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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549

FORM 10-Q


(Mark One)

        [X]

Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

 

For the quarterly period ended: March 31, 2005


OR

        [  ]

Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 

For the transition period from                                     to                        

 

Commission file number:  0-8641

SELECTIVE INSURANCE GROUP, INC.
(Exact name of registrant as specified in its charter)

New Jersey

22-2168890

(State or Other Jurisdiction of Incorporation or Organization)

(IRS Employer Identification No.)

     

40 Wantage Avenue

Branchville, New Jersey

07890

(Address of Principal Executive Offices)

(Zip Code)

(973) 948-3000

(Registrant's Telephone Number, Including Area Code)

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 report), and (2) has been subject to such filing requirements for the past 90 days.


Yes [X]         No [  ]


Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act)


Yes [X]         No [  ]


As of March 31, 2005, there were 28,361,962 shares of common stock, par value $2 per share, outstanding.


 

ITEM 1.  FINANCIAL STATEMENTS

 

 

SELECTIVE INSURANCE GROUP, INC.

 

Unaudited

Consolidated Balance Sheets

 

March 31,

December 31,

(in thousands, except share amounts)

 

2005

2004

ASSETS

 

 

 

 

Investments:

 

 

 

 

Fixed maturity securities, held-to-maturity - at amortized cost

 

 

     (fair value:  $36,755-2005; $42,211-2004)

$

35,785 

40,903 

Fixed maturity securities, available-for-sale - at fair value

 

 

 

     (amortized cost:  $2,299,554-2005; $2,247,253-2004)

 

2,340,380 

2,325,969 

Equity securities, available-for-sale - at fair value

 

 

 

     (cost of:  $179,164-2005; $172,900-2004)

 

328,264 

331,931 

Short-term investments - (at cost which approximates fair value)

 

130,159 

98,657 

Other investments

 

45,483 

44,083 

Total investments

 

2,880,071 

2,841,543 

Cash

 

Interest and dividends due or accrued

 

27,060 

27,947 

Premiums receivable, net of allowance for uncollectible

 

 

 

     accounts of: $3,236-2005; $3,236-2004

 

484,573 

430,426 

Other trade receivables, net of allowance for uncollectible

 

 

 

     accounts of: $537-2005; $681-2004

 

26,577 

17,478 

Reinsurance recoverable on paid losses and loss expenses

 

5,635 

5,841 

Reinsurance recoverable on unpaid losses and loss expenses

 

205,535 

218,772 

Prepaid reinsurance premiums

 

58,170 

58,264 

Property and Equipment - at cost, net of accumulated

 

 

 

     depreciation and amortization of: $91,345-2005; $89,213-2004

 

54,378 

55,144 

Deferred policy acquisition costs

 

196,676 

186,917 

Goodwill

 

43,230 

43,230 

Other assets

 

50,029 

43,838 

     Total assets

$

4,031,934 

3,929,400 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

Liabilities:

 

 

 

Reserve for losses

$

1,638,020 

1,609,788 

Reserve for loss expenses

 

236,540 

225,429 

Unearned premiums

 

756,055 

702,111 

Senior convertible notes

 

115,937 

115,937 

Notes payable

 

147,381 

147,380 

Current federal income tax

 

8,330 

3,127 

Deferred federal income tax

 

14,529 

29,803 

Commissions payable

 

42,131 

66,881 

Accrued salaries and benefits

 

54,634 

50,071 

Other liabilities

 

129,181 

96,855 

     Total liabilities

 

3,142,738 

3,047,382 

 

 

Stockholders' Equity:

 

 

 

Preferred stock of $0 par value per share:

 

 

Authorized shares: 5,000,000; no shares issued or outstanding

 

 

Common stock of $2 par value per share:

 

 

Authorized shares: 180,000,000

 

 

     Issued: 42,982,432-2005; 42,468,099-2004

 

85,965 

84,936 

Additional paid-in capital

 

138,455 

142,292 

Retained earnings

 

752,233 

721,483 

Accumulated other comprehensive income

 

123,452 

154,536 

Treasury stock - at cost (shares: 14,620,470-2005; 14,529,067-2004)

 

(210,909)

(206,522)

Unearned stock compensation and notes receivable from stock sales

 

(14,707)

     Total stockholders' equity

 

889,196 

882,018 

     Commitments and contingencies (Notes 9 and 10)

 

 

 

     Total liabilities and stockholders' equity

$

4,031,934 

3,929,400 


See accompanying notes to unaudited interim consolidated financial statements.

1


SELECTIVE INSURANCE GROUP, INC.

 

Unaudited

Consolidated Statements of Income

 

Quarter ended

 

 

March 31,

(in thousands, except per share amounts)

 

2005

2004

Revenues:

 

 

Net premiums written

$

396,778 

375,262 

      Net increase in unearned premiums and prepaid reinsurance premiums

 

(54,038)

(59,956)

Net premiums earned

 

342,740 

315,306 

Net investment income earned

 

32,362 

29,460 

Net realized gains

 

4,598 

5,346 

Diversified Insurance Services revenue

 

27,752 

24,231 

Other income

 

854 

777 

      Total revenues

 

408,306 

375,120 

 

 

 

 

Expenses:

 

 

Losses incurred

 

177,755 

176,559 

Loss expenses incurred

 

40,682 

33,758 

Policy acquisition costs

 

106,835 

97,464 

Dividends to policyholders

 

1,248 

1,089 

Interest expense

 

4,377 

4,005 

Diversified Insurance Services expenses

 

24,616 

22,038 

Other expenses

 

3,433 

2,671 

      Total expenses

 

358,946 

337,584 

 

 

Income before federal income tax and cumulative effect of change in accounting principle

 

49,360 

37,536 

 

 

Federal income tax expense:

 

 

Current

 

12,556 

8,372 

Deferred

 

1,198 

1,636 

      Total federal income tax expense

 

13,754 

10,008 

 

 

Net income before cumulative effect of change in accounting principle

 

35,606 

27,528 

 

 

 

Cumulative effect of change in accounting principle, net of tax

 

495 

 

 

 

 

Net income

$

36,101 

27,528 

 

 

Earnings per share:

 

 

      Basic net income before cumulative effect of change in accounting principle

$

1.31 

1.04 

      Basic cumulative effect of change in accounting principle

 

0.02 

      Basic net income

$

1.33 

1.04 

 

 

      Diluted net income before cumulative effect of change in accounting principle

$

1.13 

0.88 

      Diluted cumulative effect of change in accounting principle

 

0.02 

      Diluted net income

$

1.15 

0.88 

 

 

 

Dividends to stockholders

$

0.19 

0.17 


See accompanying notes to unaudited interim consolidated financial statements.

2


SELECTIVE INSURANCE GROUP, INC.

Unaudited

Consolidated Statements of Stockholders' Equity

Three Months ended

March 31,

(in thousands, except per share amounts)

2005

2004

Common stock:

Beginning of year

$

84,936 

83,135 

Dividend reinvestment plan

          (shares:  8,137-2005; 13,723-2004)

16 

28 

Convertible subordinated debentures

          (shares:  35,024-2005; 9,180 -2004)

70 

18 

Stock purchase and compensation plans

          (shares: 471,172-2005; 491,907-2004)

943 

984 

End of period

85,965 

84,165 

                 

Additional paid-in capital:

Beginning of year

142,292 

113,283 

Dividend reinvestment plan

357 

479 

Convertible subordinated debentures

178 

47 

Stock purchase and compensation plans (Note 6)

(4,372)

15,745 

End of period

138,455 

129,554 

                 

Retained earnings:

Beginning of year

721,483 

612,208 

Net income

36,101 

36,101 

27,528 

27,528 

Dividends to stockholders

($0.19 per share-2005; $0.17 per share-2004)

(5,351)

(4,674)

End of period

752,233 

635,062 

                 

Accumulated other comprehensive income:

Beginning of year

154,536 

148,452 

Other comprehensive income, (decrease) increase in net unrealized

gains on available-for-sale securities, net of deferred income

tax effect of: $(16,737)-2005; $12,183-2004

(31,084)

(31,084)

22,626 

22,626 

End of period

123,452 

171,078 

          Comprehensive income

5,017 

50,154 

                 

Treasury stock:

Beginning of year

(206,522)

(197,792)

Acquisition of treasury stock

          (shares 91,403-2005; 78,324-2004)

(4,387)

(2,796)

End of period

(210,909)

(200,588)

                 

Unearned stock compensation and notes receivable from stock sales:

Beginning of year

(14,707)

(9,502)

Unearned stock compensation (Note 6)

14,641 

(11,097)

Amortization of deferred compensation expense and

amounts received on notes

66 

1,790 

End of period

(18,809)

                 

Total stockholders' equity

$

889,196 

800,462 


The Company also has authorized, but not issued, 5,000,000 shares of preferred stock, without par value of which 300,000 shares have been designated Series A junior preferred stock without par value.

 

See accompanying notes to unaudited interim consolidated financial statements.

3


SELECTIVE INSURANCE GROUP, INC.

 

Unaudited

Consolidated Statements of Cash Flows

 

Three Months ended

 

 

March 31,

(in thousands)

 

2005

2004

OPERATING ACTIVITIES

 

 

Net income

$

36,101 

27,528 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

Increase in reserves for losses and loss expenses, net of reinsurance recoverable

 

 

     on unpaid losses and loss expenses

 

52,580 

41,371 

Increase in unearned premiums, net of prepaid reinsurance and advance premiums

 

53,837 

59,580 

Increase in net federal income tax payable

 

6,401 

3,409 

Depreciation and amortization

 

4,916 

3,927 

Stock compensation expense

 

2,369 

1,767 

Increase in premiums receivable

 

(54,147)

(51,618)

Increase in other trade receivables

 

(9,099)

(1,506)

Increase in deferred policy acquisition costs

 

(9,759)

(12,236)

Decrease in interest and dividends due or accrued

 

1,036 

86 

Decrease (Increase) in reinsurance recoverable on paid losses and loss expenses

 

206 

(3,313)

Net realized gains

 

(4,598)

(5,346)

Cumulative effect of change in accounting principle, net of tax

 

(495)

Increase (Decrease) in accrued salaries and benefits

 

4,563 

(31)

Decrease in accrued insurance expenses

 

(23,020)

(15,130)

Other-net

 

(14,617)

6,682 

Net adjustments

 

10,173 

27,642 

Net cash provided by operating activities

 

46,274 

55,170 

 

 

INVESTING ACTIVITIES

 

 

Purchase of fixed maturity securities, available-for-sale

 

(90,350)

(94,276)

Purchase of equity securities, available-for-sale

 

(12,780)

(18,594)

Purchase of other investments

 

(2,751)

(3,157)

Purchase of subsidiaries acquired (net of short-term investments and cash acquired

 

 

Of $4,890 in 2004)

 

(407)

Sale of fixed maturity securities, available-for-sale

 

35,759 

21,751 

Redemption and maturities of fixed maturity securities, held-to-maturity

 

5,131 

6,349 

Redemption and maturities of fixed maturity securities, available-for-sale

 

37,642 

42,866 

Sale of equity securities, available-for-sale

 

13,096 

13,748 

Proceeds from other investments

 

3,635 

2,249 

Net additions to property and equipment

 

(1,906)

(2,198)

Net cash used in investing activities

 

(12,524)

(31,669)

 

 

FINANCING ACTIVITIES

 

 

Dividends to stockholders

 

(4,784)

(4,183)

Acquisition of treasury stock

 

(4,387)

(2,796)

Net proceeds from stock purchase and compensation plans

 

4,064 

4,313 

Cash retained for tax deductibility of the increase in value of equity instruments

 

2,793 

Repayment of notes receivable from stock sales

 

66 

23 

Net cash used in financing activities

 

(2,248)

(2,643)

Net increase in short-term investments and cash

 

31,502 

20,858 

Short-term investments and cash at beginning of year

 

98,657 

23,055 

Short-term investments and cash at end of period

$

130,159 

43,913 

 

 

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION

 

 

Cash paid during the period for:

 

 

Interest

$

3,298 

4,094 

Federal income tax

 

4,560 

6,600 

Supplemental schedule of non-cash financing activity:

 

 

Conversion of convertible subordinated debentures

 

248 

65 


See accompanying notes to unaudited interim consolidated financial statements.

4


 

NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS


1.            Basis of Presentation
Selective Insurance Group, Inc., (Selective) offers property and casualty insurance products and diversified insurance services and products through its various subsidiaries. Selective was incorporated in New Jersey in 1977 and its main offices are located in Branchville, New Jersey. Its common stock is publicly traded on the NASDAQ National Market® under the symbol, "SIGI." Selective classifies its business into three operating segments:

2.            Basis of Presentation
These interim consolidated financial statements are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting.  Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements.  However, they reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the results of the interim periods presented.  These interim consolidated financial statements cover the first quarters ended March 31, 2005 (First Quarter 2005) and March 31, 2004 (First Quarter 2004).  The results of operations for any interim period are not necessarily indicative of results for a full year.  Consequently, these interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in Selective's Annual Report on Form 10-K for the year ended December 31, 2004.

3.            Reclassifications
Certain amounts in Selective's prior year interim consolidated financial statements and related footnotes have been reclassified to conform to the 2005 presentation.  Such reclassification had no effect on Selective's net income or stockholders' equity.

4.            Adoption of Accounting Pronouncements
In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 123 (revised 2004), "Share-Based Payment" (FAS 123R), which requires public companies to measure compensation expense on the income statement for all share-based payments (including employee stock options) at the grant date fair value of the equity instruments. Implementation is required for fiscal years beginning after June 15, 2005, however, Selective adopted FAS 123R as of January 1, 2005. See Note 6 for further information regarding the adoption of FAS 123R.

5.            Reinsurance
Selective's consolidated financial statements reflect the effects of assumed and ceded reinsurance transactions. Assumed reinsurance refers to the acceptance of certain insurance risks that other insurance entities have underwritten. Ceded reinsurance involves transferring certain insurance risks (along with the related written and earned premiums) Selective has underwritten to other insurance companies who agree to share these risks. The primary purpose of ceded reinsurance is to protect Selective from potential losses in excess of the amount it is prepared to accept.

A trust fund in the amount of $30.4 million as of March 31, 2005 and $29.3 million as of December 31, 2004, securing a portion of the liabilities ceded to American Re-Insurance Company, is held for the benefit of Selective. Amounts ceded to American Re-Insurance Company, exceeding the available trust fund, represent 14% or $32.6 million as of March 31, 2005 and 13% or $32.9 million as of December 31, 2004 of Selective's consolidated prepaid reinsurance premiums and loss recoverable balances not secured by trust funds, letters of credit, or funds withheld (collateral). In addition, about 55% of Selective's consolidated prepaid reinsurance premiums and net reinsurance recoverable balances not secured by collateral are ceded to two states or federally sponsored pools. Selective ceded $67.7 million in incurred losses through March 31, 2005 and $69.2 million in incurred losses through December 31, 2004 to the New Jersey Unsatisfied Claim Judgment Fund. Selective also ceded $60.5 million in incurred losses through March 31, 2005 and $78.9 million in incurred losses through December 31, 2004 to the National Flood Insurance Program.

5


 

Selective's insurance subsidiaries are contingently liable to the extent that any reinsurer becomes unable to meet its contractual obligations.  Selective evaluates and monitors the financial condition of its reinsurers under voluntary reinsurance arrangements to minimize its exposure to significant losses from reinsurer insolvencies. On an ongoing basis, Selective reviews amounts outstanding, length of collection period, changes in reinsurance credit standing, and other relevant factors to determine collectibility of reinsurance recoverables.  Under Selective's reinsurance arrangements, which are all prospective in nature, reinsurance premiums ceded are recorded as prepaid reinsurance and amortized over the remaining contract period in proportion to the reinsurance protection provided, or recorded periodically, as per terms of the contract, in a direct relationship to the gross premium recording. Reinsurance recoveries are recognized as gross losses are incurred. The following table is a listing of direct, assumed, and ceded amounts by income statement caption.

 

 

Unaudited,

 

 

Quarter ended

 

 

March 31,

(in thousands)

 

2005

 

2004

Premiums written:

 

 

 

 

Direct

$

426,815 

 

403,107 

Assumed

 

5,893 

 

5,868 

Ceded

 

(35,930)

 

(33,713)

Net

$

396,778 

 

375,262 

 

 

 

 

 

Premiums earned:

 

 

 

 

Direct

$

369,562 

 

342,506 

Assumed

 

9,202 

 

8,022 

Ceded

 

(36,024)

 

(35,222)

Net

$

342,740 

 

315,306 

 

 

 

 

 

Losses and loss expenses incurred:

 

 

 

 

Direct

$

229,887 

 

222,369 

Assumed

 

7,732 

 

6,959 

Ceded

 

(19,182)

 

(19,011)

Net

$

218,437 

 

210,317 


Flood business, which we cede 100% to the federal government's National Flood Insurance Program (NFIP), is included in the above amounts as follows:

Unaudited,

Quarter ended

March 31,

(in thousands)

2005

 

2004

Ceded premiums written

$

(20,164)

(16,124)

Ceded premiums earned

(19,783)

(16,576)

Ceded losses and loss expenses incurred

(7,609)

(5,057)

Ceded premiums increased primarily due to an increase in our flood business.

6.            Share-Based Payments
Selective has several share-based compensation plans. Historically, Selective has used the accounting method prescribed by Accounting Principles Board Opinion No. 25 "Accounting for Stock Issued to Employees," (APB 25) as was permitted by FASB Statement No. 123 "Accounting for Stock Based Compensation" (FAS 123), to account for its share-based compensation plans.  Effective January 1, 2005, Selective early-adopted the FASB Statement of Financial Accounting Standards No. 123 (Revised 2004), "Share-Based Payments" (FAS 123R), which replaces FAS 123 and supercedes APB 25 using the modified prospective application provisions. FAS 123R applies to all share-based payment transactions in which an entity acquires goods or services by issuing (or offering to issue) its shares, share options, or other equity instruments.  FAS 123R requires that the cost resulting from all share-based payment transactions be recognized in the financial statements.

6


Selective applied the modified prospective application method in its early adoption of FAS 123R. Implementing FAS 123R did not have a material effect on income before cumulative effect of change in accounting principle and basic or diluted earnings per share before cumulative effect of change in accounting principle in First Quarter 2005.  A cumulative effect of change in accounting principle due to the requirement to estimate the impact of expected forfeitures at the grant date, resulted in a benefit, net of tax of $0.5 million in First Quarter 2005.  FAS 123R eliminated the presentation of the contra-equity account on the face of the Consolidated Balance Sheets, "Unearned Stock Compensation." As a result, $14.7 million was reclassified from "Unearned Stock Compensation" to "Additional Paid-in Capital" as of January 1, 2005.

The following is a pro forma application of FAS 123 for the quarter ended March 31, 2004. The Consolidated Statements of Income were originally prepared in accordance with APB 25.

Unaudited,

Quarter ended

March 31,

(in thousands, except per share amounts)

2004

Net income, as reported

$

27,528 

Add:  Stock-based employee compensation reported in net

 

income, net of related tax effect

1,205 

Deduct:  Total stock-based employee compensation expense

 

determined under fair value-based method for all awards,

 

net of related tax effects

(2,144)

Pro forma net income

$

26,589 

 

Net income per share:

 

Basic - as reported

$

1.04 

Basic - pro forma

1.00 

Diluted - as reported

0.88 

Diluted - pro forma

0.85 

In determining the expense to be recorded for stock options within Selective's various plans, the fair value of each option award is estimated on the date of grant using the Black Scholes option valuation model. The significant assumptions utilized in applying the Black Scholes option valuation model are the risk-free interest rate, expected term, dividend yield, and expected volatility. The risk-free interest rate is the implied yield currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term used as the assumption in the model. The expected term of an option award is based on historical experience of similar awards. The dividend yield is determined by dividing the expected per share dividend during the coming year by the grant date stock price. The expected volatility is based on the volatility of Selective's stock price over a historical period comparable to the expected term. The weighted average assumptions used by Selective in applying the Black Scholes valuation model are illustrated in the following table:

 

All Other Option Plans

 

 

Employee Stock Purchase Plan

 

2005

 

2004

 

 

 

 

2005

 

2004

 

 

Risk-free interest rate

 

3.99

%

3.60

%

 

 

 

2.58

%

1.02

%

 

Expected term

 

7 years

 

7 years

 

 

 

 

6 months

 

6 months

 

 

Dividend yield

 

1.7

%

1.9

%

 

 

 

1.7

%

2.1

%

 

Expected volatility

 

26

%

26

%

 

 

 

30

%

30

%

 

The expense to be recorded for restricted stock awards and stock compensation for nonemployee directors described below is determined utilizing the number of awards granted and the grant date market value.

Under FAS 123R the compensation expense for the various share-based compensation plans that has been charged against income before cumulative effect of change in accounting principle before tax was $2.2 million in First Quarter 2005 with a corresponding income tax benefit of $0.7 million.  In accordance with APB 25, Selective had compensation expense that was charged against income before tax of $1.8 million with a corresponding income tax benefit of $0.6 million for First Quarter 2004.

7


Stock Option Plan II
Selective's ability to make share-based compensation grants under Stock Option Plan II expired on September 1, 2002.  As of March 31, 2005, 499,206 shares of Selective's common stock remain available for issuance under existing outstanding awards that include unexercised stock options and restricted stock. The plan permitted grants to employees of qualified and nonqualified stock options, with and without stock appreciation rights (SARs) and restricted or unrestricted stock at not less than fair value on the date of the grant and subject to certain vesting periods and performance requirements as determined by the Salary and Employee Benefits Committee of the Board of Directors (SEBC) in its sole discretion. Each option grant must be exercised within ten years from the date of the grant.  Selective experienced forfeitures of 700 shares in First Quarter 2005 and 3,755 shares in First Quarter 2004.

During the vesting period, dividends are earned and held in escrow on the restricted shares subject to the same vesting period and conditions as set forth in the award agreement. Effective September 3, 1996, dividends earned on the restricted shares are reinvested in Selective's common stock at fair value. Selective issued through the dividend reinvestment feature (net of forfeitures), restricted shares of 877 in First Quarter 2005 and 1,805 in First Quarter 2004, from the dividend reinvestment plan reserves.

Stock Option Plan III
In May 2002, the stockholders approved Selective's Stock Option Plan III, which has 1,035,669 shares of Selective's common stock available for issuance at March 31, 2005.  The plan permits the granting of qualified and nonqualified stock options with or without stock appreciation rights (SARs), and restricted or unrestricted stock at not less than fair value on the date of the grant and may be subject to certain vesting periods and performance requirements as determined by the SEBC in its sole discretion.  Each option grant must be exercised within ten years from the date of the grant.  Under this plan, Selective granted options for 105,663 shares in First Quarter 2005 and 104,600 shares in First Quarter 2004.

Selective also granted total restricted shares of 312,876 in First Quarter 2005 and 314,984 for First Quarter 2004 and experienced forfeitures of 1,670 shares for First Quarter 2005 and 13,137 shares for First Quarter 2004.    Dividends earned on the restricted shares are reinvested in Selective's common stock at fair value.  Selective issued through the dividend reinvestment feature (net of forfeitures) 3,639 restricted shares in First Quarter 2005 and 2,364 restricted shares in First Quarter 2004, from the dividend reinvestment plan reserves.

Employee Stock Purchase Plan
Under Selective's Employee Stock Purchase Plan, there are 268,282 shares of common stock available for purchase. This plan is available to all employees who meet the eligibility requirements and provides for the issuance of options to purchase shares of common stock. The purchase price is the lower of: (i) 85% of the closing market price at the time the option is granted or (ii) 85% of the closing price at the time the option is exercised. Selective did not issue shares to employees in First Quarter 2005 or First Quarter 2004. Shares are generally issued on June 30 and December 31 of each year.

Stock Option Plan for Directors
Under Selective's Stock Option Plan for Directors, 631,000 shares of Selective's common stock are available for issuance. Each director who is not a full-time employee of Selective participates in the plan and automatically receives a nonqualified option to purchase 3,000 shares of common stock at not less than fair value on March 1 of each year. Each option becomes exercisable one year after the option was granted and expires no more than ten years from the date the option is granted. Under this plan, Selective granted 33,000 options in First Quarter 2005 and 30,000 options in First Quarter 2004.

Stock Compensation Plan for Nonemployee Directors
In May 1996, the stockholders approved the Stock Compensation Plan for Nonemployee directors, effective January 1, 1997. The purpose of this plan is to provide for the payment of the annual compensation for the directors' services in shares of Selective's common stock. The amount of common shares available for issuance under the plan is 322,794. Selective issued 1,082 shares during First Quarter 2005 and 1,342 shares during First Quarter 2004. The plan was amended, effective January 1, 2001, to permit the directors to elect to receive up to 50% of their compensation under the plan in cash for each calendar year. Each non-employee director must elect on or before December 20th of each year how compensation for the following year will be paid.

8


The weighted-average fair value of options and stocks granted per share for Selective's stock plans, during the First Quarter 2005 and First Quarter 2004 is as follows:

 

 

2005

 

2004

 

Stock option plans

$

13.14 

 

9.65 

 

Restricted stock

 

45.05 

 

34.82 

 

Stock Compensation for Nonemployee Directors

 

44.00 

 

32.15 

 

Employee stock purchase plan (ESPP):

 

 

 

 

 

 Six month option

 

3.24 

 

2.31 

 

 15% of grant date market value

 

6.57 

 

4.84 

 

Total ESPP

$

9.81 

 

7.15 

 

A summary of the option transactions under Selective's stock option plans is as follows:

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

Average

 

 

 

 

 

 

Average

 

Remaining

 

Aggregate

 

 

Number

 

Exercise

 

contractual

 

Intrinsic Value

 

 

of shares

 

Price

 

Life in years

 

($ in thousands)

Outstanding at January 1, 2005

 

927,276 

$

22.90 

 

Granted 2005

 

138,663 

 

44.60 

 

Exercised 2005

 

(124,636)

 

21.72 

 

Forfeited or expired 2005

 

(1,200)

 

18.00 

 

 

 

 

Outstanding at March 31, 2005

 

940,103 

$

26.26 

5.8 

$

18,769 

Exercisable at March 31, 2005

 

801,440 

$

23.09 

5.2 

$

18,543 

The total intrinsic value of options exercised was $3.2 million during the First Quarter 2005 and $2.9 million during the First Quarter 2004.

A summary of the restricted stock transactions under Selective's stock option plans is as follows:

 

 

 

 

Weighted

 

 

 

 

Average

 

 

Number

 

Grant Date

 

 

of shares

 

Fair value

 

 

 

Restricted Stock Awards at January 1, 2005

 

953,438 

$

26.69 

Granted 2005

 

312,876 

 

45.05 

Vested 2005

 

(178,908)

 

22.71 

Forfeited 2005

 

(2,370)

 

28.21 

 

 

Restricted Stock Awards at March 31, 2005

 

1,085,036 

$

32.64 

As of March 31, 2005, there was $22.5 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under Selective's stock plans.  That cost is expected to be recognized over a weighted-average period of 2.4 years. The total fair value of restricted stock shares vested during the period was $8.6 million for the First Quarter 2005 and $4.6 million for the First Quarter 2004. In connection with the restricted stock vesting, the total fair value of the dividend reinvestment plan shares that also vested during the period was $0.8 million in First Quarter 2005 and $0.5 million in First Quarter 2004.

9


7.            Segment Information
Selective has classified its operations into three segments, the disaggregated results of which are reported to and used by Selective's senior management to manage Selective:

Selective does not aggregate any of its operating segments.

The Insurance Operations and Diversified Insurance Services segments share either complementary (common marketing or distribution system) or vertical (one business uses another's products or services in its own product or supply output) services.  Selective's commercial and personal lines property and casualty insurance products, flood insurance, and HR administration outsourcing products are sold through appointed independent insurance agents.  Selective's managed care business provides services to its property and casualty insurance claims operations and to other insurance carriers.  Selective and its subsidiaries also provide services to each other in the normal course of business.  These transactions totaled $6.8 million in First Quarter 2005 and $6.4 million in First Quarter 2004. These transactions were eliminated in all consolidated statements.

10


In computing the results of each segment, no adjustment is made for interest expense, net general corporate expenses or federal income taxes. Selective does not maintain separate investment portfolios for the segments and, therefore, does not allocate assets to the segments.  The following summaries present revenues (net investment income and net realized gains on investments in the case of the Investments segment) and pre-tax income for the individual segments:

 

Unaudited,

Revenue by segment

Quarter ended

March 31,

(in thousands)

2005

 

2004

Insurance Operations:

 

 

Commercial automobile net premiums earned

$

77,649 

 

72,458 

Workers' compensation net premiums earned

69,253 

62,960 

General liability net premiums earned

86,016 

72,167 

Commercial Property net premiums earned

40,210 

36,645 

Business owners' policy net premiums earned

11,921 

12,226 

Bonds net premiums earned

3,862 

3,020 

Other net premiums earned

215 

221 

Total commercial lines net premiums earned

289,126 

259,697 

         

Personal automobile net premiums earned

42,991 

45,884 

Homeowners' net premiums earned

9,049 

8,285 

Other net premiums earned

1,574 

1,440 

Total personal lines net premiums earned

53,614 

55,609 

         

Miscellaneous income

840 

746 

Total insurance operations revenues

343,580 

316,052 

         

Investments:

Net investment income

32,362 

29,460 

Net realized gain on investments

4,598 

5,346 

Total investment revenues

36,960 

34,806 

         

Diversified Insurance Services:

 

 

Human resource administration outsourcing

 

15,607 

 

13,046 

Flood insurance

 

6,892 

 

5,727 

Managed Care

4,538 

 

4,850 

Other

715 

608 

Total diversified insurance services revenues

27,752 

24,231 

         

Total all segments

408,292 

375,089 

 

Other income

14 

31 

         

Total revenues

$

408,306 

375,120 

11


 

Unaudited,

Income, before federal income tax by segment

Quarter ended

March 31,

(in thousands)

2005

 

2004

Insurance Operations:

 

 

Commercial lines underwriting

$

13,536 

9,788 

Personal lines underwriting

3,110 

(3,063)

Underwriting income, before federal income tax

16,646 

6,725 

         

Investments:

Net investment income

32,362 

29,460 

Net realized gain on investments

4,598 

5,346 

Total investment income, before federal income tax

36,960 

34,806 

         

Diversified Insurance Services:

 

 

 

 

Income before federal income tax

 

3,136 

2,193 

         

Total all segments

 

56,742 

43,724 

Interest expense

 

(4,377)

(4,005)

General corporate expenses

 

(3,005)

(2,183)

         

Income before federal income tax and cumulative effect of change in accounting principle

$

49,360 

37,536 

 

8.            Retirement Plans

 

 

Retirement Income Plan

 

Postretirement Plan

 

 

Unaudited

 

Unaudited

 

 

Quarter Ended

 

Quarter Ended

(in thousands)

 

March 31,

 

March 31,

 

 

2005

 

2004

 

2005

 

2004

Components of Net Periodic Benefit Cost:

 

 

 

Service cost

$

1,798 

 

1,402 

100 

83 

Interest cost

 

1,854 

 

1,808 

95 

96 

Expected return on plan assets

 

(2,253)

 

(1,672)

Amortization of unrecognized transition obligation

 

 

Amortization of unrecognized prior service cost

 

38 

 

53 

(8)

(8)

Amortization of unrecognized net loss

 

288 

 

286 

Net periodic cost

$

1,725 

 

1,877 

187 

171 

 

 

Weighted-Average Expense Assumptions

 

 

for the years ended December 31:

 

 

Discount rate

 

5.75 

%

6.25 

5.75 

 

6.25 

Expected return on plan assets

 

8.00 

%

8.25 

 

Rate of compensation increase

 

4.00 

%

5.00 

4.00 

 

5.00 

Selective disclosed in Note 15 of Item 8. "Financial Statements and Supplementary Data" of its Annual Report on Form 10-K for the year ended December 31, 2004, that it expected to contribute $8.0 million to the retirement income plan in 2005. As of March 31, 2005, $8.0 million was contributed. Selective does not anticipate making any further contributions to the retirement income plan during 2005.

9.            Commitments and Contingencies
Included in Other investments is approximately $45.5 million of investments in limited partnerships as of March 31, 2005, and $44.1 million as of December 31, 2004. At March 31, 2005, Selective has an additional limited partnership investment commitment of up to $44.2 million; but there is no certainty that any such additional investment will be required.

12


10.          Litigation
In the ordinary course of conducting business, Selective and its subsidiaries have been named as defendants in various legal proceedings.  Some of these lawsuits attempt to establish liability under insurance contracts issued by our insurance subsidiaries.  Plaintiffs in these lawsuits are seeking money damages that, in some cases, are extra-contractual in nature or they are seeking to have the court direct the activities of Selective's operations in certain ways.  Although the ultimate outcome of these matters is not presently determinable, Selective does not believe that the total amounts that it will ultimately have to pay, if any, in all of these lawsuits in the aggregate will have a material adverse effect on its financial condition, results of operations, or liquidity.

11.          Subsequent Event
The Omnibus Stock Plan (Stock Plan) and the Cash Incentive Plan were adopted and approved by the Board of Directors effective as of April 1, 2005, which were subsequently approved by stockholders' on April 27, 2005. Under the Stock Plan, the Salary and Employee Benefits Committee (SEBC) may grant stock options, stock appreciation rights, restricted stock, phantom stock, stock bonuses, and other awards in such amounts and with such terms and conditions as the SEBC shall determine, subject to the provisions of the Plan.  Each award granted under the Plan (except unconditional stock bonuses and the cash component of Director compensation) shall be evidenced by an agreement, which shall contain such provisions as the SEBC may in its sole discretion deem necessary or desirable and which are not in conflict with the terms of the Plan.  With the adoption and approval of this Plan, no further grants shall be made under the Selective Stock Option Plan III, the Stock Option Plan for Directors, or the Stock Compensation Plan for Nonemployee Directors, as amended (Prior Plans).  Awards outstanding under each of these Prior Plans as of the date of such stockholder approval shall continue in effect according to the terms of the applicable Prior Plans and any applicable agreements evidencing such Prior Plan Awards.

Effective April 26, 2005, the Board of Directors approved a new stock repurchase plan of 5.0 million shares over the next two years, and cancelled the existing stock repurchase program which had 2.4 million shares remaining and was scheduled to expire on November 30, 2005.

13


 

FORWARD-LOOKING STATEMENTS

 

In this Quarterly Report on Form 10-Q, Selective and its management discuss and make statements regarding their intentions, beliefs, current expectations, and projections regarding Selective's future operations and performance. Such statements are "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements are often identified by words such as "anticipates," "believes," "expects," "will," "should" and "intends" and their negatives. Selective and its management caution prospective investors that such forward-looking statements are not guarantees of future performance.  Risks and uncertainties are inherent in Selective's future performance. Factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, those discussed under "Risk Factors" in "Item 7 -- Management's Discussion and Analysis of Financial Condition and Results of Operations" in Selective's Annual Report on Form 10-K for the fiscal year ended December 31, 2004 (Annual Report).  Those portions of the Annual Report are incorporated by reference into this report.  Selective and its management make forward-looking statements based on currently available information and assume no obligation to update these statements due to changes in underlying factors, new information, future developments, or otherwise.

Factors that could cause our actual results to differ materially from those projected, forecasted or estimated by us in forward-looking statements, include, but are not limited to:

14


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


Introduction
The purpose of the Management's Discussion and Analysis is to provide an understanding of Selective Insurance Group, Inc and subsidiaries' (Collectively, Selective or the Company) consolidated results of operations and financial position.  It begins with an overview of the Company and its First Quarter 2005 results and full year 2005 outlook. This overview is then followed by a more detailed discussion of Selective's results of operations.  This discussion should be read in conjunction with Selective's consolidated financial statements on Form 10-K of our Annual Report for the year-ended December 31, 2004 and Item 1. Financial Statements on this Form 10-Q.

 

Executive Summary
Selective operates through its three business segments: (i) Insurance Operations (ii) Diversified Insurance Services, and (iii) Investments.  Selective's Insurance Operations segment sells its property and casualty insurance products and services through six insurance subsidiaries.  The insurance subsidiaries were the nation's 54th largest property and casualty group based on the combined statutory net premiums written, or premiums for all sold policies, of its insurance subsidiaries in A.M. Best's 2003 list of "Top Property/Casualty Writers." The Insurance Operations segment markets its property and casualty insurance products through a select group of approximately 750 independent insurance agencies in 20 states in the Eastern region of the United States.  The Insurance Operations segment is built on a foundation of personal relationships with these local independent insurance agents.  These agents have an informed, front line perspective that benefits policyholders as well as the insurance subsidiaries, helping to create profitability and value for stockholders.  The insurance subsidiaries' primary strategy is to continue to build relationships with well-established, independent insurance agents and carefully monitor each agent's profitability, financial stability, staff, and mix of business against plans that the insurance subsidiaries develop annually with the agent. The insurance subsidiaries have 74 field underwriters, known as agency management specialists (AMS), which live in the geographic vicinity of their appointed independent agents. This enables the AMSs to provide prompt and personalized service, gain firsthand knowledge of the underwriting risks, and are fully authorized decision makers.  The insurance subsidiaries are also differentiated by their commitment to providing exceptional claims service to their policyholders.  The insurance subsidiaries employ approximately 130 field claims adjusters, known as claim management specialists (CMS).  Like AMSs, CMSs live in the geographic vicinity of the appointed independent agents enabling them to conduct on-site inspections of losses, obtain better knowledge about potential exposures, and settle claims faster and more accurately, with higher levels of customer satisfaction.

The Company's overall financial strength also provides a competitive advantage in the marketplace, and directly impacts where agents place their business.  Only 7% of commercial lines companies have "A+" or higher ratings from A.M. Best, and we have been rated  "A+" for 43 consecutive years. This is an important factor as the property and casualty insurance market becomes increasingly more competitive.  Pricing in the Property and Casualty industry is cyclical.  From 2000 through 2004, commercial renewal pricing was increasing, resulting in improved earnings.  In 2004, the rate of increase had significantly diminished and actually declined in some segments of the market. This trend continued during First Quarter 2005 as Selective's commercial renewal pricing increased 6% including exposure and only 2% excluding exposure. Although pricing pressure is an indication of higher levels of competition in the marketplace as companies try to increase market share, industry fundamentals are conducive to sound pricing.  Those fundamentals include the following: (i) a low interest rate environment, (ii) increasing loss cost trends (iii) higher reinsurance costs than historic levels, (iv) rating agency pressures to maintain operating returns, and (v) greater information availability and transparency in the industry.  A GAAP combined ratio of approximately 95% for Selective, equates to a return on average equity of approximately 15%.  As the pricing environment and industry fundamentals continue to change, Selective must continually balance the competitive pressures to reduce prices with preservation of the franchise and providing returns to stockholders.  Ultimately we strive to outperform the industry regardless of the market conditions.

15


To help mitigate potential volatility in insurance operating results Selective's Diversified Insurance Services segment provides fee-based revenues that contribute to earnings and increase operating cash flow.  The Diversified Insurance Services operation has three major components: (i) human resource administration outsourcing (HR Outsourcing) products and services (ii) managed care products and services; and (iii) federal flood insurance, which is sold to homeowners and commercial customers by the insurance subsidiaries. The Diversified Insurance Services segment fits into Selective's business model in one of two ways:  (i) complementary by sharing a common marketing or distribution system and creating new opportunities for independent agents to bring value-added services and products to their customers, or (ii) vertically by one subsidiary using another's products or services in its own production or supply output, or vice versa.

Selective's Investment segment is designed to preserve capital and generate earnings through the investment of cash flows from the Insurance and Diversified Insurance Services segments.  The Investment segment's philosophy is to maximize after-tax returns over extended periods of time while providing liquidity and preserving assets and stockholders' equity.  Selective's investment portfolio consists primarily of fixed maturity investments, but it also holds short-term investments, equity securities, and other investments.  Selective believes that a prudent level of investment in equity securities and other non-market correlated investments within the portfolio are likely to enhance after-tax returns without significantly increasing the risk profile of the portfolio when considered over long periods of time, and balanced with leverage and insurance risk considerations.

In order to address ongoing changes in the Property and Casualty marketplace, the Company has several key strategies to achieve its performance objectives over the next several years:

The table below provides highlights of financial performance of the Company for First Quarter 2005 and First Quarter 2004:

Financial Highlights

March 31,

 

March 31

(dollars in thousands, except per share amounts)

2005

 

2004

Net premiums written

$

396,778 

375,262 

Net premiums earned

342,740 

315,306 

Diversified Insurance Services revenue

27,752 

24,231 

Net investment income earned

32,362 

29,460 

Net realized gains

4,598 

5,346 

Net Income before cumulative effect of change in accounting principle

35,606 

27,528 

Net income

36,101 

27,528 

Diluted net income before cumulative effect of change in accounting principle per share

1.13 

0.88 

Diluted net income per share

1.15 

0.88 

Diluted Weighted-Average Outstanding Shares

32,151 

32,218 

Statutory combined ratio

93.5 

%

95.7 

GAAP Combined ratio

95.1 

%

97.9 

Annualized return on average equity

16.3 

%

14.2 

16


In First Quarter 2005, each of our three operating segments contributed to our strong financial performance. The Insurance Operations segment was led by its core commercial lines operations (Commercial Lines), which represents 84% of its business.  Although the rate of renewal premium increases has slowed, the Commercial Lines component of the Insurance Operations segment still produced growth in net premiums written of approximately 9% to $348.2 million for First Quarter 2005, compared to $320 million in First Quarter 2004 due to: (i) $62.5 million of new commercial business in First Quarter 2005 compared to $69.0 million of new business in First Quarter 2004; (ii) increased commercial renewal pricing, including exposure, of 6% in First Quarter 2005 compared to 10% in First Quarter 2004; and (iii) retention  that held steady in excess of 80% for First Quarter 2005 compared to the same period a year ago.

The Investments segment produced net investment income earned for First Quarter 2005 of $32.4 million compared to $29.5 million for First Quarter 2004. Net investment income earned increased as a result of the higher investment base of $2.9 billion in First Quarter 2005, compared to $2.5 billion in First Quarter 2004. The increased investment base was largely due to strong operating cash flows in both First Quarter 2005 of $46.3 million and full year 2004 of $367.1 million. Lower investment rates available in the marketplace compared to our blended portfolio yield reduced the overall pre-tax investment yield to 4.5% for First Quarter 2005, compared to 4.8% for First Quarter 2004. The Investments segment also included net realized gains of $4.6 million in First Quarter 2005 compared to $5.3 million in First Quarter 2004.

The Diversified Insurance Services segment produced $27.8 million of revenue and $2.1 million of net income for First Quarter 2005, compared to $24.2 million of revenue and $1.5 million of net income for First Quarter 2004.  The Diversified Insurance Services segment's after tax return on revenue increased to 7.4% for First Quarter 2005, compared to 6.1% for First Quarter 2004.  These improved results were fueled by continued strong performance from the flood operation. Improvements in the HR outsourcing operation were driven by 2004 pricing improvements and increased worksite lives.  Improvements in the managed care operation were attributable to expense reduction initiatives that included a 10% reduction in their workforce during 2004.

The overall strong performance in these three segments resulted in an increase in total revenue of 9% to $408.3 million in First Quarter 2005 compared to $375.1 million in First Quarter 2004. Net income increased 31% to $36.1 million in First Quarter 2005 compared to $27.5 million in First Quarter 2004. Given the Company's strong First Quarter 2005 results coupled with the strategies discussed above and barring excessive catastrophe losses, the Company expects continued earnings momentum in 2005, which should result in:

Results of Operations

Insurance Operations

Unaudited,

All Lines

Quarter ended

 

March 31,

($ in thousands)

2005

 

2004

GAAP Insurance Operations Results:

Net premiums written

$

396,778 

375,262 

Net premiums earned

$

342,740 

315,306 

Less:

Losses and loss expenses incurred

218,437 

210,317 

Net underwriting expenses incurred

106,409 

97,175 

Dividends to policyholders

1,248 

1,089 

Underwriting income

$

16,646 

6,725 

GAAP Ratios:

Loss and loss expense ratio

63.7 

%

66.7 

Underwriting expense ratio

31.0 

%

30.9 

Dividends to policyholders ratio

0.4 

%

0.3 

Combined ratio

95.1 

%

97.9 

17


Net premiums written increased by approximately $21.5 million, or 6%, to $396.8 million in First Quarter 2005 compared to First Quarter 2004. First Quarter 2005 net premiums earned were $342.7 million, an increase of 9% over First Quarter 2004 net premiums earned of $315.3 million.  As mentioned in the "Executive Summary," the main factors contributing to this overall improvement were commercial lines new business, commercial lines pricing and a consistent level of commercial lines retention. For further information, see discussion of "Commercial Lines Results" on the next page.

The loss and loss expense ratio decreased 3.0 points to 63.7% for First Quarter 2005 compared to 66.7% for First Quarter 2004. The improvements in the loss and loss expense ratio were primarily due to a reduction in weather-related catastrophe losses coupled with Personal Lines improvements primarily attributable to the personal automobile line of business. For further information, see the discussion of "Commercial Lines Results" and "Personal Lines Results," which follows.  

The underwriting expense ratio increased 0.1 points to 31.0% in First Quarter 2005 compared to 30.9% in First Quarter 2004. Although the underwriting expense ratio remained relatively flat, a detailed discussion of the components of this ratio is further discussed within the "Commercial Lines Results" and "Personal Lines Results" sections that follow.

Commercial Lines Results

Unaudited,

Commercial Lines

Quarter ended

 

March 31,

($ in thousands)

2005

2004

GAAP Insurance Operations Results:

Net premiums written

$

348,168 

319,998 

Net premiums earned

$

289,126 

259,697 

Less:

Losses and loss expenses incurred

180,937 

166,381 

Net underwriting expenses incurred

93,405 

82,439 

Dividends to policyholders

1,248 

1,089 

Underwriting income

$

13,536 

9,788 

GAAP Ratios:

Loss and loss expense ratio

62.6 

%

64.1 

Underwriting expense ratio

32.3 

%

31.7 

Dividends to policyholders ratio

0.4 

%

0.4 

Combined ratio

95.3 

%

96.2 

Commercial Lines accounted for approximately 84% of our net premiums written for the twelve months ended March 31, 2005 compared with 83% for the same period last year. Net premiums written increased $28.2 million, or 9%, to $348.2 million for First Quarter 2005 compared to $320.0 First Quarter 2004.  First Quarter 2005 net premiums earned were $289.1 million, an increase of 11% over First Quarter 2004 net premiums earned of $259.7 million.  The main factors contributing to this overall improvement were: (i)  $62.5 million in net new business written for First Quarter 2005, a 9% decrease when compared with $69.0 million in net new business written for First Quarter 2004; (ii) year-on-year retention that held steady in excess of 80% for First Quarter 2005; and (iii) renewal premium price increases, including exposure, that averaged 6% in First Quarter 2005 compared with 10% in First Quarter 2004.

As expected, the marketplace is growing increasingly competitive and Selective is experiencing much greater pricing pressure, but the Company believes the commercial marketplace can still provide opportunities for profitable growth.  Regional carriers have increased market share three points over the past four years, and there is no commercial lines market leader.  In an effort to increase Selective's market share, the Company has established certain strategic initiatives including "market planning," which identifies organic growth opportunities by examining business demographics to target opportunities in underserved markets and identify potential growth areas that may require additional agent or field underwriter deployment.  Selective's commercial lines premium of $1 billion in 2004 represents a 1% market share in our 20 primary states, indicating substantial additional opportunity in our current operating territories.

18


 

While the Company is experiencing greater competition and pricing, the past five years of ongoing underwriting, pricing and loss control initiatives have resulted in strong Commercial Lines loss and loss expense ratios of 62.6% in First Quarter 2005 and 64.1% in First Quarter 2004.  The improvement in the loss and loss expense ratio is attributable to lower weather-related catastrophe losses, which accounted for only 0.1 points of the loss and loss expense ratio for First Quarter 2005 compared with 1.6 points in First Quarter 2004.  Additionally, loss trends for the Company's overall commercial lines business were down approximately 1% for the twelve months ending March 31, 2005. Excluding workers' compensation loss trends, which were up approximately 6% for the same period, overall loss trends for commercial lines business were down approximately 4%. For additional information regarding workers' compensation see the discussion below.

The underwriting expense ratio increased 0.6 points to 32.3% in First Quarter 2005 compared to 31.7% in First Quarter 2004. The increase is primarily attributable to increases in profit-based incentive compensation to employees and supplemental commissions to agents of $2.0 million, coupled with the ongoing costs of complying with Section 404 of the Sarbanes-Oxley Act, which increased $0.1 million compared to First Quarter 2004.

        Commercial Automobile
The Company's commercial automobile line of business had $90.5 million of statutory net premiums written in First Quarter 2005, or 26% of total commercial lines net premiums written, compared to $85.7 million and 27% in First Quarter 2004. The statutory combined ratio was 85.3% in First Quarter 2005, compared to 84.9% in First Quarter 2004.  This line continues to be favorably impacted by price increases, stricter underwriting standards, including a changed vehicle mix which reduced the percentage of extra-heavy vehicles covered, and the removal of certain classes of business that we determined to be unprofitable.

        General Liability
The Company's general liability line of business had $104.2 million of statutory net premiums written in First Quarter 2005, or 30% of total commercial lines net premiums written, compared to $90.1 million and 28% in First Quarter 2004. The statutory combined ratio was 95.1% in First Quarter 2005, compared to 90.2% in First Quarter 2004.  First Quarter 2005 had slightly more losses than First Quarter 2004 due to natural volatility in this line of business.  Overall the Company's performance in the line reflects the past five years of ongoing underwriting, pricing and loss control initiatives.

        Workers' Compensation
The Company's workers' compensation line of business had $91.0 million of statutory net premiums written in First Quarter 2005, or 26% of total commercial lines net premiums written, compared to $84.9 million and 26% in First Quarter 2004. The statutory combined ratio was 108.9% in First Quarter 2005, compared to 101.6% in First Quarter 2004.  Over the last six years, loss trends for workers' compensation averaged 4.2%, driven by loss trends of 7.1% for medical losses.  In an attempt to control escalating medical costs, the Company is improving its service networks to achieve greater managed care discounts, and establishing a more aggressive back-to-work program to control claim costs.  Selective continues to implement enhanced loss control efforts, which include OSHA certification training for contractors and the direct involvement of Selective's loss control professionals on insured workplace safety committees.  The Knowledge Management initiative will enable us to segment workers' compensation risks and identify more precisely which risks are profitable and should be grown, and which should be reduced.  As a result, the Company is writing more non-contracting workers' compensation accounts through our One and Done system, which traditionally has performed over 10 points better than our other business. While overall this line is not yet performing at an acceptable level, it remains an important component of the Company's highly profitable commercial account business.  For the First Quarter 2005 compared to First Quarter 2004, workers' compensation policy count was flat, whereas the overall commercial lines policy count increased approximately 6%. Workers' compensation renewal price increases were up just over 10%, including a 9% pure rate increase in New Jersey, which represents 24% of workers' compensation premium.

19


Commercial Property

The Company's commercial property line of business had $45.8 million of statutory net premiums written in First Quarter 2005, or 13% of total commercial lines net premiums written, compared to $41.6 million or 13% in First Quarter 2004. The statutory combined ratio was 77.3% in First Quarter 2005, compared to 94.3% in First Quarter 2004.  There were minimal weather-related catastrophe losses during First Quarter 2005 compared to 7.4 points during First Quarter 2004. The additional improvement in the statutory combined ratio is primarily attributable to underwriting improvements that have been made over the past several years, which include better insurance to value estimates across our book of business; a shift to risks of better construction quality and newer buildings; and an overall focus on low-to-medium hazard property exposures.

        Business Owners' Policy (BOP)
The Company's business owners' policy line of business had $12.0 million of statutory net premiums written in First Quarter 2005, or 4% of total commercial lines net premiums written, compared to $13.5 million and 4% in First Quarter 2004. The statutory combined ratio was 105.5% in First Quarter 2005, compared to 109.2% in First Quarter 2004.  The Company is aggressively pursuing profitability for this line of business and continues to implement ongoing pricing and underwriting actions to improve results, including the elimination of certain classes of businesses, which have been consistently unprofitable and focusing growth on more profitable segments.

        Bonds
Bonds statutory net premiums written were $4.2 million for First Quarter 2005, or 1% of total commercial lines net premiums written, compared to $3.7 million and 1% in First Quarter 2004.  The Bond line of business posted a statutory combined ratio of 76.8% compared to 165.6% in First Quarter 2004. In First Quarter 2004, the Company took a charge of approximately $2.0 million, or 65.7 points, which related to salvage and subrogation recoverables for prior accident years. Additional improvements in our Bond line of business during First Quarter 2005 reflect enhancements to the Bonds underwriting process during 2004. 

Personal Lines Results

 

Unaudited,

Personal Lines

 

Quarter ended

 

March 31,

($ in thousands)

2005

2004

GAAP Insurance Operations Results:

Net premiums written

$

48,610 

55,264 

Net premiums earned

$

53,614 

55,609 

Less:

Losses and loss expenses incurred

37,500 

43,936 

Net underwriting expenses incurred

13,004 

14,736 

Underwriting gain (loss)

$

3,110 

(3,063)

GAAP Ratios:

Loss and loss expense ratio

69.9 

%

79.0 

Underwriting expense ratio

24.3 

%

26.5 

Combined ratio

94.2 

%

105.5 

 

Personal Lines accounted for approximately 16% of our net premiums written for the twelve months ended March 31, 2005 compared with 17% for the same period last year.  Net premiums written decreased $6.7 million, or 12%, to $48.6 million for First Quarter 2005 when compared with the same period in 2004.  First Quarter 2005 net premiums earned were $53.6 million, a decrease of approximately 4% over First Quarter 2004 net premiums earned of $55.6 million. The decreases in premiums were primarily due to stiff competition in the New Jersey auto market, which represents 58% of our total Personal Lines net premiums written.  There are many new market entrants in New Jersey and fewer regulatory constraints, which we believe will benefit both carriers and consumers over time.  For further information on the New Jersey auto market see the discussion on the Company's Personal Automobile business below.

20


The personal lines loss and loss expense ratio decreased 9.1 points to 69.9% in First Quarter 2005 compared to the same period in 2004.  First Quarter 2005 included just 0.2 points of weather-related catastrophe losses compared to 1.0 point of weather-related catastrophe losses in First Quarter 2004.  The decrease in the underwriting loss and loss expense ratio is primarily attributable to the steady improvement in personal automobile and homeowner accident year loss frequency, while rate, tier and underwriting changes are beginning to favorably impact this business. These enhancements are producing a better mix of more accurately priced business, leading to a better performing book of personal lines business. 

The personal lines underwriting expense ratio decreased 2.2 points to 24.3% for First Quarter 2005 compared to 26.5% in First Quarter 2004.  This is primarily the result of a $0.6 million decrease in New Jersey and New York limited assignment and distributions (LAD) charges due to a reduction in LAD pricing in these states and a $0.4 million increase in New Jersey homeowners' quota share ceded commissions, a contra expense, due to decreased losses for treaty year 2004.  The Company's new automated personal lines system (SelectPlus™) should also continue to drive profitable growth, as it becomes even easier to do business with us.  This leads to greater scale, which reduces underwriting expenses over time as agents process more of the transactions directly into our system. The automation should lead to a more profitable book of Personal Lines business.

        Personal Automobile
Our personal automobile line of business had $39.2 million of statutory net premiums written in First Quarter 2005, or 81% of total personal lines net premiums written, compared to $46.6 million and 84% in First Quarter 2004.  The decreases in premiums were primarily due to stiff competition in the New Jersey auto market, which represents 71% of our total Personal Automobile net premiums written.  There are many new market entrants in New Jersey and fewer regulatory constraints, which the Company believes will benefit both carriers and consumers over time.  But the Company is clearly in a transition period that has independent agents struggling to produce business, after years of attempting to manage growth in an extremely difficult marketplace.  The number of personal automobiles the Company insures in New Jersey was down about 12% in First Quarter 2005 to 93,000 vehicles, as price shoppers switched carriers to get lower prices that may be unsustainable over time.  The Company remains focused on helping agents attract and retain the best risks and has taken many actions over the last few months to target these accounts including: (i) the use of new rating tier and credit history factors; (ii) discounts up to 10% for customers who insure their auto and home with Selective; (iii) a series of rate reductions exceeding 20% for physical damage coverage; and (iv) enhanced policy processing through the Company's new automated personal lines system, SelectPlus™, that makes it much easier to do business with Selective.  While the Company has yet to gain traction from these ongoing competitive actions, Selective is seeing a greater decline in higher-risk, poor credit accounts, and new business growth in targeted customer segments. As a result, New Jersey personal auto remained profitable with a statutory combined ratio of 95.7% in First Quarter 2005, compared to 94.7% in First Quarter 2004. The overall statutory combined ratio for personal auto was 99.1% in First Quarter 2005, compared to 98.9% in First Quarter 2004. Continued profitability in our New Jersey personal automobile business resulting in combined ratios below 96.0% to 98.0% on a long-term basis could result in an excess profits tax and partially offset our profitability.

        Homeowners
Our homeowners line of business had $7.9 million of statutory net premiums written in First Quarter 2005, or 16% of total personal lines net premiums written, compared to $7.2 million and 13% in First Quarter 2004. The statutory combined ratio was 98.9% in First Quarter 2005, compared to 133.2% in First Quarter 2004. There was a 5.1 point improvement from weather-related catastrophe losses, which were 2.0 points in First Quarter 2005 compared to 7.1 points in First Quarter 2004. The remainder of the improvement in this line was related to several large fire losses in First Quarter 2004, coupled with underwriting actions taken over the past several years. 

Investments
Although interest rates have risen, they are still lower than the overall portfolio yield, which puts pressure on investment returns. In spite of this, Selective still generated an increase of $2.9 million in pre-tax investment income to $32.4 million for the First Quarter 2005, compared to $29.5 million for First Quarter 2004.  The increase reflects an increased asset base as the investment portfolio reached $2.9 billion in value at March 31, 2005, an increase of 13%, compared to $2.5 billion at March 31, 2004.  This increase was due to strong operating cash flows of $367.1 million in 2004 and $46.3 million in First Quarter 2005. The Company's debt offering in November 2004 added approximately $50 million in assets. 

21


The Company continues to maintain a conservative, diversified investment portfolio, with fixed maturity investments representing 83% of invested assets. 65% of our fixed maturities portfolio is rated "AAA" while the portfolio has an average rating of "AA," Standard & Poor's second highest credit quality rating.  High credit quality continues to be a cornerstone of our investment strategy, as evidenced by the fact that almost 100% of the fixed maturities are investment grade.

The following table presents the Moody's and Standard & Poor's ratings of the Company's fixed maturities portfolio:

 

 

Rating

Unaudited

March31,

2005

December 31,

2004

Aaa/AAA

65%

64%

Aa/AA

21%

21%

A/A

10%

11%

Baa/BBB

4%

4%

Other

-

-

Total

100%

100%

Selective's investment philosophy is to maximize after-tax returns over extended periods of time. The Company's overall fixed maturity investment strategy is to make security purchases that are attractively priced in relation to perceived credit risks. Selective manages the interest rate risk associated with holding fixed maturity investments by monitoring and maintaining the average duration of the portfolio with a view toward achieving an adequate after-tax return without subjecting the portfolio to an unreasonable level of interest rate risk.  The Company invests its fixed maturities portfolio primarily in intermediate-term securities to limit overall interest rate risk of fixed maturity investments. The average duration of the fixed maturity portfolio, excluding short-term investments at March 31, 2005 was 4.3 years compared with 4.4 years at March 31, 2004.  To provide liquidity while maintaining consistent performance, fixed maturity investments are "laddered" so that some issues are always approaching maturity, thereby providing a source of predictable cash flow. Managing investment risk by adhering to these strategies is intended to protect the interests of our stockholders as well as those of our policyholders and, at the same time, enhance Selective's financial strength and underwriting capacity.

At March 31, 2005, the Company's investment portfolio included one non-investment grade security with an amortized cost of $5.0 million, or 0.2% of the portfolio, and a fair value of $5.2 million. At December 31, 2004, non-investment grade securities in our investment portfolio represented 0.2% of the portfolio, with an amortized cost of $5.0 million, and a fair value of $5.1 million.  The fair value of these securities was determined by independent pricing services or bid prices provided by various broker dealers.  The Company did not have a material investment in non-traded securities at March 31, 2005 or December 31, 2004.

The Company regularly reviews its entire investment portfolio for declines in value.  If management believes a decline in the value of a particular investment is temporary, the Company records the decline as an unrealized loss in accumulated other comprehensive income. If management believes the decline is "other than temporary," the Company writes down the carrying value of the investment and records a realized loss in its Consolidated Statements of Income.  Management's assessment of a decline in value includes current judgment as to the financial position and future prospects of the entity that issued the investment security.  Broad changes in the overall market or interest rate environment generally will not lead to a write-down.  This is a current topic of review for the SEC and Financial Accounting Standards Board (FASB).  We are uncertain what, if any, changes may be made.  If management's judgment about an individual security changes in the future the Company may ultimately record a realized loss after having originally concluded that the decline in value was temporary, which could have a material adverse impact on net income and financial position in future periods.

22


In evaluating for other than temporary impairment of fixed maturity securities, management evaluates certain factors, including but not limited to the following:

In evaluating for other than temporary impairment of equity securities and other investments, management evaluates certain factors, including but not limited to the following:

Realized Gains and Losses
Realized gains and losses are determined on the basis of the cost of specific investments sold or written-down, and are credited or charged to income. Our Investments segment included net realized gains before tax of $4.6 million in First Quarter 2005 compared to $5.3 million First Quarter 2004.  The net realized gains were principally from the sale of equity securities.  Selective maintains a high quality and liquid investment portfolio and the sale of the securities that resulted in net realized gains did not change the overall liquidity of the investment portfolio.  The Company's philosophy for sales of securities generally is to reduce our exposure to securities and sectors when economic evaluations or the fundamentals for that security or sector have deteriorated.  The Company generally has a long investment time horizon and the Company's turnover is low, which has resulted in many securities accumulating large unrealized gains.  Every purchase or sale is made with the intent of improving future investment returns.  Realized losses also include impairment charges from investment write-downs for other than temporary declines. There were no impairment charges recorded during First Quarter 2005 or First Quarter 2004. The following table summarizes the Company's net realized gains by investment type:

 

 

(in thousands)

 

Unaudited

Quarter  ended

March 31, 2005

 

Unaudited

Quarter  ended

March 31, 2004

Held-to-maturity fixed maturities

 

 

 

 

 Gains

$

 

 Losses

 

 

Available-for-sale fixed maturities

 

 

 

 

 Gains

 

191 

 

971 

 Losses

 

(776)

 

(21)

Available-for-sale equity securities

 

 

 

 

 Gains

 

5,296 

 

4,629 

 Losses

 

(117)

 

(233)

Total net realized gains

$

4,598 

 

5,346 

23


Generally, the insurance subsidiaries have a duration mismatch between assets and liabilities. The duration of the fixed maturity portfolio of 4.3 years is longer than that of the insurance subsidiaries liabilities by approximately 1.7 years. The current duration of our fixed maturities is within the Company's historical range, and is monitored and managed to maximize yield yet limit interest rate risk.  A high level of liquidity is maintained to mitigate the duration mismatch by utilizing a laddered maturity structure so that liquidation of available-for-sale fixed maturities should not be necessary in the ordinary course of business.  Liquidity is always a consideration when buying or selling securities, but because of the high quality and active market for our investment portfolio, the securities sold have not diminished the overall liquidity of our portfolio.

The Company realized gains and losses from the sale of available-for-sale debt and equity securities during First Quarter 2005 and First Quarter 2004. The following table presents the period of time that securities, sold at a loss during these quarters, were continuously in an unrealized loss position prior to sale:

 

Period of time in an

unrealized loss position

(in millions)

Unaudited,

Quarter  ended

March 31,

2005

Unaudited,

Quarter  ended

March 31,

2004

 

Fair

Fair

 

Value on

Realized

Value on

Realized

Sale Date

Loss

Sale Date

Loss

Fixed maturities:

 

 

 

0 - 6 months

$

22.7 

 

0.4 

7 - 12 months

 

Greater than 12 months

5.8 

 

0.3 

Total fixed maturities

28.5 

 

0.7 

Equity Securities:

 

 

 

0 - 6 months

0.7 

 

0.1 

1.8 

0.2 

7 - 12 months

 

Greater than 12 months

 

Total equity securities

0.7 

 

0.1 

1.8 

0.2 

Total

$

29.2 

 

0.8 

1.8 

0.2 

These securities were sold despite the fact that they were in a loss position.  The decision to sell these securities was due to: (i) heightened credit risk of the individual security sold; (ii) the decision to reduce our exposure to certain issuers, industries or sectors in light of changing economic conditions; or (iii) tax efficiency purposes.

Unrealized Losses
The following table summarizes, for all available-for-sale securities in an unrealized loss position at March 31, 2005 and December 31, 2004, the aggregate fair value and gross pre-tax unrealized loss recorded in our accumulated other comprehensive income, by asset class and by length of time those securities have continuously been in an unrealized loss position:

 

Period of time in an unrealized loss

Unaudited

March 31, 2005

 

December 31, 2004

position

 

 

Gross

Gross

Fair

 

Unrealized

Fair

Unrealized

(in millions)

Value

 

Loss

Value

Loss

Fixed maturities:

 

 

 

0 - 6 months

$

805.4 

 

11.1 

349.7 

2.1 

7 - 12 months

55.8 

 

1.2 

60.0 

1.1 

Greater than 12 months

45.2 

 

1.3 

5.8 

0.1 

Total fixed maturities

906.4 

 

13.6 

415.5 

3.3 

Equities:

 

 

 

0 - 6 months

13.6 

 

1.2 

3.1 

0.2 

7 - 12 months

1.9 

 

0.1 

2.0 

0.1 

Greater than 12 months

 

Total equity securities

15.5 

 

1.3 

5.1 

0.3 

Total

$

921.9 

 

14.9 

420.6 

3.6 

24


The following table presents information regarding our available-for-sale fixed maturities that were in an unrealized loss position at March 31, 2005 by contractual maturity:

Contractual Maturities

 

Amortized

 

Fair

(in millions)

 

Cost

 

Value

One year or less

$

36.9 

36.2 

Due after one year through five years

423.3 

418.1 

Due after five years through ten years

408.8 

402.1 

Due after ten years through fifteen years

51.0 

50.0 

Due after fifteen years

Total

$

920.0 

906.4 

 

Diversified Insurance Services

 

 

Unaudited,

 

 

Quarter ended

 

 

March 31,

($ in thousands)

 

2005

 

2004

HR Outsourcing

Revenue

$

15,607 

13,046 

Pre-tax profit

482 

127 

Flood Insurance

Revenue

6,892 

5,727 

Pre-tax profit

1,320 

1,371 

Managed Care

 

 

 

 

Revenue

4,538 

4,850 

Pre-tax profit

988 

513 

Other

 

 

 

 

Revenue

715 

608 

Pre-tax profit

346 

182 

Total

Revenue

27,752 

24,231 

Pre-tax profit

3,136 

2,193 

After-tax profit

2,065 

1,466 

After-tax return on revenue

7.4 

%

6.1 

The Diversified Insurance Services segment generated $27.8 million of revenue and $2.1 million of net income in First Quarter 2005 compared with $24.2 million of revenue and $1.5 million of net income in First Quarter 2004.  The segment generated an after-tax return on revenue of 7.4% in the First Quarter 2005 and 6.1% in First Quarter 2004.  Operating cash flow from the segment was $5.8 million in First Quarter 2005 compared with $7.0 million in First Quarter 2004.

Human Resource Administration Outsourcing
Revenue for Selective HR Solutions, Inc., provider of our human resource administration outsourcing (HR Outsourcing) product, was up 19.6% to $15.6 million for First Quarter 2005 compared to $13.0 million for First Quarter 2004. Pre-tax profit was $0.5 million for First Quarter 2005, compared to $0.1 million in First Quarter 2004. The improved results reflect price increases and operating expense reductions that have been implemented over the past few years, which have led to an increase in our HR Outsourcing's average administration fee per worksite employee to $641 for First Quarter 2005, compared to $593 for the First Quarter of 2004.  At the end of First Quarter 2005, our worksite lives are up 9.1% to 22,416 compared to 20,540 at the end of First Quarter 2004.  As the commercial insurance market becomes more competitive, this product offers an additional agency revenue stream and another value-added touch-point with agency clients.

25


Flood Insurance
Selective is a servicing carrier for the federal government's National Flood Insurance Program (NFIP). Through this program, Selective is able to provide a market for flood insurance to approximately 6,400 agents across the country. As a servicing carrier, Selective bears no risk of policyholder loss since the program is fully reinsured by the federal government. Currently, Selective is servicing approximately 191,000 flood policies under this program, compared to approximately 174,000 policies at March 31, 2004. Total Flood premium serviced was $80.7 million in First Quarter 2005, compared to $68.3 million at March 31, 2004.  Premium growth produced service revenue of $6.6 million, and when combined with $0.3 million in claim administrative fees, it resulted in an overall increase in revenues in First Quarter 2005 of 20% to $6.9 million, compared to $5.7 million, which included $5.5 million in service revenue and $0.2 million in claim administrative fees, for First Quarter 2004. This premium growth has been driven by expanded marketing efforts and the competitive advantage provided by our on-line flood system. Although expanded marketing efforts have started to result in increased premium, pre-tax profit has remained flat from First Quarter 2004 due to the corresponding expense related to those marketing efforts and a decrease in the fee paid to Selective by the NFIP of 0.6 points to 31.2% from 31.8% of flood premium serviced. Increases in pre-tax profit are expected over time as the Company experiences certain economies of scale.
 

Managed Care
Revenues for managed care were down 6% to $4.5 million for First Quarter 2005 compared to $4.9 million for First Quarter 2004. The decrease in revenue during First Quarter 2005 was attributable to aggressive competition in New Jersey, and overall client turnover, which is generally affecting the managed care industry. Better expense management and a 10% reduction in the managed care workforce during 2004, resulted in a corresponding increase in pre-tax profit by 93% to $1.0 million for First Quarter 2005, compared to $0.5 million for First Quarter 2004.  CHN remains the #1 preferred provider organization in New Jersey based on network membership by Business News New Jersey, and we continue to closely manage expenses during this highly competitive period.  During First Quarter 2005, our medical provider network expanded to approximately 97,000 locations from 95,000 locations at December 31, 2004.

Federal Income Taxes
Total federal income tax expense increased $3.7 million for First Quarter 2005 to $13.8 million, compared with the same period last year.  These amounts reflect an effective tax rate of 28% for the First Quarter 2005, compared with 27% for the same period last year.  The increase was attributable to improved underwriting results.  Our effective tax rate differs from the federal corporate tax rate of 35% primarily as a result of tax-exempt investment income and the dividends received deduction.

Financial Condition, Liquidity and Capital Resources
Selective Insurance Group, Inc., (Parent) is a holding company whose principal assets are its investments in its subsidiaries. The Parent's primary means of meeting its liquidity requirements is through dividends from these subsidiaries. The payment of dividends from the insurance subsidiaries is governed by state regulatory requirements, and these dividends are generally payable only from earned surplus as reported in our statutory Annual Statements as of the preceding December 31. Based upon the 2004 unaudited statutory financial statements, the insurance subsidiaries are permitted to pay the Parent in 2005 ordinary dividends in the aggregate amount of approximately $103 million.  There can be no assurance that the insurance subsidiaries will be able to pay dividends to the Parent in the future in an amount sufficient to enable the Parent to meet its liquidity requirements. For additional information regarding regulatory limitations on the payment of dividends by the insurance subsidiaries to the Parent and amounts available for the payment of such dividends, see Item 8. "Financial Statements and Supplementary Data," Note 9 to the consolidated financial statements on Form 10-K of our Annual Report for the year-ended December 31, 2004.

The payment of dividends from the Diversified Insurance Services subsidiaries are restricted only by the available operating cash flows of those subsidiaries, with the exception of our flood insurance operation, which is restricted by the same limitations of our insurance subsidiaries noted above.  Cash flows from operations in the Diversified Insurance Services segment of $5.8 million in First Quarter 2005, and $7.0 million in First Quarter 2004 resulted in dividends to the Parent of $1.7 million in First Quarter 2005 compared to $5.7 million in First Quarter 2004.

26


The Parent also generates cash from the sale of its common stock under various stock plans and from investment income, all of which totaled $4.7 million, further reducing the Parent's cash requirements. The Parent also currently has available revolving lines of credit amounting to $45.0 million, under which no balances were outstanding as of either March 31, 2005 or December 31, 2004. In addition, as of March 31, 2005, the Parent has $23.8 million remaining in an irrevocable trust to provide for the repayment of notes having maturities over the next year.

The Parent's cash requirements include principal and interest payments on the senior convertible notes, various notes payable and convertible subordinated debentures, dividends to stockholders and general operating expenses.  The Company has contractual obligations pursuant to various notes payable of $24.0 million in 2005 of which $23.8 million has been set aside in an irrevocable trust as noted above.

The Company reviews its financial debt agreements for any potential rating triggers that could dictate a significant change in terms of the agreements if the Company's credit rating were to suddenly and drastically change.  The principal agencies that issue financial strength ratings for the property and casualty industry are: A.M. Best Company (A.M. Best), Standard & Poor's Rating Services (S&P), Moody's Investor Service (Moody's) and Fitch Ratings Service (Fitch).  We believe our ability to write business is most influenced by our rating from A.M. Best. We are currently rated "A+" (Superior) by A.M. Best, which is their second highest of fifteen ratings.  A significant downgrade from A.M. Best, could have a material adverse affect on the business we write.  We believe that ratings from S&P, Moody's and Fitch, although important, have less of an impact on our business.  A rating downgrade to below "A-" in the A.M. Best or S&P rating would be considered an event of default under the terms of the Company's line of credit agreements.

Dividends to stockholders are declared and paid at the discretion of the Board of Directors based upon the Company's operating results, financial condition, capital requirements, contractual restrictions and other relevant factors. The Parent has paid regular quarterly cash dividends to its stockholders for 76 consecutive years, including a 12% increase per share in the fourth quarter of 2004, to $0.19 per share.  The Parent currently plans to continue to pay quarterly cash dividends. For information regarding restrictions on the Parent's ability to pay dividends to its stockholders, refer to Item 8. "Financial Statements and Supplementary Data", Note 8(b) to the consolidated financial statements on Form 10-K of our Annual Report for the year-ended December 31, 2004.

In addition to the cash requirements of the Parent, our operating obligations and cash outflows include: claim settlements; agents' commissions; labor costs; premium taxes; general and administrative expenses; investment purchases; and capital expenditures.  Generally, the insurance subsidiaries do not match securities held to liabilities as part of ongoing asset/liability duration management. The 4.3 year duration of the asset portfolio is longer than the liability duration by approximately 1.7 years. The current duration of our fixed maturities is within the Company's historical range and a component of our investment philosophy. The utilization of a laddered maturity structure means that liquidation of available-for-sale fixed maturities should not be necessary in the ordinary course of business.  Liquidity is always a consideration when buying or selling securities, but because of the high quality of our investment portfolio, the securities sold have not diminished the overall liquidity of our portfolio. Since cash inflow from premiums is received in advance of cash outflow required to settle claims, we accumulate funds that we invest. At March 31, 2005, we had $2.9 billion in investments compared with $2.8 billion at December 31, 2004. The insurance subsidiaries have additional commitments for their limited partnership investments of up to $44.2 million; however, there is no certainty that any additional investment will be required.

Cash provided by operating activities amounted to $46.3 million in First Quarter 2005 and $55.2 million in First Quarter 2004. This decrease in 2005 is a primarily a result of: (i) annual cash incentive and agent supplemental commission plan payouts totaling $52 million, an increase of $18 million compared to a payout of approximately $34 million in First Quarter 2004; and (ii) $8.0 million funding of the pension plan in the First Quarter 2005.

27


Total assets increased 3%, or $102.5 million, at March 31, 2005 from December 31, 2004.  Invested assets increased $38.5 million due to: (i) net purchases of $86.2 million primarily funded by $46.3 million of operating cash flow and cash generated from realized investment gains of $4.6 million, as well as, an increase in net securities payable of $39.5 million; and (ii) a decrease in unrealized gains of $47.8 million. Increased premium volume drove increases in premium receivables of $54.1 million and deferred policy acquisition costs of $9.8 million. Reinsurance recoverable on unpaid losses and loss expenses decreased 6% or $13.2 million. This decrease is primarily due to the reduction in flood business outstanding reserves of $18.2 million that were primarily attributable to third quarter 2004 hurricane losses, all of which were ceded to the Federal Government's National Flood Insurance Program.

Total liabilities increased 3%, or $95.4 million, at March 31, 2005 from December 31, 2004.  Loss and loss expense reserves increased $39.3 million as a result of increased exposure on new and existing policies, as well as normal loss trends, which include inflation and rising medical costs.  Increased premium volume is primarily responsible for the increase in unearned premium reserves of $53.9 million. Deferred federal income tax liability decreased $15.3 million from $29.8 million at December 31, 2004 to $14.5 million at March 31, 2005 primarily due to a $16.7 million decrease in unrealized gains in our investment portfolio, offset slightly by the deferred impact of improved underwriting results from the insurance operations.  Commissions payable decreased $24.8 million at March 31, 2005 from December 31, 2004 which was mainly attributable to the payment of the 2004 contingent commission in the first quarter of 2005 offset by increases in commissions payable due to increased premium volume. Other liabilities increased $32.3 million as of March 31, 2005, compared to December 31, 2004, primarily due to the increase in securities payable of $41.6 million, offset by a decrease in the outstanding checks payable of $8.9 million.

Total stockholders' equity increased 1%, or $7.2 million at March 31, 2005 compared to December 31, 2004.  Retained earnings increased $30.8 million due to net income of $36.1 million offset by stockholder dividends of $5.4 million.  A decrease in after-tax unrealized gains on our investment portfolio accounted for the $31.1 million decrease in accumulated other comprehensive income.  Within stockholders' equity, unearned stock compensation and notes receivable from stock sales decreased $14.7 million or, 100%, compared to December 31, 2004, due to the reclassification of unearned stock compensation to additional paid in capital, resulting from the adoption of FAS 123R. See Note 6 on this Form 10-Q for further discussion on the adoption of FAS 123R.

Critical Accounting Policies and Estimates
Refer to pages 45 through 48 in Selective's Annual Report on Form 10-K for the fiscal year end December 31, 2004 for a complete discussion regarding Selective's critical accounting policies and estimates.

Reserves for Losses and Loss Expenses
Significant periods of time can elapse between the occurrence of an insured loss, the reporting of the loss to the insurer and the insurer's payment of that loss.  To recognize liabilities for unpaid losses and loss expenses, insurers establish reserves as balance sheet liabilities representing estimates of amounts needed to pay reported and unreported net losses and loss expenses.  As of March 31, 2005, the Company had accrued $1.9 billion of loss and loss expense reserves compared to $1.8 billion at December 31, 2004.


When a claim is reported to an insurance subsidiary, its claims personnel establish a "case reserve" for the estimated amount of the ultimate payment.  The amount of the reserve is primarily based upon a case‑by‑case evaluation of the type of claim involved, the circumstances surrounding each claim and the policy provisions relating to the type of loss.  The estimate reflects the informed judgment of claims personnel based on general insurance reserving practices, as well as the experience and knowledge of the claims person.  Until the claim is resolved, these estimates are revised as deemed necessary by the responsible claims personnel based on subsequent developments and periodic reviews of the cases.

28


In accordance with industry practice, we maintain, in addition to case reserves, estimates of reserves for losses and loss expenses incurred but not yet reported (IBNR). Using generally accepted actuarial reserving techniques we project our estimate of ultimate losses and loss expenses at each reporting date.  The difference between: (i) projected ultimate loss and loss expense reserves and (ii) case loss reserves and loss expense reserves thereon are carried as the IBNR reserve.  A range of possible IBNR reserves is determined annually and considered in addition to the most recent loss trends and other factors in establishing IBNR for each reporting period. Loss trends include, but are not limited to large loss activity, environmental claim activity, large case reserve additions or reductions for prior accident years, and reinsurance recoverable issues. The Company also considers factors such as: (i) per claim information; (ii) Company and industry historical loss experience; (iii) legislative enactments, judicial decisions, legal developments in the imposition of damages, and changes in political attitudes; and (iv) trends in general economic conditions, including the effects of inflation.  Based on the consideration of the range of possible IBNR reserves, recent loss trends and other factors, IBNR is established and the ultimate net liability for losses and loss expenses is determined.  Such an assessment requires considerable judgment given that it is frequently not possible to determine whether a change in the data is an anomaly until some time after the event.  Even if a change is determined to be permanent, it is not always possible to reliably determine the extent of the change until some time later. There is no precise method for subsequently evaluating the impact of any specific factor on the adequacy of reserves because the eventual deficiency or redundancy is affected by many factors. The Company's internal actuaries review reserves on a quarterly basis. In addition, the Company uses independent actuaries to periodically review reserves and to provide an annual opinion on the adequacy of reserves for our statutory filings. The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the consolidated statements of income for the period in which such estimates are changed.  Any changes in the liability estimate may be material to the results of operations in future periods.

The following tables provide case and IBNR reserves for losses, reserves for loss expenses, and reinsurance recoverable on unpaid losses and loss expenses as of March 31, 2005 and December 31, 2004:

As of March 31, 2005

 

Reinsurance

 

recoverable

Loss Reserves

on unpaid

Case

 

IBNR

Loss expense

losses and

($ in thousands)

Reserves

 

Reserves

Total

Reserves

loss expenses

Net reserves

Commercial automobile

$

89,020 

 

188,227 

277,247 

$

29,588 

6,121 

300,714 

Workers' compensation

306,976 

 

256,344 

563,320 

59,875 

70,533 

552,662 

General liability

130,741 

 

319,877 

450,618 

93,094 

29,803 

513,909 

Commercial property

23,817 

 

307 

24,124 

1,497 

4,006 

21,615 

Business owners' policy

19,524 

 

23,484 

43,008 

6,141 

5,525 

43,624 

Bonds

941 

 

3,642 

4,583 

1,688 

553 

5,718 

Other

541 

 

2,650 

3,191 

237 

2,956 

Total commercial lines

571,560 

 

794,531 

1,366,091 

191,885 

116,778 

1,441,198 

 

 

Personal automobile

128,778 

 

98,319 

227,097 

39,865 

66,860 

200,102 

Homeowners

13,501 

 

7,952 

21,453 

2,499 

3,009 

20,943 

Other

13,740 

 

9,639 

23,379 

2,291 

18,888 

6,782 

Total personal lines

156,019 

 

115,910 

271,929 

44,655 

88,757 

227,827 

 

Total

$

727,579 

 

910,441 

1,638,020 

$

236,540 

205,535 

1,669,025 

29


As of December 31, 2004

 

 

Reinsurance

 

 

recoverable

Loss Reserves

on unpaid

Case

 

IBNR

Loss expense

losses and

($ in thousands)

Reserves

 

Reserves

Total

reserves

loss expenses

Net reserves

Commercial automobile

$

93,076 

 

180,766 

273,842 

$

28,541 

6,098 

296,285 

Workers compensation

298,803 

 

245,897 

544,700 

53,913 

68,692 

529,921 

General liability

133,706 

 

299,666 

433,372 

88,946 

29,403 

492,915 

Commercial property

18,616 

 

1,890 

20,506 

1,200 

1,048 

20,658 

Business owners' policy

18,549 

 

22,810 

41,359 

5,994 

5,160 

42,193 

Bonds

1,267 

 

3,438 

4,705 

1,664 

696 

5,673 

Other

640 

 

2,649 

3,289 

224 

3,070 

Total commercial lines

564,657 

 

757,116 

1,321,773 

180,263 

111,321 

1,390,715 

 

Personal automobile

131,387 

 

96,399 

227,786 

39,870 

67,410 

200,246 

Homeowners

11,507 

 

8,496 

20,003 

2,418 

2,427 

19,994 

Other

31,206 

 

9,020 

40,226 

2,878 

37,614 

5,490 

Total personal lines

174,100 

 

113,915 

288,015 

45,166 

107,451 

225,730 

 

Total

$

738,757 

 

871,031 

1,609,788 

$

225,429 

218,772 

1,616,445 

In light of the many uncertainties associated with establishing the estimates and making the assumptions necessary to establish reserve levels, the Company reviews its reserve estimates on a regular basis as described above and makes adjustments in the period that the need for such adjustment is determined. These reviews, from time to time, result in the Company identifying information and trends that cause the Company to increase some reserves and decrease other reserves for prior periods and could lead to the identification of a need for additional increases in loss and loss expense reserves, which could materially adversely affect the Company's results of operations, equity, business, insurer financial strength and debt ratings. As of March 31, 2005, the Company had accrued $1,669.0 million of net loss and loss expense reserves compared to $1,616.4 million as of December 31, 2004 due to normal business growth. During the First Quarter 2005, the Company experienced slightly favorable development in its loss and loss expense reserves of less than $1 million. This development was driven by marginal increases to the Company's loss reserves for general liability and workers compensation lines of business offset by reductions in commercial automobile. First Quarter 2004 also experienced negligible adverse development for reductions in expected bond subrogation recoveries in our bond line of business.

As of December 31, 2004, we established a range of reasonably possible reserves for net claims of approximately $1,529 million to $1,695 million.  A low and high reasonable reserve selection was derived primarily by considering the range of indications calculated using generally accepted actuarial techniques. Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events. Although this range reflects the most likely scenarios, it is possible that the final outcomes may fall above or below these amounts.  This range does not include a provision for potential increases or decreases associated with environmental reserves, as management believes it is not meaningful to calculate a range given the uncertainties associated with environmental claims.  Included in the Company's net carried loss and loss expense reserves were net reserves for environmental claims of $38.5 million at March 31, 2005 and December 31, 2004.  The Company does not discount to present value that portion of its loss reserves expected to be paid in future periods; however, the loss reserves include anticipated recoveries for salvage and subrogation claims.

30


As noted above, included in the loss and loss expense reserves on the consolidated balance sheets are amounts for environmental claims, both asbestos and non‑asbestos. These claims have arisen primarily under older policies containing exclusions for environmental liability which certain courts, in interpreting such exclusions, have determined do not bar such claims.  The emergence of these claims is slow and highly unpredictable.  Since 1986, policies issued by our insurance subsidiaries have contained a more expansive exclusion for losses related to environmental claims.  In addition, a portion of our environmental losses relate to homeowners claims covering the leakage of certain underground storage tanks.  Our asbestos and non‑asbestos environmental claims have arisen primarily from insured exposures in municipal government, small commercial risks and homeowners policies. During 2004, Selective also experienced adverse development in its homeowners line of business as a result of unfavorable trends in claims for groundwater contamination caused by leakage of certain underground heating oil storage tanks in New Jersey.  Increased frequency was triggered, in part, by the state's robust real estate market, leading to an increase in home tank inspections. To address this issue, Selective began restricting writings of policies with coverage for underground heating oil storage tanks just about two years ago, and is reviewing possible coverage changes for existing business.

IBNR reserve estimation for environmental claims is often difficult because, in addition to other factors, there are significant uncertainties associated with critical assumptions in the estimation process such as average clean-up costs, third-party costs, potentially responsible party shares, allocation of damages, insurer litigation costs, insurer coverage defenses and potential changes to state and federal statutes.  However, management is not aware of any emerging trends that would result in future reserve adjustments.  Moreover, normal historically-based actuarial approaches are difficult to apply because relevant history is not available. In addition, while models can be applied, such models can produce significantly different results with small changes in assumptions. As a result, management does not calculate a specific environmental loss range, as it believes it would not be meaningful.

Premium Revenue
Net premiums written equal direct premiums written, plus assumed premiums less ceded premiums. All three components of net premiums written are recognized in revenue over the period that coverage is provided. The Company had net premiums written of $396.8 million for First Quarter 2005 compared to $375.3 million for First Quarter 2004. The vast majority of our net premiums written have a coverage period of twelve months. This means we record 1/12 of the net premiums written as earned premium each month, until the full amount is recognized.  When premium rates increase, the effect of those increases do not immediately affect earned premium. Rather, those increases are recognized ratably over the period of coverage. The Company earned net premiums of $342.7 million for First Quarter 2005 compared with $315.3 million for First Quarter 2004. Unearned premiums and prepaid reinsurance premiums, which are recorded on the consolidated balance sheets, represent that portion of premiums written that are applicable to the unexpired terms of policies in force. As of March 31, 2005, the Company had unearned premiums of $756.1 million and prepaid reinsurance premiums of $58.2 million compared to unearned premiums of $702.1 million and prepaid reinsurance premiums of $58.3 million as of December 31, 2004.

Deferred Policy Acquisition Costs
Policy acquisition costs, which include commissions, premium taxes, fees, and certain other costs of underwriting policies, are deferred and amortized over the same period in which the related premiums are earned.  Deferred policy acquisition costs are limited to the estimated amounts recoverable after providing for losses and loss expenses that are expected to be incurred, based upon historical and current experience.  Anticipated investment income is considered in determining whether a premium deficiency exists. The methods of making such estimates and establishing the deferred costs are continually reviewed by the Company, and any adjustments are made in the accounting period in which the adjustment arose.  As of March, 31, 2005 the Company had deferred policy acquisition costs of $196.7 million compared to $186.9 million as of December 31, 2004.

Adoption of Accounting Pronouncement
In December 2004, the FASB issued Statement No. 123 (revised 2004), "Share-Based Payment" (FAS 123R), which requires all companies to measure compensation expense on the income statement for all share-based payments (including employee stock options) at grant date fair value of the equity instruments. Implementation is required for fiscal years beginning after June 15, 2005, however, Selective adopted FAS 123R as of January 1, 2005.  For further information on the impact the adoption of FAS 123R had on Selective in First Quarter 2005 see Note 6 to the unaudited interim consolidated financial statements in Item 1."Financial Statements" on this Form 10-Q.

31


Off-Balance Sheet Arrangements, Contractual Obligations and Contingent Liabilities and Commitments
At March 31, 2005 and December 31 2004, Selective did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes.  As such, Selective is not exposed to any financing, liquidity, market or credit risk that could arise if Selective had engaged in such relationships.

Our future cash payments associated with loss and loss expense reserves and contractual obligations pursuant to operating leases for office space and equipment, senior convertible notes, convertible subordinated debentures and notes payable have not materially changed since December 31, 2004.  We expect to have the capacity to repay and/or refinance these obligations as they come due.

We currently have available revolving lines of credit amounting to $45.0 million, under which no balances are outstanding as of either March 31, 2005 or December 31, 2004. At March 31, 2005, Selective has an additional limited partnership investment commitment of up to $44.2 million; but there is no certainty that any such additional investment will be required. We have issued no guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value. We have no material transactions with related parties other than those disclosed in Item 8. "Financial Statements and Supplementary Data", Note 18 to our consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

 

32


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the information about market risk set forth in our Annual Report on Form 10-K for the fiscal year-ended December 31, 2004.

ITEM 4.  CONTROL AND PROCEDURES
Selective's management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of Selective's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report.  Based on such evaluation, Selective's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, Selective's disclosure controls and procedures were: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that Selective is required to disclosed in the reports that it files or submits under the Exchange Act; and (ii) effective in ensuring that information that Selective is required to disclose in the reports that it files or submits under the Exchange Act is accumulated and communicated to Selective's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

No changes in Selective's internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Securities Exchange Act of 1934) occurred during the First Quarter 2005 that materially affected, or is reasonably likely to materially affect, Selective's internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings
In the ordinary course of conducting business, Selective and its subsidiaries have been named as defendants in various legal proceedings.  Some of these lawsuits attempt to establish liability under insurance contracts issued by our insurance subsidiaries.  Plaintiffs in these lawsuits are seeking money damages that, in some cases, are extra-contractual in nature or they are seeking to have the court direct the activities of Selective's operations in certain ways.  Although the ultimate outcome of these matters is not presently determinable, Selective does not believe that the total amounts that it will ultimately have to pay in all of these lawsuits in the aggregate will have a material adverse effect on its financial condition, results of operations, or liquidity.

Item 2.       Unregistered Sales of Equity Securities and Use of Proceeds

(a)               Selective did not sell any unregistered securities during the period covered by this report.

(b)              Selective did not sell any unregistered securities during the period covered by this report.

(c)               Purchases of Equity Securities by the Issuer and Affiliated Purchases:


The following table below sets forth information regarding Selective's purchase of its own common stock during the periods indicated:

 

 

 

 

Total Number of

 

Maximum Number

Total Number of

 

Average

 

Shares Purchased

 

of Shares that May Yet

Shares

 

Price Paid

 

as Part of Publicly

 

Be Purchased Under the

Period

Purchased1

 

Per Share

 

Announced Program

 

Announced Program2

January 1-31, 2005

956 

$

43.96 

2,358,801 

February 1-28, 2005

86,113 

48.10 

2,358,801 

March 1-31, 2005

4,334 

46.84 

2,358,801 

Total

91,403 

$

48.00 

 

 

1   

The February period included 76,531 shares purchased from employees in connection with the vesting of restricted stock.  The remaining 14,872 shares were purchases from employees in connection with stock option exercises.  All of these repurchases were made in connection with satisfying tax withholding obligations of those employees.  These shares were not purchased as part of the publicly announced program.  The shares were purchased at the average of the high and low prices of the Company's common stock on the dates of the purchases.

2

On November 4, 2003, the Board of Directors authorized a 2.5 million-share repurchase program scheduled to expire on November 30, 2005.

33


Item 3.   Defaults Upon Senior Securities - None


Item 4.   Submission of Matters to a Vote of Security Holders

Selective Insurance Group Inc.'s 2005 Annual Meeting of Stockholders was held on April 27, 2005.  Voting was conducted in person and by proxy as follows:

(a)           Stockholders voted to elect the following three directors, each to serve until the 2008 annual meeting or when a successor has been duly elected and qualified, as follows: 

 

 

For

Withheld

Paul D. Bauer

20,381,403

2,407,588

Joan M. Lamm-Tennant

20,242,324

2,546,668

Ronald L. O'Kelley

20,419,280

2,369,711

 

Continuing directors, whose terms do not expire until 2006, are A. David Brown, William M. Kearns, Jr., S. Griffin McClellan III, John F. Rockart, and J. Brian Thebault.  Continuing directors whose terms do not expire until 2007 are C. Edward Herder, Gregory E. Murphy, and William M. Rue.

 

(b)           Stockholders voted to approve Selective's 2005 Omnibus Stock Plan as follows: 15,556,391 shares voted for this proposal; 4,539,794 shares voted against it; 210,101 shares abstained; and 2,482,706 shares were broker non-votes.


(c)           Stockholders voted to approve Selective's Cash Incentive Plan as follows: 20,749,807 shares voted for this proposal; 1,826,420 shares voted against it; and 212,764 shares abstained.

 

(d)          Stockholders voted to ratify the appointment of KPMG LLP as independent auditors for the fiscal year ending December 31, 2005 as follows: 22,615,006 shares voted for this proposal; 27,516 shares voted against it, and 146,469 shares abstained.


Item 5.   Other Information - None


Item 6.   Exhibits


(a)           Exhibits:
The exhibits required by Item 601 of Regulation S-K are listed in the Exhibit Index, which immediately precedes the exhibits filed with this Form 10-Q.

34


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.

SELECTIVE INSURANCE GROUP, INC.

Registrant

By: /s/ Gregory E. Murphy

May 5, 2005

Gregory E. Murphy
Chairman of the Board, President and Chief Executive Officer

   

By: /s/ Dale A. Thatcher

May 5, 2005

Dale A. Thatcher
Executive Vice President of Finance, Chief Financial Officer and Treasurer

35


SELECTIVE INSURANCE GROUP, INC.

 

 

INDEX TO EXHIBITS

Exhibit No.

*    11

Statement Re: Computation of Per Share Earnings.

*    31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,

*    31.2

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002,

*    32.1

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,

*    32.2

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

* Filed herewith

36