SECURITY CONNECTICUT CORP
10-Q, 1996-05-07
LIFE INSURANCE
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==============================================================================


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                             ----------------------

                                    FORM 10-Q

                             ----------------------



        [X]    QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF  THE
               SECURITIES EXCHANGE ACT OF 1934
               For the quarter ended March 31, 1996

        [ ]    TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE
               SECURITIES EXCHANGE ACT OF 1934


                             ----------------------

  For the transition period ______ to ______ Commission File Number 001-12746


                             ----------------------

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


         Delaware                                   06-1383088
 (State of incorporation)               (I.R.S. Employer Identification Number)


                  20 Security Drive, Avon, Connecticut 06001
                   (Address of principal executive offices)


                                  (860) 677-8621
                          Registrant's telephone number



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.
           Yes [ X ]  No [   ]


There were 8,552,818 shares  outstanding of the Registrant's  Common Stock, $.01
par value, as of May 7, 1996.

The exhibit index to this report is located on page 9.

                                  Page 1 of 11

==============================================================================





<PAGE>


                                TABLE OF CONTENTS



                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION
- - ------------------------------

Item 1  Financial Statements (Unaudited)

        Consolidated Balance Sheets -
         March 31, 1996 and December 31, 1995..............................  3

        Consolidated Statements of Income -
         Three Months Ended March 31, 1996 and 1995........................  4

        Consolidated Statements of Cash Flows -
         Three Months Ended March 31, 1996 and 1995........................  5

        Notes to Consolidated Financial Statements.........................  6

Item 2  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.............................................  7



PART II - OTHER INFORMATION
- - ---------------------------

Item 6  Exhibits and Reports on Form 8-K...................................  9

        Signatures......................................................... 10



                                      -2-
<PAGE>



                        SECURITY-CONNECTICUT CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                (Dollars in thousands, except per share data)

                                                       (Unaudited)
                                                        March 31,  December 31,
                                                       ----------- -----------
ASSETS                                                    1996         1995
                                                       ----------- -----------
  Investments:
    Securities available-for-sale at fair value:
      Fixed maturities (cost: 1996-$1,516,529;
        1995-$1,469,970).............................  $ 1,550,945 $ 1,564,576
      Equities (cost: 1996-$826; 1995-$3,435)........        1,930       6,331
  Mortgage loans on real estate......................      144,098     145,080
  Policy loans.......................................       73,781      73,916
  Other invested assets..............................        6,298       6,221
                                                       ----------- -----------
    Total investments................................    1,777,052   1,796,124
  Cash and invested cash.............................       20,099      29,753
  Deferred policy acquisition costs..................      371,868     335,821
  Premiums and fees receivable.......................        7,857       5,871
  Accrued investment income..........................       28,233      28,710
  Goodwill...........................................       21,331      21,557
  Property and equipment.............................        9,145       9,455
  Acquired insurance in-force........................        8,795       8,966
  Amounts recoverable from reinsurers................       38,599      34,974
  Other assets.......................................       29,380      10,188
                                                      ------------ -----------
    Total assets..................................... $  2,312,359 $ 2,281,419
                                                      ============ ===========



LIABILITIES
  Future policy benefits and claims.................. $  1,701,935 $ 1,682,364
  Contractholder funds...............................       55,385      49,978
  Long-term debt.....................................       75,000      65,000
  Federal income taxes payable.......................       30,287      38,178
  Dividends payable..................................        1,027       1,066
  Accrued expenses and other liabilities.............      105,614      87,470
  Deferred gain on sale/leasebacks...................        1,309       1,334
  Participating department equity....................        7,865       7,667
                                                      ------------ -----------
    Total liabilities................................    1,978,422   1,933,057

SHAREHOLDERS' EQUITY
  Preferred stock, par value $0.01 per share; Authorized-
    10,000,000 shares; issued and outstanding - none
  Common stock, par value $0.01 per share; Authorized-
    50,000,000 shares; issued and outstanding-
    1996- 8,552,818 shares; 1995-8,555,994 shares....           86          86
  Paid-in capital....................................       82,402      82,405
  Deferred compensation..............................                     (379)
  Net unrealized gains on securities available-for-sale     12,786      35,748
  Retained earnings..................................      238,663     230,502
                                                      ------------ -----------
    Total shareholders' equity.......................      333,937     348,362
                                                      ------------ -----------
    Total liabilities and shareholders' equity....... $  2,312,359 $ 2,281,419
                                                      ============ ===========




               See notes to consolidated financial statements.



                                      -3-
<PAGE>



                        SECURITY-CONNECTICUT CORPORATION
                        CONSOLIDATED STATEMENTS OF INCOME
                (Dollars in thousands, except per share data)
                                                              (Unaudited)
                                                    Three Months ended March 31,
                                                         1996          1995
                                                      -----------  -----------
REVENUE
  Premiums........................................... $     14,042 $    18,144
  Insurance fees.....................................       33,900      30,667
  Net investment income..............................       33,533      31,630
  Realized gains (losses) on investments.............        4,135      (1,369)
  Other..............................................          159         725
                                                      ------------ -----------
    Total revenues...................................       85,769      79,797

BENEFITS AND EXPENSES
  Benefits and reserves..............................       49,425      54,197
  Insurance and other expenses.......................       22,118      20,322
  Participating department gain......................          198          64
                                                      ------------ -----------
    Total benefits and expenses......................       71,741      74,583
                                                      ------------ -----------

Income before federal income taxes...................       14,028       5,214

Federal income taxes.................................        4,815       1,705
                                                      ------------ -----------

NET INCOME........................................... $      9,213 $     3,509
                                                      ============ ===========



EARNINGS PER COMMON SHARE............................ $       1.07 $      0.41
                                                      ============ ===========



DIVIDENDS DECLARED PER COMMON SHARE.................. $       0.12 $      0.12
                                                      ============ ===========



Common stock and equivalents.........................    8,598,410   8,579,979
                                                      ============ ===========















               See notes to consolidated financial statements.



                                      -4-
<PAGE>



                        SECURITY-CONNECTICUT CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)

                                                             (Unaudited)
                                                    Three Months ended March 31,
                                                    ----------------------------
                                                          1996        1995
                                                      ----------- -----------
OPERATING ACTIVITIES
Net income........................................... $     9,213 $     3,509
Adjustments to reconcile net income to net cash used:
  Deferred policy acquisition costs:
    Amortization.....................................      11,111       9,325
    Deferral.........................................     (17,624)    (17,262)
  Decrease (increase) in accrued investment income...         477      (2,833)
  Increase in policy liabilities and contractholder
    funds............................................     (16,272)    (19,339)
  Increase (decrease) in federal income taxes........       4,465        (395)
  Net amortization of acquired insurance in-force
    and goodwill.....................................         396         407
  Increase in participating department equity........         198          64
  Decrease (increase) in amounts recoverable from
    reinsurers.......................................      (3,625)      4,437
  Decrease (increase) in premiums and fees receivable      (1,986)        187
  Realized (gain) loss on investments................      (4,135)      1,369
  Other..............................................       5,675        (194)
                                                      ----------- -----------
Net cash used in operating activities................     (12,107)    (20,725)

INVESTING ACTIVITIES
Fixed maturity securities available-for-sale:
  Purchases..........................................    (161,045)    (85,950)
  Sales..............................................      85,844      23,007
  Maturities.........................................      31,834       9,805
Purchases of other investments.......................        (571)         (5)
Sale or maturity of other investments................       6,252       8,568
Other................................................      (6,607)     (3,854)
                                                      ----------- -----------
Net cash used in investing activities................     (44,293)    (48,429)

FINANCING ACTIVITIES
Universal life and investment contract deposits......      64,180      68,593
Universal life and investment contract withdrawals...     (26,277)    (17,347)
Issuance of long-term debt...........................      75,000
Repayment of long-term debt..........................     (65,000)
Dividends to shareholders............................      (1,028)     (1,026)
Acquisition of treasury stock........................        (129)
                                                      ----------- -----------
Net cash provided by financing activities............      46,746      50,220
                                                      ----------- -----------

Net decrease in cash and invested cash...............      (9,654)    (18,934)

Cash and invested cash at beginning of period........      29,753      26,338
                                                      ----------- -----------

Cash and invested cash at end of period.............. $    20,099 $     7,404
                                                      =========== ===========







               See notes to consolidated financial statements.


                                      -5-
<PAGE>



                        SECURITY-CONNECTICUT CORPORATION
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)



1. Accounting Policies and Principles


Basis of Financial Statements

     The  accompanying  unaudited  consolidated  financial  statements have been
prepared in conformity with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management, all adjustments,  consisting
only of normal recurring accruals considered  necessary for a fair presentation,
have been included. Operating results for the three month period ended March 31,
1996 are not necessarily  indicative of the results that may be expected for the
year  ending  December  31,  1996.  For  further   information,   refer  to  the
consolidated  financial  statements and notes thereto  included in the Company's
annual  report  on  Form  10-K  for  the  year  ended  December  31,  1995.  The
accompanying   financial  information  relates  to  the  consolidated  financial
statements of  Security-Connecticut  Corporation  (the "Company") and its wholly
owned  subsidiaries,  Arrowhead  Ltd.  (a  Bermuda  insurance  corporation)  and
Security-Connecticut  Life  Insurance  Company  ("SCL") and SCL's  wholly  owned
subsidiary,   Lincoln  Security  Life  Insurance  Company  ("LSL").  Significant
intercompany transactions and balances have been eliminated.

Earnings Per Common Share

     Fully  diluted  earnings per common share are not presented as they are not
materially different from primary earnings per common share.

2. Long-Term Debt

     On June 8, 1995, the Company registered $100 million of debt securities on
Form S-3 with the  Securities  and  Exchange  Commission.  The Company  sold $75
million of medium term debt  securities on March 1, 1996 and used $65 million of
the net  proceeds  to repay the Term Note to  Lincoln  National  Life  Insurance
Company  ("LNL").  The  remainder  of the  proceeds  have been used for  general
corporate  purposes.  The Fixed Rate Notes  ("Notes")  have an effective rate of
7.39%  and are due  March 1,  2003 and may not be  redeemed  prior to  maturity.
Interest  on the Notes  will be payable  semiannually  in arrears on March 1 and
September 1 of each year, commencing on September 1, 1996.


3. Litigation

     The Company is involved in litigation  concerning  policy  benefits,  which
seek both punitive and compensatory damages. Management believes these suits are
substantially  without merit, that valid defenses exist, and that the results of
such  litigation  will not have a material  adverse  effect on the  accompanying
financial statements.



                                      -6-
<PAGE>


     In  addition,  the  Company is  involved  in two class  action  lawsuits as
follows:

     Zipf vs.  Security-Connecticut  Life  Insurance  Company,  et al., Court of
Common Pleas of Allegheny County, Pennsylvania.

     The complaint,  seeking actual and punitive damages, alleges that SCL has a
practice  of  misleading  and/or  misinforming  policyholders  on the basis of a
policy rate class  designation.  Specifically,  the  plaintiff  alleges that the
"special  non-smoker"  designation leads  policyholders to believe that they are
being charged  premiums based on a "superior"  rate when the actual premiums are
based on an "inferior, substandard or rated class."

     In June 1995, the Pennsylvania  court ordered the case certified as a class
action.  The court  later  limited  the  class to  Pennsylvania  residents  "who
purchased  life  insurance  policies from  Security-Connecticut  Life  Insurance
Company  designated  as  'Premium  Rate Class  Special  Non-Smoker'  on or after
November  17,  1986."  Seeking  to  pursue  an  interlocutory  appeal  as to the
propriety  of class  certification,  SCL filed a Petition  for  Review  with the
Pennsylvania  Supreme  Court on December  29,  1995.  The petition was denied in
March 1996.  Management believes this suit is without merit and will continue to
vigorously defend the action.

     Jacobson  vs.   Security-Connecticut  Life  Insurance  Company,   Security-
Connecticut  Corporation and Lincoln National Life Insurance  Company,  Superior
Court, Judicial District of Hartford/New Britain at Hartford, Connecticut.

     Plaintiffs  filed  a class  action  complaint  in  November  1995,  seeking
contractual damages,  attorneys fees and the imposition of a constructive trust.
Plaintiffs  allege  breach of contract,  fraud and  violation  of  Connecticut's
Unfair  Trade  Practices  Act.  Plaintiffs  claim  that SCL  improperly  charged
additional  premiums to pay for the  deferred  acquisition  cost tax incurred by
defendants LNL and the Company.  Management  believes this suit is without merit
and will vigorously defend the action.


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- - ------------------------------------------------------------------------
RESULTS OF OPERATIONS
- - ---------------------

Results of Operations

Three Months Ended March 31, 1996 compared to the Three Months Ended March
31, 1995.

     Premiums - Premiums decreased $4.1 million, or 22.6%, from $18.1 million in
1995 to $14.0 million in 1996 due  principally  to a decrease in single  premium
immediate  annuity  premiums of $3.1  million and an increase in ceded  premiums
under various  reinsurance  agreements of $3.1 million,  partially  offset by an
increase in assumed reinsurance premiums of $2.4 million.

     The Company's  first year  annualized  life premiums on new life  insurance
sales for individual life insurance  increased 20.9%, from $11.1 million in 1995
to $13.4  million  in 1996  primarily  as a result  of an  increase  in sales of
recently introduced  universal life and term products.  Annualized annuity sales
decreased  $16.6 million or 56.0% from $29.6 million in 1995 to $13.0 million in
1996.

     Insurance  Fees  -  Insurance   fees,   primarily   mortality  and  expense
assessments on universal life products  increased $3.2 million,  or 10.5%,  from
$30.7 million in 1995 to $33.9 million in 1996. The increase resulted  primarily
from the growth of  insurance  in-force,  higher fees and aging of the  in-force
block.




                                      -7-
<PAGE>



     Net Investment  Income - Net investment  income increased $1.9 million,  or
6.0%,  from $31.6  million in 1995 to $33.5  million in 1996.  This reflects the
increase in the amount of invested assets,  offset slightly by a lower effective
yield on such assets.  The effective  yield on invested assets was 7.7% for 1996
compared with 7.9% for 1995.

     Realized Gains on Investments - Net realized gains on investments were $4.1
million in 1996 compared with realized  losses of $1.4 million in 1995. The 1996
gains were the result of net  realized  capital  gains of $4.8  million from the
sale of  investments,  offset by  increases  in the  reserve  for losses of $0.2
million,  and deferred policy acquisition costs ("DAC") associated with realized
gains of $0.5  million.  The 1995 losses were the result of net  realized  gains
from the sale of  investments of $0.4 million offset by increases in the reserve
for  losses of $1.5  million  and DAC  associated  with  realized  gains of $0.3
million.

     Other - Other revenue  decreased  $0.5 million from $0.7 million in 1995 to
$0.2 million in 1996 due primarily to the  reimbursement  of legal expenses from
the Company's professional liability insurance policies in 1995.

     Benefits and Reserves - Benefits and reserves  decreased  $4.8 million,  or
8.8%,  from $54.2 million in 1995 to $49.4 million in 1996.  The Company's  life
claim  experience for 1996 was favorable  compared to first quarter 1995 by $2.8
million.  However, life claim experience was slightly worse than expected. Total
benefits for 1996  included  $1.6 million of assumed  claims and higher  annuity
benefits  compared to first  quarter 1995 by $0.7 million.  Policy  reserves and
other fund  deposits  decreased  $5.1  million from $6.5 million in 1995 to $1.4
million in 1996 due primarily to decreased single premium annuity sales.

     Insurance and Other Expenses - Insurance and other expenses  increased $1.8
million,  or  8.8%,  from  $20.3  million  in 1995 to  $22.1  million  in  1996.
Commissions, net of deferral and amortization of DAC, increased $1.1 million, or
15.6%, from $7.4 million in 1995 to $8.5 million in 1996. General administrative
and other operating  costs,  net of DAC,  increased $0.6 million,  or 5.0%, from
$13.0 million in 1995 to $13.6 million in 1996 primarily due to the  recognition
of an additional $0.3 million of deferred  compensation  expense relating to the
repayment of the Term Note.

     Federal  Income Taxes - Federal  income taxes  increased  $3.1 million from
$1.7 million in 1995 to $4.8 million in 1996.  This was  primarily due to higher
pre-tax operating  income.  The effective tax rate was 34.3% in 1996 compared to
32.7% in 1995.

Liquidity and Capital Resources

     Security-Connecticut  Corporation  is a  holding  company  whose  principal
assets are Arrowhead Ltd. and SCL and its wholly owned insurance subsidiary. The
Company is dependent on receiving  dividends  from SCL and Arrowhead Ltd. to pay
operating expenses, meet debt service payments and make dividend payments to its
shareholders.   The  dividends  from  SCL  are  subject  to  certain   statutory
limitations.

     Cash  flow  from  SCL's  insurance  operations  consists  primarily  of its
contractual  obligations  to  policyholders  and  annuitants  and its payment of
dividends  to the  Company.  The  primary  source of meeting  these  contractual
requirements is investment income from its total investment portfolio, scheduled
maturities from its  available-for-sale  fixed maturity security portfolio,  and
principal  repayments  from its  mortgage  portfolio,  as well as a  portion  of
premium income.

     To provide for additional  liquidity to meet normal  variations in contract
obligations,  the Company maintains cash and short-term investments, a revolving
credit facility and a significant portion (82.5% at March 31, 1996) of its fixed
maturity  portfolio in readily  marketable  public debt securities.  The Company
believes that its liquidity  needs are  adequately  met with the  aforementioned
investment  policies,  combined with the contractual terms of its life insurance
and annuity products.




                                      -8-
<PAGE>


     The Company has entered  into several  interest  rate cap  agreements  as a
hedge against rising  interest  rates in its SPDA  investment  portfolio.  As of
March 31, 1996,  these  agreements  established  cap rates ranging from 7.87% to
12.5% on notional principal of $410 million with termination dates through 2001.
The aggregate cost of $2.5 million is being  amortized to net investment  income
over the effective  life of the caps.  These  investments  are reported as fixed
maturity securities and classified as available-for-sale and are carried at fair
value ($1.5 million at March 31, 1996) with unrealized gains and losses reported
in shareholders'  equity.  The Company is exposed to credit loss in the event of
non-performance by counterparties on the caps. Due to the high quality rating of
the  counterparties,  the Company does not anticipate  non-performance by any of
the counterparties.  The amount of such exposure is approximately the unrealized
gain in such contracts as interest rates rise.

     The Company does not believe that  inflation  has had a material  effect on
its  consolidated  results of  operations.  The Company  manages its  investment
portfolio  in part to reduce its  exposure to  interest  rate  fluctuations.  In
general, the market value of the Company's fixed maturity portfolio increases or
decreases in inverse  relationship  with fluctuations in interest rates, and the
Company's net investment  income  increases or decreases in direct  relationship
with interest rate changes.  For example,  if interest rates decline (as was the
case in 1995), the Company's fixed maturity investments  generally will increase
in market  value,  while net  investment  income may decrease as fixed  maturity
investments  mature or are sold and proceeds  are  reinvested  at the  declining
rates. If interest rates increase (as was the case in 1994), the Company's fixed
maturity  investments  generally  will  decrease  in  market  value,  while  net
investment income may increase as fixed maturity  investments mature or are sold
and proceeds are reinvested at the increased rates.

     Interest  rate  changes  may  have  temporary   effects  on  the  sale  and
profitability of the universal life and annuity products offered by the Company.
For example, if interest rates rise, competing investments (such as annuities or
life insurance  offered by the Company's  competitors,  certificates of deposit,
mutual funds,  and similar  instruments) may become more attractive to potential
purchasers  of the  Company's  products  until the  Company  increases  the rate
credited to holders of its universal life and annuity  products.  As part of the
Company's  management  of  interest  spreads,  the Company  constantly  monitors
interest  rates with respect to a spectrum of durations  and sells  policies and
annuities that permit flexible responses to interest rate changes.


Part II - Other Information
- - ---------------------------

ITEMS 1, 2, 3, 4, and 5 are either  inapplicable or are answered in the negative
and are omitted pursuant to the instructions to Part II.



ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
- - -----------------------------------------

  a.) Exhibit 12.01 Calculation of ratio of earnings to fixed charges, page 11.

  b.) The Company did not file any reports on Form 8-K during the three
      months ended March 31, 1996.



                                      -9-
<PAGE>





                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) 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.


                        SECURITY-CONNECTICUT CORPORATION
                                  (Registrant)


Date: May 7, 1996                   /s/Ronald D. Jarvis                    
      -----------------             ---------------------------------------
                                    Ronald D. Jarvis,  Chairman, President
                                    and Chief Executive Officer 
                                    (Principal Executive Officer); Director



Date: May 7, 1996                   /s/Robert J. Voight
      -----------------             ---------------------------------------
                                    Robert J. Voight, Senior Vice President,
                                    Financial Management
                                    (Principal Financial Officer)



Date: May 7, 1996                   /s/Richard D. Mocarski
      -----------------             ---------------------------------------
                                    Richard D. Mocarski,  Vice President,
                                    Controller and Treasurer
                                    (Principal Accounting Officer)


                                      -10-




<TABLE>
<CAPTION>
                                                                                  Exhibit 12.01

                             SECURITY-CONNECTICUT CORPORATION
                    CALCULATION OF RATIO OF EARNINGS TO FIXED CHARGES





                                    Three Months
                                       Ended
                                      March 31,           Year Ended December 31,
                                      -------- ------------------------------------------------
                                        1996     1995      1994     1993(1)   1992(1)   1991(1)
                                      -------- --------  --------  --------  --------  --------
                                              (thousands of dollars, except ratio data)
Earnings:
Income before federal
  income tax and
  cumulative effects
<S>                                   <C>      <C>       <C>       <C>       <C>       <C>     
  of accounting change .............  $ 14,028 $ 36,396  $ 37,967  $ 40,513  $ 32,815  $ 39,782
Fixed charges, excluding
  interest on annuities
  and financial products ...........     1,639    6,355     5,027     4,434     4,760     6,130
                                      -------- --------  --------  --------  --------  --------

  Earnings, excluding interest
   on annuities and
   financial products ..............    15,667   42,751    42,994    44,947    37,575    45,912

Interest on annuities and
  financial products ...............    21,630   87,034    75,747    70,785    67,708    59,339
                                      -------- --------  --------  --------  --------  --------

  Earnings .........................  $ 37,297 $129,785  $118,741  $115,732  $105,283  $105,251
                                      ======== ========  ========  ========  ========  ========

Fixed Charges:
Interest expense on debt ...........  $  1,169 $  4,495  $  3,208  $  2,641  $  2,990  $  4,381
Interest component of
  rent expense .....................       470    1,860     1,819     1,793     1,770     1,749
                                      -------- --------  --------  --------  --------  --------

  Fixed charges, excluding
   interest on annuities and
   financial products ..............     1,639    6,355     5,027     4,434     4,760     6,130

Interest on annuities and
  financial products ...............    21,630   87,034    75,747    70,785    67,708    59,339
                                      -------- --------  --------  --------  --------  --------

  Fixed charges ....................  $ 23,269 $ 93,389  $ 80,774  $ 75,219  $ 72,468  $ 65,469
                                      ======== ========  ========  ========  ========  ========

Ratios of Earnings to Fixed Charges:
Excluding interest on annuities
  and financial products (2) .......      9.56     6.73      8.55     10.14      7.89      7.49

Including interest on annuities
  and financial products (3) .......      1.60     1.39      1.47      1.54      1.45      1.61

<FN>

(1) The amounts  reported are pro-forma and assume the $65 million Term Note was
    outstanding in years 1993-1991,  at LIBOR plus .75%, as more fully described
    in the Company's financial  statements included in its Annual Report on Form
    10-K, for the year ended December 31, 1995.
(2) This ratio is comprised of the relationship of "earnings  excluding interest
    on annuities and financial products" to "fixed charges excluding interest on
    annuities and financial products" as disclosed above.
(3) This ratio is comprised of the relationship of "earnings" to "fixed charges"
    as disclosed above.
</FN>
</TABLE>
                                      -11-

<TABLE> <S> <C>


<ARTICLE>                                           7
<LEGEND>
This  schedule  contains  summary  financial   information  extracted  from  the
financial statements for the three month period ended March 31, 1996 as filed on
Form 10-Q and is qualified in its entirety by reference to such Form 10-Q.
</LEGEND>
<CIK>                         0000913601
<NAME>                        Security-Connecticut Corporation
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1996
<PERIOD-END>                                   MAR-31-1996
<DEBT-HELD-FOR-SALE>                           1,550,945,000
<DEBT-CARRYING-VALUE>                                      0
<DEBT-MARKET-VALUE>                                        0
<EQUITIES>                                         1,930,000
<MORTGAGE>                                       144,098,000
<REAL-ESTATE>                                              0
<TOTAL-INVEST>                                 1,777,052,000
<CASH>                                            20,099,000
<RECOVER-REINSURE>                                38,599,000
<DEFERRED-ACQUISITION>                           371,868,000
<TOTAL-ASSETS>                                 2,312,359,000
<POLICY-LOSSES>                                1,701,935,000
<UNEARNED-PREMIUMS>                                        0
<POLICY-OTHER>                                             0
<POLICY-HOLDER-FUNDS>                             55,385,000
<NOTES-PAYABLE>                                   75,000,000
                                      0
                                                0
<COMMON>                                              86,000
<OTHER-SE>                                       333,851,000
<TOTAL-LIABILITY-AND-EQUITY>                   2,312,359,000
                                        47,942,000
<INVESTMENT-INCOME>                               33,533,000
<INVESTMENT-GAINS>                                 4,135,000
<OTHER-INCOME>                                       159,000
<BENEFITS>                                        49,425,000
<UNDERWRITING-AMORTIZATION>                       11,111,000
<UNDERWRITING-OTHER>                              11,007,000
<INCOME-PRETAX>                                   14,028,000
<INCOME-TAX>                                       4,815,000
<INCOME-CONTINUING>                                9,213,000
<DISCONTINUED>                                             0
<EXTRAORDINARY>                                            0
<CHANGES>                                                  0
<NET-INCOME>                                       9,213,000
<EPS-PRIMARY>                                           1.07
<EPS-DILUTED>                                           1.07
<RESERVE-OPEN>                                             0
<PROVISION-CURRENT>                                        0
<PROVISION-PRIOR>                                          0
<PAYMENTS-CURRENT>                                         0
<PAYMENTS-PRIOR>                                           0
<RESERVE-CLOSE>                                            0
<CUMULATIVE-DEFICIENCY>                                    0
        


</TABLE>


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