<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities and Exchange Act of 1934
Date of Report: June 26, 1997
ACORDIA, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
33-48691
(Commission File Number)
31-1278880
(IRS Employer Identification Number)
120 Monument Circle
Indianapolis, Indiana 46204
(Address of principal executive offices and zip code)
(317) 488-6666
(Registrant's telephone number, including area code)
<PAGE>
AMENDMENT NO.1
--------------
The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual Report on
Form 10-K for the fiscal year ended December 31, 1996, as set forth
below:
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
-------------------------------------------------------------------------
(c) Information required by Form 11-K for registrant's
Retirement Savings Plan.
Financial Statement and Exhibits
--------------------------------
(a) Financial Statements:
See Index to Financial Statements
(b) Exhibits:
1. Consent of Independent Auditors (See Index to Financial
Statements).
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf
by the undersigned, thereundo duly authorized.
Acordia, Inc.
-------------
(Registrant)
By: /S/ Keith A. Maib
---------------------------
Executive Vice President and
Chief Financial Officer
<PAGE>
ACORDIA 401(k) LONG TERM SAVINGS INVESTMENT PLAN
INDEX TO
--------
FINANCIAL STATEMENTS AND EXHIBITS
---------------------------------
<TABLE>
<CAPTION>
Page
Reference
---------
<S> <C>
REPORT OF INDEPENDENT AUDITORS 1
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
DECEMBER 31, 1996 AND 1995 2
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
DECEMBER 31, 1996 4
NOTES TO FINANCIAL STATEMENTS 5
CONSENT OF INDEPENDENT AUDITORS 12
</TABLE>
<PAGE>
Report of Independent Auditors
Board of Directors
Acordia, Inc.
We have audited the accompanying statements of net assets available for
benefits, with fund information, of the Acordia 401(k) Long Term Savings
Investment Plan as of December 31, 1996 and 1995, and the related statements of
changes in net assets available for benefits, with fund information, for the
years then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits, with fund
information, of the Plan at December 31, 1996 and 1995 and the changes in its
net assets available for benefits, with fund information, for the years then
ended, in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The Fund Information in the statements of net
assets available for benefits and the statements of changes in net assets
available for benefits is presented for purposes of additional analysis rather
than to present the net assets available for benefits and changes in net assets
available for benefits of each fund. The Fund Information has been subjected to
the auditing procedures applied in our audits of the financial statements and,
in our opinion, are fairly stated in all material respects in relation of the
financial statements taken as a whole.
/s/ Ernst & Young LLP
June 13, 1997
1
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Statements of Net Assets Available for Benefits, With Fund Information
<TABLE>
<CAPTION>
FUND INFORMATION
----------------------------------------------------------------------
VANGUARD VANGUARD
VANGUARD INDEX TRUST BOND INDEX
INVESTMENT VANGUARD EXTENDED VANGUARD FUND - TOTAL
CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET
TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
DECEMBER 31, 1996
ASSETS
Investment in Master Trust $18,675,756 $22,508,395 $4,398,784 $23,945,666 $679,512
Contributions receivable (advance contributions) 53 2,403 4,116 2,849 (10,310)
----------------------------------------------------------------------
Total assets and net assets available for benefits $18,675,809 $22,510,798 $4,402,900 $23,948,515 $669,202
======================================================================
DECEMBER 31, 1995
ASSETS
Investment in Master Trust $17,369,937 $18,170,964 $891,762 $17,430,312 $218,720
Contributions receivable (advance contributions) 11,705 109,682 14,143 4,534 17,326
----------------------------------------------------------------------
Total assets and net assets available for benefits $17,381,642 $18,280,646 $905,905 $17,434,846 $236,046
======================================================================
<CAPTION>
FUND INFORMATION
-----------------------------------------------------
TEMPLETON VANGUARD
INSTITUTIONAL MONEY MARKET
FIDELITY FUNDS - ACORDIA RESERVES
MAGELLAN FOREIGN COMMON U.S. TREASURY
FUND EQUITY SERIES STOCK PORTFOLIO
-----------------------------------------------------
<S> <C> <C> <C> <C>
DECEMBER 31, 1996
ASSETS
Investment in Master Trust $5,026,206 $2,213,547 $5,587,712 $48,713
Contributions receivable (advance contributions) 249 (2,071) 556 (23)
-----------------------------------------------------
Total assets and net assets available for benefits $5,026,455 $2,211,476 $5,588,268 $48,690
=====================================================
DECEMBER 31, 1995
ASSETS
Investment in Master Trust $2,065,348 $250,762 $5,118,365 $ -
Contributions receivable (advance contributions) 64,263 (5,940) 36,108 -
-----------------------------------------------------
Total assets and net assets available for benefits $2,129,611 $244,822 $5,154,473 $ -
=====================================================
<CAPTION>
FUND INFORMATION
-----------------------------------
LOAN FUND CASH TOTAL
-----------------------------------
<S> <C> <C>
DECEMBER 31, 1996
ASSETS
Investment in Master Trust $3,757,145 $63,622 $86,905,058
Contributions receivable (advance contributions) - (2,178)
-----------------------------------
Total assets and net assets available for benefits $3,757,145 $63,622 $86,902,880
===================================
DECEMBER 31, 1995
ASSETS
Investment in Master Trust $2,567,175 $309,876 $64,393,221
Contributions receivable (advance contributions) - - 251,821
-----------------------------------
Total assets and net assets available for benefits $2,567,175 $309,876 $64,645,042
</TABLE>
See accompanying notes.
2
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Statement of Changes in Net Assets Available for Benefits, With Fund Information
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1996
------------------------------------------------------------------
FUND INFORMATION
------------------------------------------------------------------
VANGUARD VANGUARD
VANGUARD INDEX TRUST BOND INDEX
INVESTMENT VANGUARD EXTENDED VANGUARD FUND - TOTAL
CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET
TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO
------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Additions:
Employee contributions $ 2,189,311 $ 3,057,994 $ 953,695 $ 2,989,089 $ 285,586
Employer contributions 815,161 1,112,988 287,988 1,049,199 93,606
Employee transfers from other plans 361,855 365,195 267,940 239,521 36,300
Equity in earnings of Master Trust 1,069,386 3,123,475 344,813 4,326,087 23,438
-----------------------------------------------------------------
4,435,713 7,659,652 1,854,436 8,603,896 438,930
Deductions:
Benefit payments 2,018,287 2,142,146 62,074 1,844,035 27,677
-----------------------------------------------------------------
2,417,426 5,517,506 1,792,362 6,759,861 411,253
Transfers between funds (1,123,259) (1,287,354) 1,704,633 (246,192) 21,903
-----------------------------------------------------------------
Net increase (decrease) 1,294,167 4,230,152 3,496,995 6,513,669 433,156
Net assets available for benefits at beginning of year 17,381,642 18,280,646 905,905 17,434,846 236,046
-----------------------------------------------------------------
Net assets available for benefits at end of year $18,675,809 $22,510,798 $4,402,900 $23,948,515 $ 669,202
=================================================================
<CAPTION>
YEAR ENDED DECEMBER 31, 1996
----------------------------------------------------------
FUND INFORMATION
----------------------------------------------------------
TEMPLETON VANGUARD
INSTITUTIONAL MONEY MARKET
FIDELITY FUNDS - ACORDIA RESERVES
MAGELLAN FOREIGN COMMON U.S. TREASURY
FUND EQUITY SERIES STOCK PORTFOLIO
----------------------------------------------------------
<S> <C> <C> <C> <C>
Additions:
Employee contributions $ 2,332,630 $ 393,025 $ 926,670 $ 89,060
Employer contributions 732,083 122,286 348,942 4,553
Employee transfers from other plans 225,209 397,703 78,290 10,683
Equity in earnings of Master Trust 488,728 249,298 (20,593) 798
----------------------------------------------------------
3,778,650 1,162,312 1,333,309 105,094
Deductions:
Benefit payments 203,686 102,741 429,630 3,907
----------------------------------------------------------
3,574,964 1,059,571 903,679 101,187
Transfers between funds (678,120) 907,083 (469,884) (52,497)
----------------------------------------------------------
Net increase (decrease) 2,896,844 1,966,654 433,795 48,690
Net assets available for benefits at beginning of year 2,129,611 244,822 5,154,473 -
----------------------------------------------------------
Net assets available for benefits at end of year $ 5,026,455 $ 2,211,476 $ 5,588,268 $ 48,690
==========================================================
<CAPTION>
YEAR ENDED DECEMBER 31, 1996
-------------------------------------------
FUND INFORMATION
-------------------------------------------
LOAN FUND CASH TOTAL
-------------------------------------------
Additions:
Employee contributions $ - $ - $ 13,217,060
Employer contributions - - 4,566,806
Employee transfers from other plans 148,987 (246,254) 1,885,429
Equity in earnings of Master Trust 250,679 - 9,856,109
-------------------------------------------
399,666 (246,254) 29,525,404
Deductions:
Benefit payments 433,383 7,267,566
-------------------------------------------
(33,717) (246,254) 22,257,838
Transfers between funds 1,223,687 - -
-------------------------------------------
Net increase (decrease) 1,189,970 (246,254) 22,257,838
Net assets available for benefits at beginning of year 2,567,175 309,876 64,645,042
-------------------------------------------
Net assets available for benefits at end of year $ 3,757,145 $ 63,622 $ 86,902,880
===========================================
</TABLE>
See accompanying notes.
3
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Statement of Changes in Net Assets Available for Benefits
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1995
------------------------------------------------------------------
FUND INFORMATION
-------------------------------------------------------------------
VANGUARD VANGUARD
VANGUARD INDEX TRUST BOND INDEX
INVESTMENT VANGUARD EXTENDED VANGUARD FUND- TOTAL
CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET
TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO
-------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Additions:
Employee contributions $3,224,744 $ 4,013,058 $ 46,606 $ 3,575,266 $ 9,996
Employer contributions 834,345 802,990 9,701 790,582 3,744
Employee transfers from other plans 3,150,247 3,709,037 7,269 2,730,946 28,316
Equity in earnings of Master Trust 991,294 3,791,245 23,029 4,027,335 5,788
-------------------------------------------------------------------
8,200,630 12,316,330 86,605 11,124,129 47,844
Deductions:
Benefit payments 1,829,225 1,160,414 - 949,225 163
-------------------------------------------------------------------
6,371,405 11,155,916 86,605 10,174,904 47,681
Transfers between funds (2,010,171) (559,768) 819,300 (317,645) 188,365
-------------------------------------------------------------------
Net increase (decrease) 4,361,234 10,596,148 905,905 9,857,259 236,046
Net assets available for benefits at beginning of year 13,020,408 7,684,498 - 7,577,587 -
-------------------------------------------------------------------
Net assets available for benefits at end of year $ 17,381,642 $ 18,280,646 $ 905,905 $ 17,434,846 $ 236,046
=====================================================================
<CAPTION>
YEAR ENDED DECEMBER 31, 1995
-------------------------------------------
FUND INFORMATION
-------------------------------------------
TEMPLETON
INSTITUTIONAL
FIDELITY FUNDS - ACORDIA
MAGELLAN FOREIGN COMMON
FUND EQUITY SERIES STOCK
-------------------------------------------
<S> <C> <C> <C>
Additions:
Employee contributions $ 135,873 $ 11,278 $ 1,285,097
Employer contributions 41,065 3,586 302,463
Employee transfers from other plans 115,632 1,660 827,586
Equity in earnings of Master Trust (19,970) (871) (409,532)
-------------------------------------------
272,600 15,653 2,005,614
Deductions:
Benefit payments 29,093 6,739 264,583
-------------------------------------------
243,507 8,914 1,741,031
Transfers between funds 1,886,104 235,908 (554,962)
-------------------------------------------
Net increase (decrease) 2,129,611 244,822 1,186,069
Net assets available for benefits at beginning of year - - 3,968,404
-------------------------------------------
Net assets available for benefits at end of year $2,129,611 $ 244,822 $ 5,154,473
===========================================
<CAPTION>
YEAR ENDED DECEMBER 31, 1995
-------------------------------------------
FUND INFORMATION
-------------------------------------------
LOAN FUND CASH TOTAL
-------------------------------------------
<S> <C> <C> <C>
Additions:
Employee contributions $ - $ 9,428 $ 12,311,346
Employer contributions - - 2,788,476
Employee transfers from other plans 454,777 - 11,025,470
Equity in earnings of Master Trust 145,876 - 8,554,194
-------------------------------------------
600,653 9,428 34,679,486
Deductions:
Benefit payments - (300,448) 3,938,994
-------------------------------------------
600,653 309,876 30,740,492
Transfers between funds 312,869 - -
-------------------------------------------
Net increase (decrease) 913,522 309,876 30,740,492
Net assets available for benefits at beginning of year 1,653,653 - 33,904,550
-------------------------------------------
Net assets available for benefits at end of year $2,567,175 $ 309,876 $ 64,645,042
===========================================
</TABLE>
4
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements
December 31, 1996
1. ACCOUNTING POLICIES
INVESTMENTS
The assets of the Acordia 401(k) Long Term Savings Investment Plan (the "Plan")
are held in common with plans of affiliates using the Anthem Insurance
Companies, Inc. Master Trust agreement (the "master trust") which is
administered by the Bank of New York (the "Trustee"). Contributions are
invested in common stock of Acordia, Inc., five separate Vanguard Group Mutual
Funds, a Fidelity Magellan Fund and Templeton Institutional Funds - Foreign
Equity Series. The Acordia, Inc. common stock and the remaining funds are
traded on a national securities exchange and are valued at the last reported
sales price on the last business day of the plan year. Realized gains and
losses on investments sold or redeemed were determined on the basis of average
cost.
Beginning in 1996, the Vanguard Money Market Reserves U.S. Treasury Portfolio
fund was established as a default fund for any funds which an employee fails to
provide investment direction. This fund is carried at cost which approximates
market value.
CONTRIBUTIONS
Contributions are recorded as additions to net assets available for plan
benefits on a bi-weekly basis as the Plan sponsor authorizes and accrues such
contributions.
INCOME TAX STATUS
The Internal Revenue Service ruled on March 21, 1996 that the Plan qualifies as
defined by Section 401(a) of the Internal Revenue Code and, therefore, the
related trust is not subject to tax using present income tax law. Once
qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The administrator is not aware of any course of
action or series of events that have occurred that might adversely affect the
PlanOs qualified status.
CASH
Cash is held by the trustee and represents contributions received and benefits
paid which have not been allocated to the appropriate investment funds as of
December 31.
5
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements (continued)
1. ACCOUNTING POLICIES (CONTINUED)
USE OF ESTIMATES
Preparation of the financial statements requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying standard notes. Actual results could differ from those estimates.
ADMINISTRATION OF THE PLAN
Trustees are appointed by the Plan sponsor to administer the Plan. The Plan
sponsor bears all costs associated with administering the Plan.
2. DESCRIPTION OF THE PLAN
During 1996, the Plan was amended and restated to reflect the merger of the
O'Rourke, Andrews & Maroney, Inc. 401(k) Plan into the Plan. Assets of
approximately $1,500,000 were transferred on January 31, 1996 and are included
in employee transfers from other plans.
During 1995, due to certain changes in the corporate structure, employees of
Blue Cross Blue Shield of Kentucky, Inc. and AdminiStar Solutions, Inc., chose
to transfer participation from The Associated Group 401(k) Long Term Savings
Investment Plan to the Plan. Assets transferred were approximately $11,000,000
and are included in employee transfers from other plans.
On June 2, 1997, Anthem Insurance Companies, Inc. and Acordia entered into a
definitive merger agreement stating that Anthem will acquire all of the
outstanding common stock of Acordia. Until this agreement is finalized, the
assets held in the Acordia Common Stock fund have been frozen and upon
completion of the merger, this fund will be merged out of existence.
The Plan is a defined contribution plan which was established to provide savings
opportunities for participants and their beneficiaries. Substantially all
employees of Acordia, Inc. meeting certain employment requirements are eligible
to participate. The Plan is subject to the provisions of ERISA.
6
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Employees may make voluntary pre-tax contributions of 1% to 16% of compensation,
as defined, through periodic payroll deductions. Maximum contributions are
limited by applicable IRS regulations. The Company will match up to 50% of the
first 6% of the participant's pre-tax contribution.
A participant may direct the investment of amounts held in his accounts in
percentages of 10% percent, except for the Acordia, Inc. stock fund which is
limited to a maximum of 50%, in one or more of the following investment funds:
the Vanguard Investment Contract Trust and the Vanguard Bond Index Fund - Total
Bond Market Portfolio (fixed income funds); the Vanguard Wellington Fund (a
combination of common stock and fixed income securities); the Vanguard Index
Trust - Extended Market Portfolio, the Vanguard Institutional Index Fund, the
Fidelity Magellan Fund (U.S. common stocks); the Templeton Institutional Funds -
Foreign Equity Series (international common stocks and similar securities); and
Acordia Common Stock (common stock of Acordia, Inc.), Participants may elect to
make changes to their investment designation. However, participants can only
make changes to their investment designation once every month.
A participant in the Plan may make a complete or partial withdrawal of the
amounts held in the participant's account attributable to the participant's pre-
tax contributions, income allocated to the pre-tax contribution account prior to
January 1, 1989, and up to 100% of employer match and rollover account at any
time and will be paid as of the last valuation date. The withdrawal must be
necessary in light of immediate and heavy financial needs of the participant and
the participant shall have obtained all other withdrawals and nontaxable loans
provided by this and any other plan sponsored by the employer. Only two
withdrawals are permitted during any plan year; during the twelve months
following a withdrawal, employee contributions are suspended for withdrawals on
the participant's pre-tax account. A participant may make up to two withdrawals
of voluntary after-tax contributions at any time. Additionally, at age 59 1/2,
a participant may withdraw participant and employer contributions for any reason
subject to the two withdrawal per year limit.
A participant in the Plan may request a loan not in excess of the lesser of: (1)
50% of the vested account balance or (2) $50,000 less the highest outstanding
loan balance during the year. A participant may have a maximum of two loans
outstanding at any time. Repayment of loans shall not exceed five years except
for loans used to acquire the participant's principal residence which shall not
exceed ten years. Each loan bears interest equal to the prime lending rate of
The Bank of New York and repayments are made by
7
<PAGE>
payroll deduction.
8
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Upon termination of employment, the participant is entitled to receive the full
vested current value of his account. If the current value of the vested account
is less than $3,500, the account is paid in a lump sum payment. If the vested
account value is more than $3,500, the participant may elect to keep savings in
the Plan. The account must be distributed by the year following attainment of
age 70 1/2.
Upon death, payments are made to the participant's beneficiary in the form of a
lump sum payment or in installments.
The Plan is sponsored by the participating employers. The Plan sponsor has the
right to terminate the Plan. In the event the Plan is terminated, each
participant's account shall be nonforfeitable with respect to both the
participant's and the Plan sponsor's contributions and the net assets are to be
set aside for the payment of withdrawals to the participants. The Plan sponsor
has the right to suspend contributions to the Plan at any time, either
permanently or temporarily for any length of time.
More detailed information concerning the Plan may be found by consulting the
Summary Plan Description, which is available from the Plan Administrator.
3.RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of
benefit payments per the 1995
financial statements to the 1995 Form
5500:
Benefit payments per the financial $ 3,938,994
statements
Amounts allocated to withdrawing
participants at
end of year 300,448
------------
Benefit payments per the Form 5500 $ 4,239,442
============
Amounts allocated to withdrawing participants are recorded in the Form 5500 for
benefit distributions that have been processed and approved for payment prior to
December 31 but not paid. At December 31, 1996 there were no unpaid
distributions.
9
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements (continued)
4. INVESTMENTS
The Plan's investments are held in common with the investments of plans of
affiliates using a master trust (the "Trust") arrangement with the Trustee.
Summarized information relating to the Trust investments and results of
operations is listed below.
The fair value of individual investments that represent 5% or more of the
Trust's assets are as follows:
DECEMBER 31, 1996
--------------------
Vanguard Investment Contract Trust $ 62,744,481
Vanguard Wellington Fund 67,602,075
Vanguard Index Trust - Extended Market Portfolio 25,048,232
Vanguard Institutional Index Fund 63,084,393
Fidelity Magellan Fund 25,767,536
NET APPRECIATION
(DEPRECIATION) FAIR VALUE
IN FAIR VALUE AT END
DURING THE YEAR OF YEAR
-------------------------------------
YEAR ENDED DECEMBER 31, 1996:
Vanguard Investment Contract Fund $ 1,255 $ 62,744,481
Vanguard Wellington Fund 9,415,693 67,602,075
Vanguard Index Trust - Extended Market 2,854,128 25,048,232
Portfolio
Vanguard Institutional Index Fund 11,310,385 63,084,393
Vanguard Bond Index Fund - Total Bond
Market Portfolio (61,254) 4,033,713
Fidelity Magellan Fund 2,528,813 25,767,536
Templeton Institutional Funds -
Foreign Equity Series 970,885 7,956,401
Acordia Common Stock (1,302) 7,804,917
Vanguard Money Market Reserves - U.S.
Treasury Portfolio Fund 969 811,211
Loan Fund -- 11,414,881
Cash -- 263,519
---------------------------------
$27,019,572 $276,531,359
=================================
10
<PAGE>
Acordia 401(k) Long Term Savings Investment Plan
Notes to Financial Statements (continued)
4. Investments (continued)
The Trust's net assets available for plan benefits and changes in net assets
available for benefits of each available investment account is presented below:
<TABLE>
<CAPTION>
VANGUARD
VANGUARD INDEX TRUST
INVESTMENT VANGUARD EXTENDED VANGUARD
CONTRACT WELLINGTON MARKET INSTITUTIONAL
TRUST FUND PORTFOLIO INDEX FUND
---------------------------------------------------------------
<S> <C> <C> <C> <C>
December 31, 1996:
Investments $ 62,744,481 $ 67,602,075 $ 25,048,232 $ 63,084,393
Equity interest of plans of affiliates in
Master Trust (deduction) (44,068,725) (45,093,680) (20,649,448) (39,138,727)
---------------------------------------------------------------
$ 18,675,756 $ 22,508,395 $ 4,398,784 $ 23,945,666
===============================================================
Results of the Trust's operations for the
year ended December 31, 1996:
Interest and dividend income $ 3,713,144 $42,359 $12,479 $17,331
Net realized and unrealized appreciation
(depreciation) in fair value of investments 1,255 9,415,693 2,854,128 11,310,385
Equity interest of plans of affiliates in
Master Trust (deduction) (2,645,013) (6,334,577) (2,521,794) (7,001,629)
---------------------------------------------------------------
$ 1,069,386 $ 3,123,475 $ 344,813 $ 4,326,087
===============================================================
<CAPTION>
VANGUARD TEMPLETON
BOND INDEX INSTITUTIONAL
FUND - TOTAL FIDELITY FUNDS - ACORDIA
BOND MARKET MAGELLAN FOREIGN COMMON
PORTFOLIO FUND EQUITY SERIES STOCK
---------------------------------------------------------------
<S> <C> <C> <C> <C>
December 31, 1996:
Investments $4,033,713 $25,767,536 $7,956,401 $7,804,917
Equity interest of plans of affiliates in
Master Trust (deduction) (3,354,201) (20,741,330) (5,742,854) (2,217,205)
---------------------------------------------------------------
$679,512 $5,026,206 $2,213,547 $5,587,712
===============================================================
Results of the Trust's operations for the
year ended December 31, 1996:
Interest and dividend income $195,970 $48,233 $5,602 $3,743
Net realized and unrealized appreciation
(depreciation) in fair value of investments (61,254) 2,528,813 970,885 (1,302)
Equity interest of plans of affiliates in
Master Trust (deduction) (111,278) (2,088,318) (727,189) (23,034)
---------------------------------------------------------------
$23,438 $488,728 $249,298 ($20,593)
===============================================================
<CAPTION>
VANGUARD
MONEY MARKET
RESERVES CIGNA
U.S. TREASURY MUTUAL
PORTFOLIO FUNDS LOAN FUND CASH TOTAL
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
December 31, 1996:
Investments $ 811,211 $ - $11,414,881 $263,519 $ 276,531,359
Equity interest of plans of affiliates in
Master Trust (deduction) (762,498) - (7,657,736) (199,897) (189,626,301)
-------------------------------------------------------------------------
$ 48,713 $ - $ 3,757,145 $ 63,622 $ 86,905,058
=========================================================================
Results of the Trust's operations for the
year ended December 31, 1996:
Interest and dividend income $23,212 $ 43,206 $ 742,278 $ - $ 4,847,557
Net realized and unrealized appreciation
(depreciation) in fair value of investments 969 - - - 27,019,572
Equity interest of plans of affiliates in
Master Trust (deduction) (23,383) (43,206) (491,599) - (22,011,020)
-------------------------------------------------------------------------
$ 798 $ - $ 250,679 $ - $ 9,856,109
=========================================================================
</TABLE>
11
<PAGE>
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement (Form
S-8, No. 33-54242) pertaining to the Acordia 401(k) Long Term Savings Investment
Plan of Acordia, Inc. of our report dated June 13, 1997, with respect to the
financial statements of the Acordia 401(k) Long Term Savings Investment Plan
included in this Report on Form 10K/A of Acordia, Inc. for the year ended
December 31, 1996.
Ernst & Young, LLP
Indianapolis, Indiana
June 13, 1997
