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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest
event reported): March 4, 1999
THE ST. PAUL COMPANIES, INC.
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(Exact name of Registrant as specified in its charter)
Minnesota 0-3021 41-0518860
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(State of (Commission File (I.R.S. Employer
Incorporation) Number) Identification No.)
385 Washington St., St. Paul, MN 55102
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(Address of principal (Zip Code)
executive offices)
(651) 310-7911
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(Registrant's telephone number,
including area code)
N/A
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(Former name or former address, if changed since last
report)
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Item 5. Other Events.
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On March 2, 1999, The St. Paul Companies announced that
it was revising its previously announced 1998 financial
results. These changes will increase The St. Paul's 1998
net income by $24.1 million, from $65.2 million, or $0.22
per share, to $89.3 million, or $0.32 per share. The
revisions will have an insignificant impact on the company's
performance for 1999 and beyond.
These changes were made after discussions with the
Securities and Exchange Commission in the context of the SEC
staff's review of The St. Paul's debt shelf registration
statement. They pertain to certain charges taken by The St.
Paul in the second quarter of 1998 following its merger with
USF&G Corporation. The changes relate principally to the
timing and amount of certain severance expenses and to the
recharacterization of a portion of the second-quarter
charges as not "merger-related."
The company also announced that it will be restating
its financial statements for the second and third quarters
of 1998 to reflect the revised accounting and reporting for
the second quarter charges.
The St. Paul's revised results for the year ended
Dec. 31, 1998 are included on the following page. Results
for the year ended Dec. 31, 1997 were unaffected by the 1998
changes, but are presented for comparative purposes.
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THE ST. PAUL COMPANIES
CONSOLIDATED YEAR-END RESULTS
Year ended Dec. 31 1998 1997
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Revenues $9,108,401,000 $9,623,179,000
Pretax Operating Earnings (Loss)
Property-Liability Insurance* ($56,462,000) $978,253,000
Life Insurance** $22,624,000 $63,886,000
Asset Management $103,960,000 $92,617,000
Parent and Other*** ($318,098,000) ($222,096,000)
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Total Pretax Operating Loss ($247,976,000) $912,660,000
Income Tax Expense (Benefit) ($208,394,000) $169,801,000
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Operating Earnings (Loss)
from Continuing Operations ($39,582,000) $742,859,000
Per Common Share (Basic) ($0.22) $3.16
Per Common Share (Diluted) ($0.22) $2.95
Realized Investment Gains,
Net of Taxes $128,930,000 $254,183,000
Per Common Share (Basic) $0.55 $1.11
Per Common Share (Diluted) $0.54 $1.01
Discontinued Operations,
Net of Taxes - ($67,750,000)
Per Common Share (Basic) - ($0.30)
Per Common Share (Diluted) - ($0.27)
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Net Income $89,348,000 $929,292,000
Per Common Share (Basic) $0.33 $3.97
Per Common Share (Diluted) $0.32 $3.69
Common Shareholders' Equity $6,620,811,000 $6,591,443,000
Per Common Share $28.32 $28.27
Total Assets $38,322,708,000 $37,358,828,000
*The Property-Liability Insurance loss reflects $157 million of
merger-related charges, $34 million of restructuring charges,
and a $250 million loss reserve strengthening provision.
**Life Insurance earnings reflect $9 million of merger-
related charges and a $41 million writedown of certain
deferred policy acquisition costs.
***Parent and Other loss reflects $126 million of merger-related
charges.
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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
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Bruce A. Backberg
Senior Vice President
and Chief Legal Counsel
Date: March 4, 1999
