INTEGON CORP /DE/
8-K, 1997-01-29
FIRE, MARINE & CASUALTY INSURANCE
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The total number of sequentially numbered pages in this manually signed
original is 5.  Exhibit Index is sequential page no. 4.




                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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 28, 1997
                                                         ----------------


                            INTEGON CORPORATION
          ------------------------------------------------------
          (Exact Name of Registrant as Specified in its Charter)




          Delaware                   001-10997                     13 3559471
         ----------                 -----------                    ----------
(State or Other Jurisdiction   (Commission File Number)      (I.R.S. Employer
     of Incorporation)                                     Identification No.)


                           500 West Fifth Street
                   Winston-Salem, North Carolina  27152
                   ------------------------------------
                 (Address of Principal Executive Offices)
                                (Zip Code)


                                (910) 770-2000
                    ------------------------------------
           (Registrant's Telephone Number, Including Area Code)


                                 Not Applicable
                    ------------------------------------
           (Former name or address, if changed from last report)


Page 1
<PAGE>


Item 5.  Other Events.

    On January 28, 1997,  Integon  Corporation  (the  "Company")  issued a press
release  announcing  the  offering by Integon  Capital I of capital  securities,
Series A,  having a  liquidation  amount  of $100  million  under  Rule 144A and
Regulation  D of the  Securities  Act of 1933,  as amended.  A copy of the press
release is attached hereto as Exhibit Exhibit 99.1.


Item 7.  Exhibits.

99.1          Press release, dated January 28, 1997, issued by the Company


Page 2
<PAGE>


                                SIGNATURES

    Pursuant to the  requirements  of Section 13 or 15(d) of the  Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, on January 28, 1997.

                             INTEGON CORPORATION



                             By: /s/ Donald F. McKee
                                ---------------------
                                Donald F. McKee
                                Senior Vice President
                                and Chief Financial Officer
                                (Principal Financial Officer)


Page 3
<PAGE>


                               EXHIBIT INDEX


                                                       Sequentially
Exhibit No.    Description                             Numbered Page
- ----------     ----------                              ---------------



 99.1         Press release, dated January 28,
              1997, issued by the Company.                  Page 5


Page 4
<PAGE>
Exhibit 99.1

Integon Corporation
Winston-Salem, NC 27152

Analysts' Contact:
Gay Huntsman (910) 770-3074

Media Contact:
Turner Coley (910) 760-3000


Integon Announces Offering by Integon Capital I


WINSTON-SALEM, NC, JANUARY 28, 1997 -Integon Corporation (NYSE:IN)
today announced the offering by Integon Capital I of Capital Securities,  Series
A, having a liquidation  amount of $100 million under Rule 144A and Regulation D
of the Securities Act of 1933, as amended.  The Capital Securities Series A have
not been registered under the Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent such  registration  or an applicable
exemption  from  registration  requirements.  Integon  Capital  I is a  Delaware
business trust controlled by Integon Corporation.

         Integon Corporation intends to use the net proceeds from the securities
to contribute $50 million to its insurance subsidiaries and to use the remaining
proceeds to reduce the amount outstanding under its bank credit facility and for
other general corporate purposes.

         Integon  Corporation,  through its wholly  owned  property and casualty
insurance  subsidiaries,  specializes  in  the  underwriting  and  marketing  of
nonstandard and other specialty  automobile  insurance  products to individuals.
The  Company,  headquartered  in  Winston-Salem,  North  Carolina,  markets  its
products through approximately 13,000 independent agencies in 29 states.



Page 5


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