AFLAC INC - 10-K Annual Report

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

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

For the fiscal year ended December 31, 1995 Commission file no. 1-7434
----------------- ------

AFLAC INCORPORATED
- ----------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)

Georgia 58-1167100
- ------------------------------------ ----------------------------
(State of Incorporation) (I.R.S. Employer
Identification No.)

1932 Wynnton Road, Columbus, Georgia 31999
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(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code 706-323-3431

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Name of Each Exchange
Title of Each Class on Which Registered
----------------------------------------------------------------------
Common Stock, $.10 Par Value New York Stock Exchange
Pacific Stock Exchange
Tokyo Stock Exchange

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE

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 .
---- ----

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.
--------

The number of shares of the registrant's Common Stock outstanding at March
18, 1996, with $.10 par value, was 142,142,286. The aggregate market value
of the voting stock held by non-affiliates of the registrant as of March 18,
1996 was $4,382,039,560.

DOCUMENTS INCORPORATED BY REFERENCE

PART I Item 1 Exhibit 13 - pages 13-5 to 13-19 (Management's
Discussion and Analysis of Financial
Condition and Results of Operations (MD&A)),
pages 13-32 to 13-39 (Notes 2 and 3 of the
Notes to the Consolidated Financial
Statements), and pages 13-50 to 13-51
(Note 10). The applicable portions of the
Company's Annual Report to Shareholders for
the year ended December 31, 1995, are
included as Exhibit 13

Item 2 Exhibit 13 - pages 13-18 (Cash Flow section of
MD&A) and page 13-41 (Note 5)

PART II Item 5 Exhibit 13 - pages 13-1, 13-2 and 13-48
(Note 9)

Item 6 Exhibit 13 - pages 13-3 and 13-4

Item 7 Exhibit 13 - pages 13-5 to 13-19

Item 8 Exhibit 13 - pages 13-20 to 13-58

PART III Item 10 Incorporated by reference from the
definitive Proxy Statement for the Annual
Meeting of Shareholders to be held April 8,
1996 (the Proxy Statement)

Item 11 Incorporated by reference from the Proxy
Statement

Item 12 Incorporated by reference from the Proxy
Statement

Item 13 Incorporated by reference from the Proxy
Statement

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AFLAC Incorporated
Annual Report on Form 10-K
For the Year Ended December 31, 1995

Table of Contents
Page
______
PART I

Item 1. Business................................................ I- 1

Item 2. Properties.............................................. I-14

Item 3. Legal Proceedings....................................... I-15

Item 4. Submission of Matters to a Vote of Security Holders..... I-15

Item 4A. Executive Officers of the Company....................... I-16

PART II

Item 5. Market for Company's Common Equity and Related
Shareholder Matters................................... II- 1

Item 6. Selected Financial Data................................. II- 1

Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations................... II- 1

Item 8. Financial Statements and Supplementary Data............. II- 1

Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure................... II- 1

PART III

Item 10. Directors and Executive Officers of the Company......... III- 1

Item 11. Executive Compensation.................................. III- 1

Item 12. Security Ownership of Certain Beneficial Owners and
Management............................................ III- 1

Item 13. Certain Relationships and Related Transactions.......... III- 1

PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K........................................... IV- 1

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PART I

ITEM 1. BUSINESS

GENERAL DESCRIPTION

AFLAC Incorporated (the Parent Company) was incorporated in 1973 under
the laws of the State of Georgia and acts as a general business holding
company. The Parent Company is a management company principally engaged,
through its insurance subsidiaries, in providing supplemental health
insurance products in the United States and Japan. In addition, the Parent
Company, through subsidiaries and a general partnership with American Family
Life Assurance Company of Columbus (AFLAC), operates in television
broadcasting. In 1994, AFLAC transferred its minor Canadian insurance
subsidiary to the Parent Company. As a management company, the Parent
Company oversees the operations of its subsidiaries and provides capital and
management services.

AFLAC Incorporated and its subsidiaries (the Company) have only one
significant industry segment - insurance. For financial information
relating to the Company's foreign and U.S. operations, see Exhibit 13, pages
13-5 to 13-19 (Management's Discussion and Analysis of Financial Condition
and Results of Operations (MD&A)) and page 13-32 (Note 2 of Notes to the
Consolidated Financial Statements), which are incorporated herein by
reference.

The Parent Company's principal operating subsidiary is AFLAC, which
operates principally in the United States and Japan. AFLAC is a specialty
insurer whose dominant business is individual supplemental health insurance
with emphasis on cancer expense insurance plans. Management believes AFLAC
is the world's leading writer of cancer expense insurance. In recent years,
AFLAC has diversified its product offerings to include other types of
supplemental health products in both the United States and Japan. The Japan
Branch (AFLAC Japan) also sells long-term care plans, supplemental general
medical expense plans and a living benefit life plan. The United States
operation (AFLAC U.S.), in addition to cancer expense plans, also sells
other types of supplemental health insurance, including hospital intensive
care, accident and disability, hospital indemnity, long-term care, short-
term disability and Medicare supplement plans. AFLAC U.S. also offers
several life insurance plans.

The Company is authorized to conduct insurance business in all 50
states, the District of Columbia, and several U.S. territories and foreign
countries. The Company's only significant foreign operation is AFLAC
Japan, which accounted for 85% of the Company's total revenues in 1995.

On February 13, 1996, the board of directors declared a three-for-two
stock split to shareholders of record as of February 29, 1996, payable on
March 18, 1996. Share and per-share amounts have been adjusted to reflect
this split.

Insurance premiums and investment income from insurance operations are
the major sources of revenues. The Company's consolidated premium income
was $6.1 billion for 1995, $5.2 billion for 1994 and $4.2 billion for 1993.

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The following table sets forth consolidated premiums earned by class
offered by AFLAC in Japan and the United States for the three years ended
December 31.

(In thousands) 1995 1994 1993
---------- ---------- ----------
Premiums earned:
Health insurance $ 6,037,206 $ 5,148,406 $ 4,192,259
Life and other insurance 17,937 15,149 14,488
---------- ---------- ----------
Total U.S. and Japan
premiums earned $ 6,055,143 $ 5,163,555 $ 4,206,747
========== ========== ==========

The following table sets forth the changes in annualized premiums in
force for AFLAC health insurance for the years ended December 31.

(In thousands) 1995 1994 1993
---------- ---------- ----------
Annualized premiums in force,
at beginning of year $ 5,578,987 $ 4,460,076 $ 3,628,961
New issues including
policy conversions 965,321 922,773 801,937
Change in unprocessed
policies (107,287) 212,058 154,684
Lapses and surrenders (408,366) (347,020) (302,690)
Other (11,676) (129,932) (143,432)
Foreign currency translation
adjustment (179,096) 461,032 320,616
---------- ---------- ----------
Annualized premiums in force,
at end of year $ 5,837,883 $ 5,578,987 $ 4,460,076
========== ========== ==========

INVESTMENTS AND INVESTMENT RESULTS

Effective January 1, 1994, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 115, Accounting for Certain Investments in
Debt and Equity Securities, issued by the Financial Accounting Standards
Board. Under the provisions of SFAS No. 115, fixed-maturity securities
available for sale are carried at fair value. Previously, fixed-maturity
securities were carried at amortized cost. Prior year numbers have not been
restated. The fair value of fixed-maturity securities available for sale
exceeded amortized cost by $2.6 billion and $820.9 million at December 31,
1995 and 1994, respectively. For additional information regarding SFAS No.
115, see Exhibit 13, page 13-34 (Note 3 of Notes to the Consolidated
Financial Statements).

The Company's investments (including cash) were $20.0 billion at
December 31, 1995. Since December 31, 1994, total investments, including
unrealized gains on fixed-maturity securities, increased $4.1 billion, or
25.3%. AFLAC Japan investments increased $3.6 billion (24.7%), while AFLAC
U.S. investments increased $416.3 million (33.1%). Since December 31, 1994,
total investments, excluding unrealized gains on fixed-maturity securities,

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have increased $2.3 billion, or 15.2%. AFLAC Japan investments increased
$2.0 billion (14.7%), while AFLAC U.S. investments increased $265.4 million
(20.3%). Net investment income of $1.0 billion in 1995 continued to be a
growing source of revenues and earnings for the Company, increasing $186.1
million in 1995 over 1994 and $149.6 million in 1994 over 1993. It is
generally AFLAC's policy to invest in high-grade investments, principally in
government, and high-quality public utility and corporate bonds.

AFLAC primarily operates within the investment environments of the
United States and Japan. Although aspects of these two financial markets
are slowly converging, they remain fundamentally different. For example,
differences in asset selection, liquidity, credit quality, accounting
practices, insurance regulations and taxation affect the way the Company
invests and purchases securities. The challenge is to integrate the varied
market characteristics of Japan and the United States into a unified and
coherent investment strategy. The Company has streamlined and integrated
the organizational structure of investment operations into a single
functional unit and has set specific worldwide criteria regarding credit
quality, liquidity, compliance with regulatory requirements and conformance
to product needs.

INVESTMENTS - JAPAN

During 1995, 90.3% of AFLAC Japan's yen cash flow available for
investment was allocated to yen-denominated fixed-maturity securities, while
the remaining 9.7% was invested in dollar-denominated securities. Of the
total amount invested in yen-denominated securities in 1995, 26.0% was
invested in Japanese government bonds at a yield of 3.84%, 33.7% was
invested in the longer-dated private sector at a rate of 5.07%, 6.0% was
invested in municipal bonds at a rate of 3.95%, and the remaining 24.6% was
invested in assorted sectors of yen-denominated fixed-maturity securities at
an average rate of 4.19%.

At year-end 1995, Japanese government bonds accounted for 37.7% of
AFLAC Japan's total investments (at amortized cost). Twenty-year government
bonds made up the majority of AFLAC Japan's government bond holdings. AFLAC
Japan continued to use longer-dated corporate instruments in 1995, which
provide a better match of asset and liability durations, and these
instruments accounted for 20.3% of total investments in Japan at year-end.
At the end of the year, municipal securities represented 5.3% of the total
investments, while utility bonds represented 18.1%. Other assorted sectors
accounted for 11.1%, and dollar-denominated securities represented 7.5% of
AFLAC Japan's total investments.

The Company increased its commitment to the dollar-denominated
portfolio of AFLAC Japan's invested assets during 1995. AFLAC Japan added
$307.9 million to this portfolio at an average yield of 7.55%. AFLAC
Japan's dollar-denominated portfolio represented 7.5% of total investments
in Japan, or $1.3 billion at the end of 1995, compared with $951.3 million
at the end of 1994. Investments in dollar-denominated fixed-maturity
securities provide certain tax and yield advantages to the Company.

The Company continued to avoid the Japanese equity and investment real
estate markets in 1995. AFLAC Japan's equity portfolio accounted for only
.1% of invested assets at year-end, and the Company does not expect this

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portion to increase in 1996. The Company also does not anticipate any
change in the current level of mortgage loans on Japanese real estate, which
was less than .1% of total investments at year-end.

INVESTMENTS - U.S.

Profits repatriated from AFLAC Japan to AFLAC U.S. totaled $140.5
million in 1995, up from $132.9 million in 1994. Of the $140.5 million in
1995, $21.2 million was transferred to the Parent Company. Repatriation
benefits consolidated operations because higher investment yields can be
earned on funds invested in the United States. Also, income tax expense is
presently lower on investment income earned in the United States. The
Company expects future profit repatriation to continue to have a positive
impact on its consolidated net earnings.

AFLAC U.S. continued to focus on purchasing securities that emphasize
safety and liquidity. AFLAC U.S. maintained its overall investment quality
throughout the year. Almost half of the fixed-maturity portfolio was rated
"AA" or better at the end of the year.

Including profit repatriation, AFLAC U.S. invested $660.7 million in
1995. Of that amount, approximately 46.3% was invested in U.S. government
or agency securities at an average yield to maturity of 7.82%, 42.4% was
invested in corporate fixed-maturity securities at 7.66%, and 5.1% was
allocated to various other sectors at an average yield of 7.17%. We also
added approximately $41.1 million, or 6.2% of total funds available for
investment, to the AFLAC U.S. equity portfolio.

At the end of 1995, fixed-maturity securities continued to dominate
AFLAC U.S. total investments. Fixed-maturity securities represented 85.0%
of total investments at the end of the year. Within that category, U.S.
government and agency securities accounted for 17.7% of the holdings, while
corporate securities were 58.9%. Equity investments made up 5.7% of total
investments. Mortgage loans on real estate remained immaterial.

For information on the composition of the Company's investment
portfolio and investment results, see Part IV, Schedule I, and Exhibit 13,
pages 13-15 to 13-19 (discussions relating to Balance Sheet and Cash Flow)
and pages 13-34 to 13-41 (Notes 3 and 4 of Notes to the Consolidated
Financial Statements), which are incorporated herein by reference.

INSURANCE - JAPAN

The following table sets forth AFLAC Japan's premiums earned by product
line for the last three years ended December 31.

(In thousands) 1995 1994 1993
---------- ---------- ----------
Premiums earned:
Cancer expense $ 4,752,338 $ 4,054,697 $ 3,259,705
Other accident and health 440,635 316,395 224,555
Life insurance 2,378 - -
---------- ---------- ----------
Total AFLAC Japan
premiums earned $ 5,195,351 $ 4,371,092 $ 3,484,260
========== ========== ==========
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The following table sets forth the changes in annualized premiums in
force for AFLAC Japan health insurance for the years ended December 31:

(In thousands) 1995 1994 1993
---------- ---------- ----------
Annualized premiums in force,
at beginning of year $ 4,718,783 $ 3,672,594 $ 2,914,428
New issues including
policy conversions 690,170 680,879 576,127
Change in unprocessed
policies (105,496) 209,392 157,142
Lapses and surrenders (200,507) (163,047) (145,567)
Other (23,075) (142,067) (150,152)
Foreign currency translation
adjustment (179,096) 461,032 320,616
---------- ---------- ----------
Annualized premiums in force,
at end of year $ 4,900,779 $ 4,718,783 $ 3,672,594
========== ========== ==========

INSURANCE PLANS - JAPAN

AFLAC's insurance is supplemental in nature and is designed to provide
insurance to cover the medical and nonmedical costs that are not reimbursed
by other forms of Japanese health insurance coverage.

The cancer expense insurance plans offered in Japan are basically daily
indemnity plans, providing a fixed amount for each day the insured is
hospitalized for treatment of cancer. The plans differ from the AFLAC U.S.
cancer plans (described on pages I-9 and I-10) in that the Japanese policies
also provide death benefits and cash surrender values (the Company estimates
that approximately 28% of the premiums earned are associated with these
benefits).

In 1992, AFLAC broadened its product line with the introduction of a
new care product, "Super Care." Super Care provides periodic benefits to
those who become bedridden, demented or seriously disabled due to illness or
accident. This plan is offered with several riders, providing death
benefits or additional care benefits to enhance coverage. Prior to the
introduction of the Super Care plan, AFLAC marketed a plan that primarily
provided dementia care benefits.

In 1995, the Company introduced two other products in Japan. The first
product is an improved medical expense policy. It is similar to hospital
indemnity insurance products in the United States and provides cash benefits
to policyholders when they are hospitalized. The market for medical expense
coverage in Japan is very competitive, but the Company believes the revised
policy will give AFLAC Japan's agents greater flexibility in product
offerings.

AFLAC Japan also introduced a new living benefit life plan. This
product is a life insurance policy that provides lump-sum benefits when
policyholders experience heart attack, cancer or stroke. The Company is
offering this product in two forms - as a stand-alone policy or as a rider
to the cancer plan. Marketing efforts for living benefit life primarily
focus on the sale of the rider. Introduction of the rider began in late

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1995. AFLAC Japan sold more than 406,000 living benefit life riders in the
last four months of the year. Sales of the rider for the year exceeded $77
million in new annualized premium. The Company anticipates very strong
results from this new product in 1996, its first full year of availability.

Due to the continued low level of available investment yields in Japan,
the Ministry of Finance has permitted insurers to increase premium rates on
new policy issues in recent years. AFLAC Japan increased premium rates by
an average of 16% on all cancer policy sales made after July 1, 1994.
Premium rates on care policy new issues were increased by an average of 10%
in both November 1993 and 1995. As a result of continuing low yields, the
Company expects to increase premium rates on all new policy issues by an
additional 10% beginning in the second half of 1996.

AGENCY FORCE - JAPAN

The development of a "corporate agency" system has been important to
the growth of AFLAC Japan. Affiliated corporate agencies are formed when
companies establish subsidiary businesses to sell AFLAC products to their
employees, suppliers and customers. These agencies help AFLAC Japan reach
the employees of almost all of Japan's large corporations. AFLAC has no
ownership interest in these corporate agencies.

AFLAC products are also sold through independent corporate agencies and
individual agencies that are not affiliated with large companies. At
December 31, 1995, there were 5,224 agencies in Japan with 20,375 licensed
agents. Agents' activities are principally limited to insurance sales, with
policyholder service functions handled by the main office in Tokyo and 47
sales offices located throughout Japan.

COMPETITION - JAPAN

In 1974, AFLAC became the second foreign (non-Japanese) life insurance
company to gain direct access to the Japanese insurance market by obtaining
a license to do business in Japan. Through 1981, AFLAC was the only company
in Japan authorized to issue a cancer expense insurance policy. Since that
time, several other life companies have been permitted to offer cancer
insurance. However, AFLAC remains the leading issuer of cancer expense
insurance coverage in Japan, principally due to its lead time in the market,
unique marketing system (see Agency Force), low-cost operations and product
expertise developed in the United States. AFLAC has been very successful in
the sale of cancer expense policies in Japan, with over 12.2 million cancer
policies in force at December 31, 1995.

During 1994, the governments of Japan and the United States held a
series of trade talks. The U.S.-Japan Framework Agreement negotiations
discussed the possibility of opening various Japanese market sectors,
including insurance, to expanded foreign competition. During the
discussions, the Japanese government agreed to avoid any radical changes in
the third sector of the insurance market until a substantial portion of the
life and non-life insurance sectors are deregulated. AFLAC and other
foreign-owned insurers, as well as some small to medium-sized Japanese
insurers, operate in the third sector.

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In 1996, the Japanese government will adopt a framework for long-term
deregulation of the financial services businesses in Japan. The principles
upon which deregulation of the Japanese insurance industry is based are: to
promote competition and to enhance efficiency through deregulation and
liberalization; to preserve soundness; and to secure fairness and equity in
business operations. As Japan begins gradually deregulating the insurance
industry, the marketplace should become more competitive; however, the
ultimate changes and their effects on AFLAC Japan are not presently
determinable. But, due to the Company's unique marketing distribution
system and low-cost operations in Japan, AFLAC believes it should not be
directly affected by deregulation in Japan in the immediate future.

AFLAC's strategy for future growth in Japan centers on the expansion of
the Company's product line. Although the basic plan for growth is the same
in Japan as in the United States, management has had to formulate a strategy
specifically tailored for the Japanese insurance marketplace, which is very
different from the U.S. system. There are only 31 life insurance companies
in Japan, compared with more than 2,000 life insurers in the United States.
In Japan, insurers have traditionally been restricted in the types of
policies they could offer. However, as Japan begins deregulating the
insurance industry, the marketplace should become more competitive, with
insurers able to offer more types of products as they do in the United
States.

REGULATION AND REMITTANCE OF FUNDS - JAPAN

Payments are made from AFLAC Japan to the Parent Company for management
fees, and to AFLAC U.S. for allocated expenses and remittances of earnings.
These payments totaled $179.5 million in 1995, $167.9 million in 1994 and
$133.4 million in 1993. Management fees paid to the Parent Company are
largely based on expense allocations.

A portion of AFLAC Japan annual earnings, as determined on a Japan
statutory accounting basis, can be remitted each year to AFLAC U.S. after
satisfying various conditions imposed by Japanese regulatory authorities for
protecting policyholders and obtaining remittance approvals from such
authorities. These conditions include compliance with risk-based capital
guidelines for Japanese insurers. Profit remittances to the United States
can fluctuate due to changes in the amounts of Japanese regulatory earnings.
Among other items, factors affecting regulatory earnings include Japanese
regulatory accounting practices and fluctuations in currency translations of
AFLAC Japan's U.S. dollar-denominated investments into yen. It is expected
that profit remittances will continue in future years, based on projected
annual earnings of AFLAC Japan as computed on a Japanese regulatory
accounting basis.

Japan statutory accounting practices differ in many respects from U.S.
generally accepted accounting principles. Under Japan statutory accounting
practices, policy acquisition costs are charged off immediately, policy
benefit and claim reserving methods are different, deferred income tax
liabilities are not recognized, and investment securities are generally
carried at cost.

As part of the deregulation process, the Japanese Ministry of Finance
(MOF) is developing new solvency regulations and standards that represent a
form of risk-based capital requirements. AFLAC Japan must meet these

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requirements to continue profit transfers to AFLAC U.S. At this time, AFLAC
Japan is in compliance with the proposed new standards, and management does
not expect these requirements to adversely affect the repatriation of funds
from Japan in the foreseeable future.

The insurance business in Japan, which is conducted as a branch office
of AFLAC, is subject to regulation by the MOF, similar to the regulation and
supervision in the United States as described on pages I-12 and I-13 under
"Regulation - U.S." AFLAC Japan files annual reports and financial
statements for the Japanese insurance operations based on a March 31 year-
end, prepared in accordance with Japanese regulatory accounting practices
prescribed or permitted by the MOF. Also, financial and other affairs of
AFLAC Japan are subject to examination by the MOF.

Reconciliations of AFLAC Japan net assets on a GAAP basis to net assets
determined on a Japanese regulatory accounting basis as of December 31 are
as follows:

(In thousands - unaudited) 1995 1994
---------- ----------
Net assets on GAAP basis $ 1,817,106 $ 1,564,938
Elimination of deferred policy
acquisition costs (2,067,409) (1,951,549)
Reduction in carrying value of fixed-
maturity investments for fair value
and foreign exchange adjustments (2,613,600) (978,855)
Adjustment to policy liabilities 2,205,072 500,952
Elimination of deferred income taxes 1,211,187 1,223,368
Reduction in premiums receivable (237,929) (227,270)
Other, net 98,378 97,041
---------- ---------
Net assets on Japanese regulatory
accounting basis $ 412,805 $ 228,625
========== =========

For additional information regarding AFLAC Japan's operations, see
Exhibit 13, pages 13-8 to 13-11 (AFLAC Japan section of MD&A) and pages 13-
32 and 13-50 (Notes 2 and 10 of Notes to the Consolidated Financial
Statements), which are incorporated herein by reference.

EMPLOYEES - JAPAN

AFLAC Japan employed 1,571 full-time and 157 part-time employees at
December 31, 1995. AFLAC Japan considers its employee relations to be
excellent.

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INSURANCE - U.S.

The following table sets forth AFLAC U.S. premiums earned by product
line for the last three years ended December 31.

(In thousands) 1995 1994 1993
-------- -------- --------
Premiums earned:
Cancer expense $ 402,789 $ 384,943 $ 369,256
Other accident and health 441,444 392,371 338,743
Life insurance 15,559 15,149 14,488
-------- -------- --------
Total AFLAC U.S.
premiums earned $ 859,792 $ 792,463 $ 722,487
======== ======== ========

The following table sets forth the changes in annualized premiums in
force for AFLAC U.S. health insurance for the years ended December 31.

(In thousands) 1995 1994 1993
--------- --------- ---------
Annualized premiums in force, at
beginning of year $ 860,204 $ 787,482 $ 714,533
New issues including policy
conversions 275,151 241,894 225,810
Change in unprocessed policies (1,791) 2,666 (2,458)
Lapses (207,859) (183,973) (157,123)
Other 11,399 12,135 6,720
--------- --------- ---------
Annualized premiums in force, at
end of year $ 937,104 $ 860,204 $ 787,482
========= ========= =========

HEALTH INSURANCE PLANS - U.S.

AFLAC's insurance is supplemental in nature and is designed for people
who already have major medical or primary insurance coverage. All of
AFLAC's supplemental health insurance plans are guaranteed renewable for the
lifetime of the policyholder. Guaranteed-renewable coverage may not be
cancelled by the insurer, but premium rates on existing and future policies
may be increased by class of policy in response to claims experience higher
than originally expected (subject to federal and state loss-ratio
guidelines) on a uniform, nondiscriminatory, statewide basis subject to
state regulatory approval.

AFLAC's cancer plans are designed to provide insurance benefits for
medical and nonmedical costs that are generally not reimbursed by major
medical insurance. AFLAC currently offers a series of four different cancer
plans in the United States that vary by benefit amount and type. All four
plans provide a first occurrence benefit that pays an initial amount when
internal cancer is first diagnosed, a fixed amount for each day an insured
is hospitalized for cancer treatment, and benefits for medical, radiation,
chemotherapy, surgery and a "wellness" benefit applicable toward certain
diagnostic tests such as mammograms, pap smears, flexible sigmoidoscopy,
etc. Two of the plans currently offered contain benefits that reimburse the
insured for nursing services, anesthesia, prosthesis, blood, plasma, second

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surgical opinion, ambulance, transportation, family lodging, extended care
facility, bone marrow transplant and hospice. The remaining two plans make
these benefits available as an optional schedule of benefits rider. AFLAC
also issues several riders, including one that increases the amount of the
first occurrence benefit on each rider anniversary date until the covered
person reaches age 65 or until internal cancer is diagnosed. AFLAC
periodically introduces new forms of coverage, revising benefits and related
premiums based upon the anticipated needs of the policyholders and AFLAC's
claim experience.

AFLAC offers an accident and disability policy to protect against
losses resulting from accidents. The accident portion of the policy
includes lump sum benefits for accidental death, dismemberment and specific
injuries. Fixed benefits for hospital confinement, emergency treatment,
follow-up treatments, ambulance, transportation, family lodging, wellness,
prosthesis, medical appliances and physical therapy are also provided.
Optional disability riders are available to the primary insured only and
include choices of a sickness disability rider, on-the-job disability rider
and off-the-job disability rider. These benefits are payable up to a
maximum benefit period of one year and for one disability at a time.

AFLAC currently markets five of the Medicare Supplement Standardized
Plans, with the majority of sales being for Plans F and C. The plans are
priced on an issue-age basis. Under this method, rates are revised due to
changes in the Medicare program and medical inflation. There is no
automatic rate increase due to the aging of the insured. Premium rates are
determined based on zip code groupings, which are adjusted for increases in
costs for each area. The benefits provided range from the basic plan,
covering Part A and B coinsurance, to plans with more extensive coverage,
including Part A and B deductibles, skilled nursing coinsurance, Part B
excess and other benefits. AFLAC U.S. does not market the standardized
plans covering prescription drug benefits.

AFLAC also issues other supplemental health insurance, such as
intensive care, which is a low-premium policy that provides protection
against the high cost of intensive care facilities during hospital
confinement, regardless of reimbursements from other insurers. Other types
of health insurance issued by AFLAC include a long-term convalescent care
policy, long- and short-term disability, and a hospital confinement
indemnity policy.

LIFE INSURANCE PLANS - U.S.

AFLAC issues various life insurance policies including whole life,
limited pay life, voluntary group term life and term life coverage.

AGENCY FORCE AND MARKETING - U.S.

AFLAC's sales agents are licensed to sell accident and health
insurance, and many are also licensed to sell life insurance. Most agents'
efforts are directed toward selling supplemental health insurance. The 1995
monthly average number of U.S. agents actively producing business was 6,121,
compared with 5,489 in 1994 and 5,110 in 1993.

I-10

Agents' activities are principally limited to sales, with all
policyholder service functions, including issuance of policies, premium
collection, payment notices and claims handled by the staff at headquarters.
Agents are paid commissions based on first-year and renewal premiums from
their sales of health and life insurance products. AFLAC's state, regional
and district sales coordinators, who are independent contractors, are
compensated by override commissions.

AFLAC has concentrated on the development of "payroll marketing" in
marketing its policies. Payroll marketing offers policies to individuals
through common media such as trade and other associations or place of
employment. This manner of marketing is distinct from "group" insurance
sales in that each individual insured is directly contacted by the sales
associate. Policies are individually underwritten in the payroll market,
with premiums generally paid by the employee. Additionally, individuals may
retain their full insurance coverage upon separation from employment or such
affiliation, generally at the same premium. A major portion of premiums on
such sales are collected through payroll deduction or other forms of group
billings. Group-billed plans normally result in a lower average age of the
insured at the time of policy issuance and also result in certain savings in
administrative costs, a portion of which are passed on to the policyholder
in the form of reduced premiums. Management believes that payroll marketing
enables the agency force to reach a greater number of prospective
policyholders than individual solicitation and that this method lowers
distribution costs.

Another valuable marketing and sales tool is the flexible benefits
program, or cafeteria plan, which allows an employee to pay for medical
insurance using pretax dollars. These programs help achieve increased
penetration as agents are required to present the program to all employees.
They also help improve overall persistency levels due to the limited changes
allowed during the plan year.

During 1995 and 1994, AFLAC continued to develop marketing arrangements
with insurance brokers. Also, AFLAC has signed joint-marketing agreements
with several large companies within and outside of the insurance industry.
The core of the Company's distribution network will remain independent
agents. The Company has improved its access to large payroll groups through
insurance brokers and joint-marketing alliances.

In 1995, AFLAC's U.S. premiums collected were $846.4 million, 7.1% of
which was collected in Florida, 6.8% in both Georgia and Texas, 5.6% in
North Carolina and 5.1% in Tennessee. Premiums collected in all other
states were individually less than 5% of AFLAC's U.S. premiums.

COMPETITION - U.S.

The accident and health and life insurance industry in the United
States is highly competitive. AFLAC competes with a large number of other
insurers, some of which have been in business for a longer period of time or
have greater financial resources. In the United States, there are more than
2,000 life and accident and health insurance companies, most of which
compete in the states AFLAC conducts business.

Private insurers and voluntary and cooperative plans, such as Blue
Cross and Blue Shield, provide insurance for meeting basic hospitalization

I-11

and medical expenses. Much of this insurance is sold on a group basis. The
federal and state governments also pay substantial costs of medical
treatment through Medicare and Medicaid programs. Such major medical
insurance generally covers a substantial amount of the medical (but not
nonmedical) expenses incurred by an insured as a result of cancer or other
major illnesses. AFLAC's policies are designed to provide coverage that is
supplemental to coverage provided by major medical insurance. AFLAC's
benefits may also be used to defray nonmedical expenses.

Since other insurers generally do not provide full coverage of medical
expenses or any coverage of nonmedical expenses, AFLAC's supplemental
insurance is not an alternative to major medical insurance, but is sold to
complement major medical insurance by covering the gap between major medical
insurance reimbursements and the total costs of an individual's health care.
AFLAC thus competes only indirectly with major medical insurers in terms of
premium rates and similar factors. However, the scope of the major medical
coverage offered by other insurers does represent a limitation on the market
for AFLAC's products. Accordingly, expansion of coverage by other insurers
or governmental programs could adversely affect AFLAC's business
opportunities. Conversely, any reduction of coverages, such as increased
deductibles and copayments, by other insurers or governmental programs could
favorably affect AFLAC's business opportunities.

AFLAC competes directly with other insurers offering supplemental
health insurance and believes that its current policies and premium rates
are generally competitive with those offered by other companies selling
similar types of insurance.

For additional information regarding U.S. insurance operations, see
Exhibit 13, page 13-12 to 13-14 (AFLAC U.S. section of MD&A), which is
incorporated herein by reference.

REGULATION - U.S.

The Parent Company and its insurance subsidiaries are subject to state
regulations in the United States as an insurance holding company system.
Such regulations generally provide that transactions between companies
within the holding company system must be fair and equitable. In addition,
transfer of assets among such affiliated companies, certain dividend
payments from insurance subsidiaries and material transactions between
companies within the system are subject to prior notice to, or approval by,
state regulatory authorities.

AFLAC and its insurance subsidiaries, in common with all U.S. insurance
companies, are subject to regulation and supervision in the states and other
jurisdictions in which they do business. In general, the insurance laws of
the various jurisdictions establish supervisory agencies with broad
administrative powers relating to, among other things: granting and revoking
licenses to transact business, regulating trade practices, licensing agents,
prior approval of forms of policies and premium rate increases, standards of
solvency and maintenance of specified policy benefit reserves and minimum
loss ratio requirements, capital for the protection of policyholders,
limitations on dividends to shareholders, the nature of and limitations on
investments, deposits of securities for the benefit of policyholders, filing
of annual reports and financial statements prepared in accordance with
statutory insurance accounting practices prescribed or permitted by the

I-12

regulatory authorities, and periodic examinations of the financial, market
conduct, and other affairs of insurance companies. In addition, the
National Association of Insurance Commissioners (NAIC) is currently working
on regulatory initiatives relating to investments, reinsurance, dividend
restrictions, revision of the risk-based capital formula, recodification of
statutory accounting principles and other related matters.

For further information concerning state regulatory and dividend
restrictions, see Exhibit 13, page 13-50 (Note 10 - Statutory Accounting and
Dividend Restrictions of Notes to the Consolidated Financial Statements),
incorporated herein by reference.

A risk-based capital formula was adopted by the NAIC in 1992 for U.S.
life insurance companies that established capital requirements relating to
insurance risk, business risk, asset risk and interest rate risk. These
requirements are intended to facilitate identification by insurance
regulators of inadequately capitalized insurance companies based upon the
types and mixtures of risks inherent in the insurer's operations. The
formulas for determining the amount of risk-based capital specify various
weighting factors that are applied to financial balances or various levels
of activity based on the perceived degree of risk. Regulatory compliance is
determined by a ratio of the company's regulatory total adjusted capital, as
defined by the NAIC, to its authorized control level risk-based capital, as
defined by the NAIC. Companies below specific trigger points or ratios are
classified within certain levels, each of which requires specified
corrective action. The levels are company action, regulatory action,
authorized control and mandatory control.

Companies that have triggered a company action level event are required
to submit a detailed comprehensive financial plan to the domiciliary state
insurance department. In the regulatory action level, in addition to
submitting the comprehensive financial plan, a company may be subjected to a
detailed regulatory investigation. The domiciliary state insurance
department is permitted, but not required, to place the insurance company
under regulatory control when it falls to the authorized control level;
regulatory control is required in the mandatory control level. AFLAC's NAIC
risk-based capital ratio continues to reflect a very strong statutory
capital and surplus position.

Currently, four states have laws, regulations or regulatory practices
that either prohibit the sale of specified disease insurance, such as
AFLAC's cancer expense insurance, or make its sale impractical. These
states are Connecticut, Massachusetts, New Jersey and New York. The
remainder of the states do not impose prohibitions or restrictions that
prevent AFLAC from marketing cancer expense insurance. AFLAC U.S. is
marketing several of its other products in these states, directly or through
a subsidiary.

Under insurance guaranty fund laws in most states in the United States,
insurance companies doing business therein can be assessed up to prescribed
limits for policyholder losses incurred by insolvent companies with similar
lines of business. Such assessments have not been material to the Company
in recent years. The Company believes that future assessments relating to
companies currently involved in insolvency proceedings will not materially
impact the consolidated financial statements.

I-13

The Company continues to monitor developments concerning possible
changes to the U.S. health care system at both the federal and state levels.
The future of health care changes and its impact on AFLAC U.S. cannot be
readily predicted at this time.

EMPLOYEES - U.S.

In its U.S. insurance operations, the Company employed 1,613 full-time
and 39 part-time employees at December 31, 1995. The Company considers its
employee relations to be excellent.

OTHER OPERATIONS

At December 31, 1995, the AFLAC Broadcast Division operated seven
network-affiliated television stations with total assets of $159.6 million.
The Broadcast Division employed 554 full-time and 123 part-time employees at
December 31, 1995. The Broadcast Division considers its employee relations
to be excellent.

The Broadcast Division produced increased revenues and earnings during
1995 as compared with 1994. Revenues increased 5.1%, to $81.6 million.
Pretax earnings before interest expense rose 10.4%, to $19.0 million.
Stations benefited from advertising related to an improved U.S. economy and
strengthened cost controls.

The Broadcast Division has succeeded despite significant changes in the
industry. With the emergence of new cable networks and stations, there are
more outlets for advertising dollars than ever before. Despite the
segmentation of television entertainment and news, network-affiliated
stations continue to effectively deliver mass audiences to advertisers. As
a result, the AFLAC Broadcast Division is able to successfully compete in a
crowded, competitive marketplace.

For additional information regarding broadcast operations, see Exhibit
13, page 13-14 (Other Operations section of MD&A), which is incorporated
herein by reference.

The Company's other operations employed 332 full-time and four part-
time employees at December 31, 1995; employee relations are considered to be
excellent.

ITEM 2. PROPERTIES

AFLAC owns an 18-story office building, which is the worldwide
headquarters of the Parent Company and AFLAC, along with a six-story parking
garage. These structures are located on approximately 14 acres of land in
Columbus, Georgia. In addition, AFLAC Real Estate Holdings, Inc. (AREH), a
wholly owned subsidiary of the Parent Company, owns a two-story building
located on the same property. AFLAC also owns administrative office
buildings located nearby. AFLAC New York also occupies leased office space
in Albany, New York.

In Tokyo, Japan, AFLAC owns an 11-story administrative office building,
which was completed in April 1994. AFLAC also leases office space in Tokyo,

I-14

along with regional sales offices located throughout the country, and owns a
training and computer facility in Tokyo. For further information concerning
the building in Japan, see Exhibit 13, pages 13-18, (discussion concerning
cash flow) and 13-55 (Note 12 of Notes to the Consolidated Financial
Statements), which are incorporated herein by reference. Other foreign
affiliates of the Company also occupy leased office space.

The Broadcast Division owns land, buildings, transmission towers and
other broadcast equipment in the cities where its seven television stations
are located.

ITEM 3. LEGAL PROCEEDINGS

The Company is a defendant in various litigation considered to be in
the normal course of business. Some of this litigation is pending in
Alabama, where large punitive damages bearing little relation to the actual
damages sustained by plaintiffs have been awarded against other companies,
including insurers, in recent years. During 1995, the Company settled
certain litigation in Alabama related to an ancillary line of business.
However, the settlement was not material to the Company's consolidated net
earnings for the year. Although the final results of any litigation cannot
be predicted with certainty, the Company believes the outcome of the
litigation still pending will not have a material adverse effect on the
financial position of the Company.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to the security holders for a vote in
the fourth quarter ended December 31, 1995.

I-15

ITEM 4A. EXECUTIVE OFFICERS OF THE COMPANY
NAME PRINCIPAL OCCUPATION (*) AGE
- ------------------- ------------------------------------- ---
Daniel P. Amos Chief Executive Officer of the 44
Company and AFLAC, Vice Chairman
of the Company; President of the
Company since August 1991

Paul S. Amos Chairman of the Board of the Company 69
and AFLAC.

William J. Bugg, Jr. Senior Vice President, Corporate 56
Actuary of AFLAC

Monthon Chuaychoo Vice President, Financial Services, of 52
the Company and AFLAC since September
1993; Second Vice President, Assistant
Controller of the Company and AFLAC
from June 1991 to September 1993;
Second Vice President of AFLAC until
June 1991

Kriss Cloninger III Executive Vice President, Chief 48
Financial Officer and Treasurer
of the Company, and Executive
Vice President, Chief Financial
Officer of AFLAC since March 1993;
Senior Vice President, Chief
Financial Officer and Treasurer
of the Company, and Senior Vice
President, Chief Financial Officer
of AFLAC from March 1992 until March
1993; Principal, KPMG Peat Marwick LLP,
Atlanta, GA until March 1992

Martin A. Durant, III Senior Vice President, Corporate Services, 47
of the Company and AFLAC since August
1993; Vice President and Controller of
the Company until August 1993, and of
AFLAC from June 1991 to August 1993

Norman P. Foster Executive Vice President, Corporate 61
Finance, of the Company and AFLAC
since March 1992; Senior Vice
President, Chief Financial Officer
and Treasurer of the Company, and
Senior Vice President and Chief
Financial Officer of AFLAC until
March 1992

I-16

David Halmrast Senior Vice President, Corporate 56
Development, of AFLAC since December
1993; Senior Vice President, Corporate
Development of the Company from April
1993 to December 1993; Senior Vice
President and Chief Financial Officer
of Colonial Companies, Inc. until July
1992

Kenneth S. Janke Jr. Senior Vice President, Investor 37
Relations, of the Company since
August 1993; Vice President, Investor
Relations, of the Company until August
1993

Akitoshi Kan Senior Vice President, AFLAC Japan, 48
Accounting, Corporate Planning, Audit,
and Legal Affairs since January 1995;
Vice President, AFLAC Japan Accounting
Department, from 1992 through 1994;
Manager, AFLAC Japan, Accounting
Department, until 1992

Kyoichi Kasuya Vice President, Chief Actuary, AFLAC 58
Japan, since 1992; General Manager,
AFLAC Japan, Actuarial Department,
until 1992

Nobuo Kawamura Senior Vice President, AFLAC Japan, 51
Underwriting, Policy Maintenance,
Premium Accounting, Customer Service,
Administration Support since January
1992; Deputy Director of Marketing,
AFLAC Japan, until 1992

Joseph P. Kuechenmeister Senior Vice President, Director 54
of Marketing of AFLAC

Joey M. Loudermilk Senior Vice President, General Counsel 42
and Corporate Secretary of the
Company, and Senior Vice President,
General Counsel and Director, Legal
and Governmental Relations and
Corporate Secretary of AFLAC since
May 1992; Senior Vice President,
Corporate Counsel and Assistant
Secretary of the Company and AFLAC
and Director, Legal and Governmental
Affairs of AFLAC until May 1992

I-17

Hidefumi Matsui President, AFLAC Japan, since January 51
1995, Executive Vice President of AFLAC
Japan, from January 1992 to 1995; Senior
Vice President, Director of Marketing,
AFLAC Japan, until January 1992

Minoru Nakai President of AFLAC International, Inc., 54
since October 1991; Senior Vice
President, U.S.-Japan Operations, of
AFLAC, until October 1991

Yoshiki Otake Chairman, AFLAC Japan, since January 56
1995, Vice Chairman of AFLAC
International Inc., since October 1991,
President of AFLAC Japan from October
1991 until 1995; Executive Vice
President of AFLAC from January 1991
until October 1991

Thomas L. Paul President of AFLAC Broadcast Group, Inc.; 66
Vice President, Corporate Development,
of the Company until 1993

E. Stephen Purdom Executive Vice President of AFLAC since 48
October 1994; Senior Vice President,
Medical Director of AFLAC until October
1994, and also Medical Director,
Columbus Clinic, Columbus, GA until
September 1994

Tsuneo Shioiri Senior Vice President, Director of Sales 57
Administration, AFLAC Japan, since
January 1992; Deputy Director of
Marketing, AFLAC Japan, until 1992

Joseph W. Smith, Jr. Senior Vice President, Chief Investment 42
Officer of AFLAC since August 1991;
Senior Vice President, Investments
of AFLAC, until August 1991

Gary L. Stegman Senior Vice President, Assistant Chief 46
Financial Officer of the Company and
AFLAC since June 1991; Senior Vice
President, Treasurer of AFLAC until
June 1991

(*) Unless specifically noted, the respective executive officer has held
the occupation(s) set forth in the table for at least five years.
Each executive officer is appointed annually by the board of
directors and serves until his successor is chosen and qualified,
or until his death, resignation or removal.
I-18

PART II

Pursuant to General Instruction G to Form 10-K, Items 5 through 8 are
incorporated by reference from the Company's 1995 Annual Report to
Shareholders, the appropriate sections of which are included herein as
Exhibit 13.
Exhibit 13 Annual Report
Pages Pages
__________ _____________

ITEM 5. MARKET FOR THE COMPANY'S COMMON 13-1; 13-2; 1; 24;
EQUITY AND RELATED SHAREHOLDER 13-48 46 (Note 9);
MATTERS (Note 9) and 50

ITEM 6. SELECTED FINANCIAL DATA 13-3; 13-4 32 - 33

ITEM 7. MANAGEMENT'S DISCUSSION AND 13-5 to 25 - 31
ANALYSIS OF FINANCIAL CONDITION 13-19
AND RESULTS OF OPERATIONS

ITEM 8. FINANCIAL STATEMENTS AND 13-20 to 34 - 50
SUPPLEMENTARY DATA 13-58

ITEM 9. CHANGES IN AND DISAGREEMENTS None None
WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE

II-1

PART III

Pursuant to General Instruction G to Form 10-K, Items 10 through 13 are
incorporated by reference to the Company's definitive Proxy Statement
relating to the Company's 1996 Annual Meeting of Shareholders, which was
filed with the Securities and Exchange Commission on March 1, 1996, pursuant
to Regulation 14A under the Securities Exchange Act of 1934.

Refer to the Information Refer to
Contained in the Proxy Printed
Statement under Captions Proxy
(filed electronically) Statement
Pages
________________________ _________

ITEM 10. DIRECTORS AND EXECUTIVE Security Ownership of 3 - 7
OFFICERS OF THE COMPANY Management. 1. Election
Directors of Directors
Executive Officers -
see Part I, Item 4A
herein

ITEM 11. EXECUTIVE COMPENSATION Board and Committee 8 - 18
Meetings and Directors
Compensation; Summary
Compensation Table; De-
fined Benefit Pension
Plan; Retirement Plans
for Key Executives;
Employment Contracts and
Termination of Employ-
ment Arrangements

ITEM 12. SECURITY OWNERSHIP OF Voting Securities and 2 - 7
CERTAIN BENEFICIAL Principal Holders
OWNERS AND Thereof. Security Owner-
MANAGEMENT ship of Management.
1. Election of Directors

ITEM 13. CERTAIN RELATIONSHIPS Certain Transactions 18 - 19
AND RELATED and Relationships
TRANSACTIONS

III-1

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a) 1. FINANCIAL STATEMENTS Page(s)
-----------
Included in Part II of this report and
incorporated by reference to the following
pages of Exhibit 13:
AFLAC Incorporated and Subsidiaries:
Consolidated Statements of Earnings, for 13-20 -
each of the years in the three-year 13-21
period ended December 31, 1995
Consolidated Balance Sheets, at December 13-22 -
31, 1995 and 1994 13-23
Consolidated Statements of Shareholders' 13-24 -
Equity, for each of the years in the 13-25
three-year period ended December 31,
1995
Consolidated Statements of Cash Flows, 13-26 -
for each of the years in the three-year 13-27
period ended December 31, 1995
Notes to the Consolidated Financial 13-28 to
Statements 13-55
Report of Independent Auditors 13-57

2. FINANCIAL STATEMENT SCHEDULES

Included in Part IV of this report:
Auditors' Report on Financial Statement Schedules IV-5
Schedule I - Summary of Investments - Other IV-6
Than Investments in Related
Parties, at December 31, 1995
Schedule II - Condensed Financial Information of IV-7 -
Registrant, at December 31, 1995 IV-11
and 1994 and for each of the
years in the three-year period
ended December 31, 1995
Schedule IV - Reinsurance, for each of the IV-12
years in the three-year period
ended December 31, 1995

Schedules other than those listed above are omitted because they are
not required or are not applicable, or the required information is shown in
the financial statements or notes thereto.

IV-1

3. EXHIBITS

3.0 - Articles of Incorporation, as amended - incorporated by
reference from 1991 Form 10-K, Commission file number
1-7434, Exhibit 3.0; and Bylaws of the Company, as
amended - incorporated by reference from 1992 Form 10-K,
Commission file number 1-7434, Exhibit 3.0.
4.0 - The registrant is not filing one instrument evidencing
indebtedness since the total amount of securities
authorized under any single instrument does not exceed 10%
of the total assets of the registrant and its subsidiaries
on a consolidated basis. Copies of such instruments will
be furnished to the Securities and Exchange Commission
upon request.
10.0* - American Family Corporation Incentive Stock Option Plan
(1982) - incorporated by reference from Registration
Statement No. 33-44720 on Form S-8 with respect to the
AFLAC Incorporated (Formerly American Family
Corporation) Incentive Stock Option Plan (1982) and
Stock Option Plan (1985).
10.1* - American Family Corporation Stock Option Plan (1985) -
incorporated by reference from Registration Statement
No. 33-44720 on Form S-8 with respect to the AFLAC
Incorporated (Formerly American Family Corporation)
Incentive Stock Option Plan (1982) and Stock Option Plan
(1985).
10.1.1* - AFLAC Incorporated Amended 1985 Stock Option Plan -
incorporated by reference from 1994 Shareholders' Proxy
Statement, Commission file number 1-7434, Accession No.
0000004977-94-000003, Exhibit A.
10.1.2* - AFLAC Incorporated Amended 1985 Stock Option Plan, as
amended August 8, 1995 - incorporated by reference from
Form 10-Q for September 30, 1995, Commission file number
1-7434, Accession No. 0000004977-95-000023, Exhibit 10.
10.2* - American Family Corporation Retirement Plan for Senior
Officers, as amended and restated October 1, 1989 -
incorporated by reference from 1993 Form 10-K, Commission
file number 1-7434, Accession No. 0000004977-94-000006,
Exhibit 10.2.
10.3* - American Family Corporation Supplemental Executive
Retirement Plan - incorporated by reference from 1989
Form 10-K, Commission file number 1-7434, Exhibit 10.9.
10.3.1* - AFLAC Incorporated Supplemental Executive Retirement
Plan, as amended, effective September 1, 1993 -
incorporated by reference from 1994 Form 10-K, Commission
file number 1-7434, Accession No. 0000004977-95-000006,
Exhibit 10.3.1.
10.4* - AFLAC Incorporated Employment Agreement with Daniel P.
Amos, dated August 1, 1993 - incorporated by reference
from 1993 Form 10-K, Commission file number 1-7434,
Accession No. 0000004977-94-000006, Exhibit 10.4.
10.5* - American Family Life Assurance Company of Columbus
Employment Agreement with Yoshiki Otake, dated January 1,
1995 - incorporated by reference from 1994 Form 10-K,
Commission file number 1-7434, Accession No.
0000004977-95-000006, Exhibit 10.5.

IV-2

10.6* - AFLAC Incorporated Employment Agreement with Kriss
Cloninger, III, dated February 14, 1992, and as amended
November 12, 1993 - incorporated by reference from 1993
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-94-000006, Exhibit 10.6.
10.7* - AFLAC Incorporated Management Incentive Plan -
incorporated by reference from 1994 Shareholders' Proxy
Statement, Commission file number 1-7434, Accession
No. 0000004977-94-000003, Exhibit B.
10.8* - American Family Life Assurance Company of Columbus
Employment Agreement with Hidefumi Matsui, dated
January 1, 1995 - incorporated by reference from 1994
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-95-000006, Exhibit 10.8.
10.9* - American Family Life Assurance Company of Columbus
Employment Agreement with Dr. E. Stephen Purdom, dated
October 25, 1994 - incorporated by reference from 1994
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-95-000006, Exhibit 10.9.
10.10* - AFLAC Incorporated Employment Agreement with Paul S.
Amos, dated August 1, 1995 - incorporated by reference
from form 10-Q for September 30, 1995, Commission file
number 1-7434, Accession No. 0000004977-95-000023,
Exhibit 10.1.
13.0 - Selected information from the AFLAC Incorporated Annual
Report to Shareholders for 1995.
21.0 - Subsidiaries.
23.0 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-44720 with
respect to the AFLAC Incorporated (Formerly American
Family Corporation) Incentive Stock Option Plan (1982)
and Stock Option Plan (1985).
23.1 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-41926 with
respect to the AFLAC Associate Stock Bonus Plan.
23.2 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-41552 with
respect to the AFLAC Incorporated 401(K) Retirement
Plan.
23.3 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-64535 with respect
to the AFL Stock Plan.
27.0 - Financial Data Schedule (electronic filing only).
28.0* - AFLAC Incorporated 401(K) Retirement Plan incorporated
by reference from 1992 Form 10-K, Commission file number
1-7434, Exhibit 28.0.

*Management contract or compensatory plan or agreement.

(b) REPORTS ON FORM 8-K

There were no reports filed on Form 8-K for the quarter ended
December 31, 1995.

IV-3

(c) EXHIBITS FILED WITH CURRENT FORM 10-K

13.0 - Selected information from the AFLAC Incorporated Annual
Report to Shareholders for 1995.
21.0 - Subsidiaries.
23.0 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-44720 with respect
to the AFLAC Incorporated (Formerly American Family
Corporation) Incentive Stock Option Plan (1982) and Stock
Option Plan (1985).
23.1 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-41926 with respect
to the AFLAC Associate Stock Bonus Plan.
23.2 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-41552 with respect
to the AFLAC Incorporated 401(K) Retirement Plan.
23.3 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-64535 with respect
to the AFL Stock Plan.
27.0 - Financial Data Schedule (electronic filing only).

IV-4

INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENT SCHEDULES

The Shareholders and Board of Directors
AFLAC Incorporated:

Under date of January 29, 1996, we reported on the consolidated balance
sheets of AFLAC Incorporated and subsidiaries as of December 31, 1995 and
1994, and the related consolidated statements of earnings, shareholders'
equity, and cash flows for each of the years in the three-year period ended
December 31, 1995, as contained in the 1995 annual report to shareholders.
These consolidated financial statements and our report thereon are
incorporated by reference in the annual report on Form 10-K for the year
1995. In connection with our audits of the aforementioned consolidated
financial statements, we also audited the related financial statement
schedules as listed in Item 14. These financial statement schedules are the
responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statement schedules based on our
audits.

In our opinion, such financial statement schedules, when considered in
relation to the basic consolidated financial statements taken as a whole,
present fairly, in all material respects, the information set forth therein.

KPMG PEAT MARWICK LLP

Atlanta, Georgia
January 29, 1996

IV-5

SCHEDULE I
AFLAC INCORPORATED AND SUBSIDIARIES
Summary of Investments - Other than Investments in Related Parties
December 31, 1995

(In thousands) Amount in
Fair Balance
Type of Investment Cost Value Sheet
----------------------- ----------- ----------- ----------
Securities available for sale:
Fixed maturities:
Bonds:
United States Government and
government agencies and
authorities $ 497,357 $ 519,761 $ 519,761
States, municipalities and
political subdivisions 872,673 962,966 962,966
Foreign governments 6,809,934 8,201,769 8,201,769
Public utilities 3,272,635 3,735,385 3,735,385
Convertibles 29,749 33,465 33,465
All other corporate bonds 5,622,395 6,221,660 6,221,660
---------- ---------- ----------
Total fixed maturities
available for sale 17,104,743 19,675,006 19,675,006
---------- ---------- ----------
Equity securities:
Common stocks:
Public utilities 3,264 3,698 3,698
Banks, trusts and insurance
companies 7,033 9,297 9,297
Industrial, miscellaneous
and all other 70,615 95,067 95,067
---------- ---------- ----------
Total equity securities 80,912 108,062 108,062
---------- ---------- ----------
Total securities
available for sale 17,185,655 19,783,068 19,783,068

Mortgage loans on real estate 22,213 28,825 22,213
Policy loans 1,230 1,230 1,230
Other long-term investments 2,113 2,113 2,113
Short-term investments 232,201 232,201 232,201
---------- ---------- ----------
Total investments $17,443,412 $20,047,437 $20,040,825
========== ========== ==========

IV-6

SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Condensed Balance Sheets
AFLAC Incorporated (Parent Only)
(In thousands)
December 31,
1995 1994
---------- ----------
Assets:
Investments:
Investments in subsidiaries* $ 2,573,606 $ 1,988,329
Other investments:
Money market funds 17,346 2,489
Mortgage loans and other 2,548 2,468
---------- ----------
Total investments 2,593,500 1,993,286
Due from subsidiaries* 3,910 9,574
Other receivables 4,478 4,851
Property and equipment, net 9,231 8,961
Other 1,291 267
---------- ----------
Total assets 2,612,410 2,016,939
========== ==========
Liabilities and Shareholders' Equity:
Liabilities:
Cash overdraft 160 82
Due to subsidiaries* 1,237 714
Notes payable (note A) 272,158 111,970
Employee and beneficiary benefit plans 147,319 117,145
Income taxes, primarily deferred 33,577 25,399
Other 23,818 9,862
Commitments and contingencies (note B)
---------- ----------
Total liabilities 478,269 265,172
---------- ----------
Shareholders' equity:
Common stock of $.10 par value:
Authorized 175,000; issued 156,358
shares in 1995 and 155,999 shares
in 1994 15,636 15,600
Additional paid-in capital 196,928 192,899
Unrealized foreign currency
translation gains 213,319 174,091
Unrealized gains on securities
available for sale 482,787 228,844
Retained earnings (note D) 1,577,605 1,277,487
Treasury stock (351,117) (135,776)
Notes receivable for stock purchases (1,017) (1,378)
---------- ----------
Total shareholders' equity 2,134,141 1,751,767
---------- ----------
Total liabilities and
shareholders' equity $ 2,612,410 $ 2,016,939
========== ==========

* Eliminated in consolidation.
See the accompanying Notes to Condensed Financial Statements.
IV-7

SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Condensed Statements of Earnings
AFLAC Incorporated (Parent Only)
(In thousands)

Years ended December 31,
1995 1994 1993
---------- ---------- ----------
Revenues:
Dividends from subsidiaries* $ 82,343 $ 109,533 $ 71,268
Management and service fees
from subsidiaries* 30,509 26,391 30,357
Other income from subsidiaries,
principally rental and interest* 196 683 992
Other income 1,069 1,327 (620)
--------- --------- ---------
Total revenues 114,117 137,934 101,997
--------- --------- ---------
Operating expenses:
Interest expense - subsidiaries* 30 22 162
Interest expense - others 8,419 6,070 3,362
Capitalized interest - (2,419) (3,250)
Other operating expenses 70,921 65,635 53,595
--------- --------- ---------
Total operating expenses 79,370 69,308 53,869
--------- --------- ---------
Earnings before income taxes,
equity in undistributed earnings
of subsidiaries and cumulative
effect of accounting changes 34,747 68,626 48,128

Income tax expense (note C) 8,583 874 1,063
--------- --------- ---------
Earnings before equity in
undistributed earnings of
subsidiaries and cumulative
effect of accounting changes 26,164 67,752 47,065

Equity in undistributed earnings
of subsidiaries 322,893 225,038 196,824
--------- --------- ---------
Earnings before cumulative
effect of accounting changes 349,057 292,790 243,889

Cumulative effect on prior years
of accounting changes (including
a $46,100 credit related to
subsidiaries) (note F) - - 11,438
--------- --------- ---------
Net earnings $ 349,057 $ 292,790 $ 255,327
========= ========= =========

* Eliminated in consolidation.
See the accompanying Notes to Condensed Financial Statements.

IV-8

SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Condensed Statements of Cash Flows
AFLAC Incorporated (Parent Only)
(In thousands)
Years ended December 31,
1995 1994 1993
---------- ---------- ----------
Cash flows from operating activities:
Net earnings $ 349,057 $ 292,790 $ 255,327
Adjustments to reconcile net
earnings to net cash provided
from operating activities:
Cumulative effect on prior
years of accounting changes - - (11,438)
Equity in undistributed
earnings of subsidiaries (322,893) (225,038) (196,824)
Deferred income taxes 8,178 (578) (300)
Employee and beneficiary
benefit plans 30,174 32,700 18,195
Other, net 17,017 4,307 190
--------- --------- ---------
Net cash provided by
operating activities 81,533 104,181 65,150
--------- --------- ---------
Cash flows from investing activities:
Net (increase) decrease in
other investments (14,325) 18,998 (14,703)
Additional capitalization
of subsidiaries - (3,592) -
Additions to property and
equipment, net - - (75)
--------- --------- ---------
Net cash (used)/provided by
investing activities (14,325) 15,406 (14,778)
--------- --------- ---------
Cash flows from financing activities:
Proceeds from borrowings 198,250 84,000 -
Principal payments under debt
obligations (11,507) (26,541) (11,419)
Proceeds from exercise of
stock options 3,235 2,163 6,975
Dividends paid to shareholders (48,939) (44,928) (40,057)
Purchases of treasury stock (224,204) (131,734) (1,325)
Treasury stock reissued 9,693 2,761 -
Net change in amount due
to/from subsidiaries 6,186 (5,331) (3,866)
Other, net - - (1,072)
--------- --------- ---------
Net cash used by
financing activities (67,286) (119,610) (50,764)
--------- --------- ---------
Net change in cash (78) (23) (392)
Cash (overdraft) at beginning of year (82) (59) 333
--------- --------- ---------
Cash (overdraft) at end of year $ (160) $ (82) $ (59)
========= ========= =========
See the accompanying Notes to Condensed Financial Statements.
IV-9

SCHEDULE II
CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Notes to Condensed Financial Statements
AFLAC Incorporated (Parent Only)

The accompanying condensed financial statements should be read in
conjunction with the consolidated financial statements and notes thereto of
AFLAC Incorporated and Subsidiaries (see Part II - Item 8).

(A) NOTES PAYABLE

A summary of notes payable serviced by the Parent Company at
December 31, 1995 and 1994 follows:

(In thousands) 1995 1994
-------- --------

2.71% unsecured, yen-denominated notes payable
to banks under reducing revolving credit
agreement, due annually, July 1996 through
July 2001........................................ $ 230,695 $ -
5.965% unsecured notes payable to banks,
due semiannually through 1997.................... 39,167 49,000
8.3% note payable, due monthly through 1997,
secured by equipment............................. 2,296 3,970
Unsecured notes payable to banks under revolving
credit and term-loan agreement, variable
interest rate (6.75% at December 31, 1994),
refinanced into the 2.71% notes payable in 1995.. - 50,000
6.63% short-term note payable to bank under
unsecured line of credit......................... - 9,000
-------- --------
Total notes payable $ 272,158 $ 111,970
======== ========

The aggregate maturities of the notes payable for each of the five
years after December 31, 1995, are as follows:

(In thousands)

1996............................................ 59,934
1997............................................ 58,427
1998............................................ 38,449
1999............................................ 38,449
2000............................................ 38,449

(B) CONTINGENCIES

In prior years, the Parent Company executed promissory notes to banks
and transferred the proceeds to its broadcast subsidiaries for the
acquisition of television broadcasting stations. The outstanding balances
on these notes assumed by a partnership formed by the Broadcast Group and
AFLAC were $23.8 million as of December 31, 1995, and are not included in
the accompanying condensed balance sheet.

IV-10

In addition, the Parent Company has also guaranteed repayment of bank
borrowings by its subsidiary, AFLAC. The related outstanding loan balance
at December 31, 1995, was $1.0 million.

(C) INCOME TAXES

The Company and its eligible U.S. subsidiaries file a consolidated U.S.
federal income tax return. Income tax liabilities or benefits are recorded
by each principal subsidiary based upon separate return calculations, and
any difference between the consolidated provision and the aggregate amounts
recorded by the subsidiaries is reflected in the Parent Company financial
statements.

The Internal Revenue Service has proposed adjustments to the Company's
U.S. consolidated federal income tax returns for the years 1989 through
1991. The proposed adjustments relate primarily to the computation of
foreign-source income for purposes of the foreign tax credit that, if
upheld, would have a significant effect on the Company's operating results
relating to both the years under examination and subsequent years.
Management does not agree with the proposed tax issues and is vigorously
contesting them. The Company filed a formal protest with the IRS during
1995. Although the final outcome is uncertain and will likely take several
years to resolve, the Company believes that its position will prevail and
that the ultimate liability will not materially impact the consolidated
financial statements.

For further information on income taxes, see Exhibit 13, page 13-45,
Note 8 of the Notes to the Consolidated Financial Statements.

(D) DIVIDEND RESTRICTIONS

See Exhibit 13, pages 13-50 and 13-51 (Note 10, Statutory Accounting
and Dividend Restrictions, of Notes to the Consolidated Financial
Statements) for information regarding dividend restrictions.

(E) SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

(In thousands) 1995 1994 1993
-------- -------- --------
Cash payments during the year for:
Interest on debt obligations $ 7,807 $ 6,302 $ 3,588
Income taxes 406 400 -

In 1993, non-cash investing activities included issuance of common
stock for purchase of a company amounting to $8.7 million. For further
information see Note 9, Other, page 13-49 of Exhibit 13.

(F) ACCOUNTING CHANGES

For information concerning the cumulative effect of new accounting
standards adopted in 1995, 1994, and 1993, see page 13-30 of Exhibit 13,
Note 1, section on Accounting Changes Adopted, of Notes to the Consolidated
Financial Statements.

IV-11

SCHEDULE IV
AFLAC INCORPORATED AND SUBSIDIARIES
Reinsurance
Years Ended December 31, 1995, 1994 and 1993
(In thousands)

Percentage
Ceded to Assumed from of amount
Gross other other assumed
Amount companies companies Net amount to net
------------- ------------- ------------- ------------- ------------

Year ended December 31, 1995:
Life insurance in force $ 3,461,944 $ 230,238 $ - $ 3,231,706 -
============= ============= ============= ============= ============
Premiums:
Health insurance $ 6,053,137 $ 304 $ - $ 6,052,833 -
Life insurance 18,371 374 - 17,997 -
------------- ------------- ------------- ------------- ------------
Total premiums $ 6,071,508 $ 678 $ - $ 6,070,830 -
============= ============= ============= ============= ============
Year ended December 31, 1994:
Life insurance in force $ 2,715,954 $ 101,863 $ - $ 2,614,091 -
============= ============= ============= ============= ============
Premiums:
Health insurance $ 5,165,557 $ 171 $ - $ 5,165,386 -
Life insurance 15,713 367 - 15,346 -
------------- ------------- ------------- ------------- ------------
Total premiums $ 5,181,270 $ 538 $ - $ 5,180,732 -
============= ============= ============= ============= ============
Year ended December 31, 1993:
Life insurance in force $ 2,691,221 $ 119,771 $ - $ 2,571,450 -
============= ============= ============= ============= ============
Premiums:
Health insurance $ 4,210,723 $ 392 $ - $ 4,210,331 -
Life insurance 15,497 438 - 15,059 -
------------- ------------- ------------- ------------- ------------
Total premiums $ 4,226,220 $ 830 $ - $ 4,225,390 -
============= ============= ============= ============= ============

IV-12

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.

AFLAC Incorporated

Date MARCH 26, 1996 By /s/ PAUL S. AMOS
------------------------ ----------------------------------
(Paul S. Amos)
Chairman of the Board of Directors

Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

/s/ DANIEL P. AMOS Chief Executive Officer, MARCH 26, 1996
- ------------------------ President and Vice -----------------
(Daniel P. Amos) Chairman of the Board
of Directors

/s/ KRISS CLONINGER, III Executive Vice President, MARCH 26, 1996
- ------------------------ Chief Financial Officer -----------------
(Kriss Cloninger, III) and Treasurer

/s/ NORMAN P. FOSTER Executive Vice President, MARCH 26, 1996
- ------------------------ Corporate Finance -----------------
(Norman P. Foster)

IV-13

/s/ J. SHELBY AMOS, II Director MARCH 26, 1996
- ------------------------------ -----------------
(J. Shelby Amos, II)

/s/ MICHAEL H. ARMACOST Director MARCH 26, 1996
- ------------------------------ -----------------
(Michael H. Armacost)

/s/ M. DELMAR EDWARDS, M.D. Director MARCH 26, 1996
- ------------------------------ -----------------
(M. Delmar Edwards, M.D.)

/s/ GEORGE W. FORD, JR. Director MARCH 26, 1996
- ------------------------------ -----------------
(George W. Ford, Jr.)

/s/ CESAR E. GARCIA Director MARCH 26, 1996
- ------------------------------ -----------------
(Cesar E. Garcia)

/s/ JOE FRANK HARRIS Director MARCH 26, 1996
- ------------------------------ -----------------
(Joe Frank Harris)

/s/ ELIZABETH J. HUDSON Director MARCH 26, 1996
- ------------------------------ -----------------
(Elizabeth J. Hudson)

/s/ KENNETH S. JANKE, SR. Director MARCH 26, 1996
- ------------------------------ -----------------
(Kenneth S. Janke, Sr.)

IV-14

/s/ CHARLES B. KNAPP Director MARCH 26, 1996
- ------------------------------ -----------------
(Charles B. Knapp)

/s/ HISAO KOBAYASHI Director MARCH 26, 1996
- ------------------------------ -----------------
(Hisao Kobayashi)

/s/ YOSHIKI OTAKE Director MARCH 26, 1996
- ------------------------------ -----------------
(Yoshiki Otake)

/s/ E. STEPHEN PURDOM Director MARCH 26, 1996
- ------------------------------ -----------------
(E. Stephen Purdom)

/s/ BARBARA K. RIMER Director MARCH 26, 1996
- ------------------------------ -----------------
(Barbara K. Rimer)

/s/ HENRY C. SCHWOB Director MARCH 26, 1996
- ------------------------------ -----------------
(Henry C. Schwob)

/s/ J. KYLE SPENCER Director MARCH 26, 1996
- ------------------------------ -----------------
(J. Kyle Spencer)

/s/ GLENN VAUGHN, JR. Director MARCH 26, 1996
- ------------------------------ -----------------
(Glenn Vaughn, Jr.)

IV-15

Exhibit Index

3.0 - Articles of Incorporation, as amended - incorporated by
reference from 1991 Form 10-K, Commission file number
1-7434, Exhibit 3.0; and Bylaws of the Company, as
amended - incorporated by reference from 1992 Form 10-K,
Commission file number 1-7434, Exhibit 3.0.
4.0 - The registrant is not filing one instrument evidencing
indebtedness since the total amount of securities authorized
under any single instrument does not exceed 10% of the total
assets of the registrant and its subsidiaries on a
consolidated basis. Copies of such instruments will be
furnished to the Securities and Exchange Commission upon
request.
10.0* - American Family Corporation Incentive Stock Option Plan
(1982) - incorporated by reference from Registration
Statement No. 33-44720 on Form S-8 with respect to the
AFLAC Incorporated (Formerly American Family Corporation)
Incentive Stock Option Plan (1982) and Stock Option Plan
(1985).
10.1* - American Family Corporation Stock Option Plan (1985) -
incorporated by reference from Registration Statement No.
33-44720 on Form S-8 with respect to the AFLAC
Incorporated (Formerly American Family Corporation)
Incentive Stock Option Plan (1982) and Stock Option Plan
(1985).
10.1.1* - AFLAC Incorporated Amended 1985 Stock Option Plan -
incorporated by reference from 1994 Shareholders' Proxy
Statement, Commission file number 1-7434, Accession No.
0000004977-94-000003, Exhibit A.
10.1.2* - AFLAC Incorporated Amended 1985 Stock Option Plan, as
amended August 8, 1995 - incorporated by reference from
Form 10-Q for September 30, 1995, Commission file number
1-7434, Accession No. 0000004977-95-000023, Exhibit 10.
10.2* - American Family Corporation Retirement Plan for Senior
Officers, as amended and restated October 1, 1989 -
incorporated by reference from 1993 Form 10-K, Commission
file number 1-7434, Accession No. 0000004977-94-000006,
Exhibit 10.2.
10.3* - American Family Corporation Supplemental Executive
Retirement Plan - incorporated by reference from 1989
Form 10-K, Commission file number 1-7434, Exhibit 10.9.
10.3.1* - AFLAC Incorporated Supplemental Executive Retirement
Plan, as amended, effective September 1, 1993 - incorporated
by reference from 1994 Form 10-K, Commission file number
1-7434, Accession No. 0000004977-95-000006, Exhibit 10.3.1.
10.4* - AFLAC Incorporated Employment Agreement with Daniel P.
Amos, dated August 1, 1993 - incorporated by reference
from 1993 Form 10-K, Commission file number 1-7434,
Accession No. 0000004977-94-000006, Exhibit 10.4.
10.5* - American Family Life Assurance Company of Columbus
Employment Agreement with Yoshiki Otake, dated January 1,
1995 - incorporated by reference from 1994 Form 10-K,
Commission file number 1-7434, Accession No.
0000004977-95-000006, Exhibit 10.5.

IV-16

10.6* - AFLAC Incorporated Employment Agreement with Kriss
Cloninger, III, dated February 14, 1992, and as amended
November 12, 1993 - incorporated by reference from 1993
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-94-000006, Exhibit 10.6.
10.7* - AFLAC Incorporated Management Incentive Plan - incorporated
by reference from 1994 Shareholders' Proxy Statement,
Commission file number 1-7434, Accession
No. 0000004977-94-000003, Exhibit B.
10.8* - American Family Life Assurance Company of Columbus
Employment Agreement with Hidefumi Matsui, dated
January 1, 1995 - incorporated by reference from 1994
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-95-000006, Exhibit 10.8.
10.9* - American Family Life Assurance Company of Columbus
Employment Agreement with Dr. E. Stephen Purdom, dated
October 25, 1994 - incorporated by reference from 1994
Form 10-K, Commission file number 1-7434, Accession
No. 0000004977-95-000006, Exhibit 10.9.
10.10* - AFLAC Incorporated Employment Agreement with Paul S. Amos,
dated August 1, 1995 - incorporated by reference from
Form 10-Q for September 30, 1995, Commission file number
1-7434, Accession No. 0000004977-95-000023, Exhibit 10.1.
13.0 - Selected information from the AFLAC Incorporated Annual
Report to Shareholders for 1995.
21.0 - Subsidiaries.
23.0 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-44720 with respect
to the AFLAC Incorporated (Formerly American Family
Corporation) Incentive Stock Option Plan (1982) and Stock
Option Plan (1985).
23.1 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-41926 with respect
to the AFLAC Associate Stock Bonus Plan.
23.2 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-41552 with respect
to the AFLAC Incorporated 401(K) Retirement Plan.
23.3 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-64535 with respect
to the AFL Stock Plan.
27.0 - Financial Data Schedule (electronic filing only).
28.0* - AFLAC Incorporated 401(K) Retirement Plan incorporated
by reference from 1992 Form 10-K, Commission file number
1-7434, Exhibit 28.0.

*Management contract or compensatory plan or agreement.

IV-17

Exhibits Filed with Current Form 10-K:

13.0 - Selected information from the AFLAC Incorporated Annual
Report to Shareholders for 1995.
21.0 - Subsidiaries.
23.0 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-44720 with respect
to the AFLAC Incorporated (Formerly American Family
Corporation) Incentive Stock Option Plan (1982) and Stock
Option Plan (1985).
23.1 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-41926 with respect
to the AFLAC Associate Stock Bonus Plan.
23.2 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-8 Registration Statement No. 33-41552 with respect
to the AFLAC Incorporated 401(K) Retirement Plan.
23.3 - Consent of independent auditor, KPMG Peat Marwick LLP, to
Form S-3 Registration Statement No. 33-64535 with respect
to the AFL Stock Plan.
27.0 - Financial Data Schedule (electronic filing only).

IV-18