the registrant's Quarterly Report on Form 10-Q for such
period.  The results for an interim period are not
necessarily indicative of the results for a full year.

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: October 28, 1997


<PAGE>

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

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




     (1) Filed electronically.


<PAGE>
                                                  Exhibit 99

Oct. 27, 1997 -       THE ST. PAUL COMPANIES REPORTS STRONG
                      THIRD QUARTER RESULTS

ST. PAUL, Minn. - The St. Paul Companies (NYSE:SPC) reported
third-quarter 1997 operating earnings from continuing
operations of $132.6 million, or $1.43 per share, an
increase of 44 percent, compared with last year's third-
quarter operating earnings of $90.2 million, or $0.99 per
share.

     "Our underwriting operations achieved good results
despite the highly competitive insurance marketplace;
catastrophe losses were down significantly from last year;
and our investment portfolios performed well," said Douglas
W. Leatherdale, chairman and chief executive officer.

     Net income for third-quarter 1997 was $163.4 million,
or $1.76 per share, compared with $128.9 million, or $1.42
per share, for the third quarter of 1996.  Third-quarter
1997 net income included after-tax realized investment gains
of $30.8 million, or $0.33 per share, compared with $24.6
million, or $0.27 per share, for the third quarter of 1996.

Nine-months results
- -------------------

     For the first nine months of 1997, operating earnings
from continuing operations were $383.6 million, or $4.16 per
share, compared with $307.6 million, or $3.37 per share, for
the first nine months of 1996.

     Net income for the first nine months of 1997 was $518.5
million, or $5.62 per share, compared with $387.8 million,
or $4.24 per share, for the first nine months of 1996.  Net
income for the first nine months of 1997 included after-tax
realized investment gains of $202.7 million, or $2.19 per
share, compared with $86.9 million, or $0.94 per share, for
the first nine months of 1996.

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

     Consolidated assets of The St. Paul Companies as of
Sept. 30, 1997, were $21.46 billion, compared with $20.68
billion as of Dec. 31, 1996.

     Common shareholders' equity was $4.43 billion at the
end of the third quarter, compared with $3.99 billion on
Dec. 31, 1996.  Book value per common share as of Sept. 30,
1997, was $53.00, compared with $47.93 on Dec. 31, 1996.

<PAGE>

                   THE ST. PAUL COMPANIES
             CONSOLIDATED THIRD-QUARTER RESULTS
                              
Three months ended Sept. 30                1997            1996
- ---------------------------                ----            ----

Revenues                             $1,497,048,000   $1,476,158,000

Pretax Operating Earnings
Underwriting                           $157,975,000      $75,013,000
 Investment Banking-
   Asset Management                      23,149,000       23,282,000
Parent and Other                        (25,866,000)     (19,928,000)
                                      -------------     ------------
Total pretax operating earnings        $155,258,000      $78,367,000

Income Tax Expense (Benefit)            $22,666,000     ($11,836,000)

Operating Earnings from
 Continuing Operations                 $132,592,000      $90,203,000
 Per Common Share (Fully Diluted)             $1.43            $0.99

Realized Investment Gains,
  Net of Taxes                          $30,812,000      $24,620,000
 Per Common Share (Fully Diluted)             $0.33            $0.27

Discontinued Operations,
  Net of Taxes                                    -      $14,111,000
 Per Common Share (Fully Diluted)                 -            $0.16

Net Income                             $163,404,000     $128,934,000
 Per Common Share (Fully Diluted)             $1.76            $1.42

<PAGE>

                   THE ST. PAUL COMPANIES
              CONSOLIDATED NINE-MONTHS RESULTS
                              
Nine months ended Sept. 30                  1997            1996
- --------------------------                  ----            ----

Revenues                             $4,674,962,000   $4,170,523,000

Pretax Operating Earnings
Underwriting                           $449,691,000     $328,942,000
 Investment Banking-
   Asset Management                      67,283,000       66,518,000
Parent and Other                        (71,635,000)     (62,055,000)
                                      -------------     ------------
Total pretax operating earnings        $445,339,000     $333,405,000

Income Tax Expense                      $61,763,000      $25,819,000

Operating Earnings                     $383,576,000     $307,586,000
 Per Common Share (Fully Diluted)             $4.16            $3.37

Realized Investment Gains,
  Net of Taxes                         $202,651,000      $86,943,000
 Per Common Share (Fully Diluted)             $2.19            $0.94

Discontinued Operations,
  Net of Taxes                         $(67,750,000)     $(6,721,000)
 Per Common Share (Fully Diluted)            $(0.73)          $(0.07)

Net Income                             $518,477,000     $387,808,000
 Per Common Share (Fully Diluted)             $5.62            $4.24


<PAGE>

                        THIRD-QUARTER
             UNDERWRITING OPERATIONS HIGHLIGHTS
                              
Three months ended Sept. 30                 1997            1996
- ---------------------------                 ----            ----

Written premiums                     $1,182,837,000   $1,246,970,000

Net investment income                  $220,400,000     $201,914,000

 Combined ratio                               102.5            106.6



                         NINE-MONTHS
             UNDERWRITING OPERATIONS HIGHLIGHTS
                              
Nine months ended Sept. 30                  1997            1996
- --------------------------                  ----            ----

Written premiums                     $3,398,342,000   $3,259,507,000

Net investment income                  $655,190,000     $584,636,000

Combined ratio                                105.0            105.6


The St. Paul Companies, headquartered in St. Paul, Minn., is
a group of companies providing property-liability insurance
products and services throughout the world.






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