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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
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 33-46620
FORTIS BENEFITS INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
MINNESOTA
(State or other jurisdiction of
incorporation or organization)
81-0170040
(IRS Identification No.)
576 BIELENBERG DRIVE, WOODBURY, MN 55125
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 651-361-4000
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities
Exchange Act of 1934 during the preceding 12 months ( or for such
shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days. Yes [X] No [ ]
FORTIS BENEFITS INSURANCE COMPANY
BALANCE SHEETS
(In thousands, except share data)
ASSETS JUNE 30, DECEMBER 31,
2002 2001
------------- -------------
(UNAUDITED)
Investments:
Fixed maturities, at fair value (amortized cost 2002 - $2,904,127;
2001 - $2,744,158 $ 2,913,295 $ 2,785,442
Equity securities, at fair value (cost 2002 - $215,078;
2001 - $114,049) 213,131 115,348
Mortgage loans on real estate, less allowance for possible losses
(2002--$13,239, 2001--$13,118) 601,349 655,211
Policy loans 10,084 9,935
Short-term investments 2,509 258,790
Real estate and other investments 60,126 64,424
------------- -------------
3,800,494 3,889,150
Cash and cash equivalents 1,150 11,704
Receivables:
Uncollected premiums 73,154 63,080
Reinsurance recoverable on unpaid and paid losses 1,133,540 1,104,617
Other 45,357 34,027
------------- -------------
1,252,051 1,201,724
Accrued investment income 51,421 50,999
Deferred policy acquisition costs 116,262 108,406
Property and equipment at cost, less accumulated depreciation 4,337 4,972
Deferred federal income taxes 185,567 193,022
Other assets 8,030 12,780
Due from affiliates 15,395 12,044
Goodwill, less accumulated amortization (2002 - $5,720
2001 - $5720) 167,992 167,992
Assets held in separate accounts 3,669,048 4,372,559
------------- -------------
Total assets $ 9,271,747 $ 10,025,352
------------- -------------
The accompanying notes are an integral part of the financial statements.
2
FORTIS BENEFITS INSURANCE COMPANY
BALANCE SHEETS
(In thousands, except share data)
JUNE 30, DECEMBER 31,
POLICY RESERVES AND LIABILITIES AND SHAREHOLDER'S EQUITY 2002 2001
------------- -------------
Policy reserves and liabilities:
Future policy benefit reserves:
Traditional and pre-need life insurance $ 1,846,073 $ 1,796,952
Interest sensitive and investment products 1,028,748 1,052,932
Accident and health 1,201,933 1,110,436
------------- -------------
4,076,754 3,960,320
Unearned revenues 45,257 54,811
Other policy claims and benefits payable 250,524 265,702
Policyholder dividends payable 1,474 2,023
------------- -------------
4,374,009 4,282,856
Accrued expenses 89,984 92,783
Current income taxes payable 714 80,306
Other liabilities 58,803 106,220
Deferred gain on reinsurance ceded 338,953 369,833
Liabilities related to separate accounts 3,669,048 4,372,559
------------- -------------
Total policy reserves and liabilities 8,531,511 9,304,557
------------- -------------
Shareholder's equity:
Common stock, $5 par value: authorized, issued and outstanding
shares - 1,000,000 5,000 5,000
Additional paid-in capital 516,570 516,570
Retained earnings 143,105 170,811
Unrealized gain on available-for-sale securities (net
of deferred taxes 2002 - $40,781; 2001 - $16,099) 75,736 29,899
Unrealized loss due to foreign currency exchange (175) (1,485)
------------- -------------
Total shareholder's equity 740,236 720,795
------------- -------------
Total policy reserves and liabilities and shareholder's equity $ 9,271,747 $ 10,025,352
============= =============
The accompanying notes are an integral part of the financial statements.
3
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF INCOME
(In thousands)
SIX MONTHS ENDED JUNE 30,
2002 2001
------------- -------------
(UNAUDITED) (RESTATED)
Revenues:
Insurance operations:
Traditional and pre-need life insurance premiums $ 257,818 $ 254,311
Interest sensitive and investment product
policy charges 1,412 43,081
Accident and health insurance premiums 587,321 495,017
------------- -------------
846,551 792,409
Net investment income 129,582 154,640
Net realized losses on investments (22,310) (1,649)
Amortization of gain on reinsured business 30,880 18,361
Other income 5,383 7,718
------------- -------------
Total revenues 990,086 971,479
Benefits and expenses:
Benefits to policyholders:
Traditional and pre-need life insurance 223,811 216,712
Interest sensitive investment products 3,311 30,933
Accident and health claims 437,091 383,494
------------- -------------
664,213 631,139
Policyholder dividends (405) 759
Amortization of deferred policy acquisition costs 21,825 32,224
Insurance commissions 85,720 69,133
General and administrative expenses 157,453 150,559
------------- -------------
Total benefits and expenses 928,806 883,814
------------- -------------
Income before income taxes 61,280 87,665
Income tax expense
Current (801) 153,887
Deferred 20,224 (123,554)
------------- -------------
19,423 30,333
------------- -------------
Net income $ 41,857 $ 57,332
============= =============
Other comprehensive loss:
Unrealized (loss) gain on investments (22,416) 17,831
------------- -------------
Comprehensive income $ 19,441 $ 75,163
============= =============
The accompanying notes are an integral part of the financial statements.
4
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF INCOME
(In thousands)
THREE MONTHS ENDED JUNE 30,
2002 2001
------------- -------------
(UNAUDITED) (RESTATED)
Revenues:
Insurance operations:
Traditional and pre-need life insurance premiums $ 129,359 $ 123,355
Interest sensitive and investment product
policy charges 764 15,639
Accident and health insurance premiums 297,595 252,106
------------- -------------
427,718 391,100
Net investment income 63,564 73,588
Net realized losses on investments (22,764) (248)
Amortization of gain on reinsured business 15,402 17,543
Other income 2,433 (7,990)
------------- -------------
Total revenues 486,353 473,993
Benefits and expenses:
Benefits to policyholders:
Traditional and pre-need life insurance 106,752 99,011
Interest sensitive investment products 1,419 5,555
Accident and health claims 215,398 191,847
------------- -------------
323,569 296,413
Policyholder dividends (474) 96
Amortization of deferred policy acquisition costs 11,615 11,139
Insurance commissions 50,887 38,153
General and administrative expenses 76,528 66,033
------------- -------------
Total benefits and expenses 462,125 411,834
------------- -------------
Income before income taxes 24,228 62,159
Income tax expense
Current 4,280 151,385
Deferred 3,275 (129,449)
------------- -------------
7,555 21,936
------------- -------------
Net income $ 16,673 $ 40,223
============= =============
Other comprehensive loss:
Unrealized gain (loss) on investments 20,775 (1,411)
------------- -------------
Comprehensive income $ 37,448 $ 38,812
============= =============
The accompanying notes are an integral part of the financial statements.
5
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
(In thousands)
SIX MONTHS ENDED JUNE 30,
2002 2001
------------- -------------
(UNAUDITED) (RESTATED)
Cash flows from operating activities:
Net income $ 41,857 $ 57,332
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for depreciation and amortization of goodwill 668 1,696
Amortization of gain on reinsured business (30,880) (18,361)
Amortization of investment (discounts) premiums, net 489 561
Net realized losses on sold investments 22,310 1,649
Policy acquisition costs deferred (28,948) (47,230)
Amortization of deferred policy acquisition costs 21,825 32,224
Provision for deferred federal income taxes 20,224 (123,554)
(Increase) decrease in income taxes recoverable (79,592) 144,542
Change in receivables, accrued investment income, unearned
premiums, accrued expenses, other assets, due to and
from affiliates and other liabilities (108,846) (126,319)
Increase in future policy benefit reserves for traditional,
interest sensitive and accident and health policies 116,434 50,528
Decrease in other policy claims and benefits and
policyholder dividends payable (15,727) (3,397)
Gain on sale of property and equipment -- (2,782)
------------- -------------
Net cash used by operating activities (40,186) (33,111)
------------- -------------
Cash flows from investing activities:
Purchases of fixed maturity investments (1,176,087) (938,287)
Sales and repayments of fixed maturity investments 994,302 953,819
Decrease in short-term investments 256,281 44,619
Purchases of other investments (136,942) (84,502)
Sales of other investments 96,849 48,137
(Purchases) sales of property and equipment (33) 20,870
Cash disbursed pursuant to reinsurance agreement -- (1,605)
------------- -------------
Net cash provided by investing activities 34,370 43,051
------------- -------------
Cash flows from financing activities:
Activities related to investment products:
Considerations received -- 43,713
Surrenders and death benefits -- (79,329)
Interest credited to policyholders -- 7,174
Change in foreign exchange rate (4,738) 4,500
------------- -------------
Net cash provided by (used in) financing activities (4,738) (23,942)
------------- -------------
Decrease in cash and cash equivalents (10,554) (14,002)
Cash and cash equivalents at beginning of year 11,704 17,082
------------- -------------
Cash and cash equivalents at end of year $ 1,150 $ 3,080
============= =============
The accompanying notes are an integral part of the financial statements.
6
FORTIS BENEFITS INSURANCE COMPANY
STATEMENTS OF CASH FLOWS
(In thousands)
SIX MONTHS ENDED JUNE 30,
2002 2001
------------- -------------
Supplemental Schedule of Non-Cash Investing Activities:
Assets and liabilities transferred in reinsurance
transactions :
Cessations of FFG in 2001
Non-cash assets (ceded) received:
Compensation for ceded liabilities $ -- $ (500,000)
Fixed maturities -- (161,579)
Other investments -- (196,987)
Capital gains on assets transferred -- 4,988
Other assets -- (19,597)
Deferred acquisition costs -- (441,555)
------------- -------------
Total value of assets (ceded) received $ -- $ (1,314,730)
============= =============
Non-cash liabilities ceded (assumed):
Ceding commission $ -- $ 500,000
Future policy benefit reserves -- 1,049,136
Claim liabilities and dividends payable -- 14,928
Unearned premium reserves -- 241
Separate accounts seed money liability -- (21,387)
Other liabilities -- (24,996)
Proceeds reallocation -- 198,750
------------- -------------
Total liabilities ceded (assumed) $ -- $ 1,716,672
============= =============
Deemed dividend to parent $ -- $ (198,750)
Deferred tax asset -- 69,633
------------- -------------
Net deemed dividend to parent $ -- $ (129,117)
------------- -------------
7
FORTIS BENEFITS INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
(In thousands)
General: The accompanying unaudited financial statements of Fortis
Benefits Insurance Company contain all adjustments necessary to present
fairly the balance sheet as of June 30, 2002 and the related statement of
income for the six months ended June 30, 2002 and 2001, and cash flows
for the six months ended June 30, 2002 and 2001.
Income tax payments were $78,658 and $5,645 for the six months ended June
30, 2002 and 2001, respectively.
The classification of fixed maturity investments is to be made at the
time of purchase and, prospectively, that classification is expected to
be reevaluated as of each balance sheet date. At June 30, 2002, all fixed
maturity and equity securities are classified as available-for-sale and
carried at fair value.
The amortized cost and fair values of investments available-for sale were
as follows at June 30, 2002:
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED FAIR
COST GAINS LOSSES VALUE
------------- ------------- ------------- -------------
Fixed maturities:
Governments $ 127,247 $ 4,415 $ 1,293 $ 130,369
Public utilities 222,717 6,656 7,098 222,275
Industrial and miscellaneous 2,084,807 59,439 61,820 2,082,426
Other 469,356 11,545 2,676 478,225
------------- ------------- ------------- -------------
Total fixed maturities 2,904,127 82,055 72,887 2,913,295
Equity securities 215,078 5,337 7,284 213,131
------------- ------------- ------------- -------------
Total $ 3,119,205 $ 87,392 $ 80,171 $ 3,126,426
------------- ------------- ------------- -------------
The amortized cost and fair value in fixed maturities at June 30, 2002,
by contractual maturity, are shown below. Expected maturities will differ
from contractual maturities because borrowers may have the right to call
or prepay obligations with or without call or prepayment penalties.
8
FORTIS BENEFITS INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
(In thousands)
AMORTIZED FAIR
COST VALUE
------------- -------------
Due in one year or less $ 108,953 $ 110,067
Due after one year through five years 348,076 359,218
Due after five years through ten years 834,844 838,900
Due after ten years 1,612,254 1,605,110
------------- -------------
Total $ 2,904,127 $ 2,913,295
------------- -------------
Proceeds from sales of investments in fixed maturities in the six-month
period ended June 30, 2002 and June 30, 2001 were $994,302 and $953,819
respectively. Gross gains of $19,813 and $26,710 and gross losses of
$45,328 and $31,417 were realized on sales during the six month periods
ended June 30, 2002 and 2001, respectively.
Mortgage Loans
The Company has issued commercial mortgage loans on properties located
throughout the United States. Approximately 36.9% of outstanding
principal is concentrated in the states of New York, California and
Florida, at June 30, 2002. The Company has a diversified loan portfolio
with a small average size, which greatly reduces any loss exposure. The
Company has established a reserve for mortgage loans.
Effective as of July 1, 2001, Fortis Benefits Insurance Company, a
Minnesota insurance company ("FBIC"), completed a merger in which Pierce
National Life Insurance Company, a California insurance company ("PNL"),
merged with and into FBIC (the "Merger"). Immediately prior to the
Merger, both FBIC and PNL were indirect wholly owned subsidiaries of
Fortis, Inc., a Nevada corporation and a holding company for certain
insurance companies in the United States. The Merger was completed as
part of an internal reorganization being effected by Fortis, Inc. with
respect to certain of its life and health insurance companies. The PNL
business is primarily pre-need life insurance designed to pre-fund
funeral expenses and is sold as individual life and annuity products. The
transaction will be accounted for as a statutory merger. Prior period
amounts for the 2001 schedules have been restated to reflect the merger.
Disposal of Fortis Financial Group (the "Division"): On April 1, 2001,
Fortis, Inc. completed the sale (the "Sale") of its Division to The
Hartford Financial Services Group ("Hartford") for $1.12 billion. The
Division includes, among other blocks of business, certain individual
life insurance policies (including variable universal life insurance
policies) and all annuity contracts (collectively, the "Insurance
Contracts") written by the Company and some of its affiliates.
To effect the Sale as it relates to the Company, Hartford reinsured the
Insurance Contracts on a 100% coinsurance basis, with the variable
products on a modified coinsurance basis, and agreed to administer the
Insurance Contracts prospectively. The Company received $500 million as
part of the reinsurance agreement. The Sale also included Hartford's
purchase of certain real and personal property owned by the Company and
used in connection with the Division's business for which the Company
received $21 million.
9
FORTIS BENEFITS INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
(In thousands)
The $1.12 billion purchase price was reallocated amongst the Company and
other affiliates involved in the sale. The Sale resulted in a pre-tax
deferred gain of approximately $395 million for the Company. The deferred
gain will be amortized at the rate that earnings from the business sold
would have been expected to emerge. Amortization of $29,114 has been
included in income during the six months ended June 30, 2002. The Company
ceded $172,330 of premiums and $922,613 of reserves to Hartford through
June 30, 2002.
In the fourth quarter of 2001, the Company entered into a reinsurance
agreement with Protective Life Corporation (Protective). The agreement,
which became effective December 31, 2001, provided for the assumption of
Protective's Dental Benefits Division on a 100% co-insurance basis. The
Company assumed approximately $79,000 of reserves, $241,000 of assets
including $143,000 of goodwill, and paid net cash of approximately
$162,000 as of December 31, 2001.
Net Investment Income and Net Realized (Losses) Gains on Investments:
Major categories of net investment income and realized (losses) gains on
investments for the first six months of each year were as follows:
REALIZED GAIN (LOSS)
INVESTMENT INCOME ON INVESTMENTS
2002 2001 2002 2001
(restated) (restated)
Fixed maturities $ 101,978 $ 113,497 $(25,515) $(4,707)
--------- --------- -------- -------
Preferred stocks 2,997 788 (47) 51
Common stocks 2,301 6,640 2,401 --
Mortgage loans on real estate 26,421 35,122 918 --
Policy loans 276 1,874 -- --
Short-term investements 107 279 (67) (110)
Real estate and other investments (564) (226) -- 3,117
--------- --------- -------- -------
133,516 157,974 (22,310) (1,649)
-------- -------
Expenses (3,934) (3,334)
--------- ---------
$ 129,582 $ 154,640
========= =========
10
FORTIS BENEFITS INSURANCE COMPANY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS JUNE 30, 2002 COMPARED TO JUNE 30, 2001
REVENUES
Fortis Benefits Insurance Company (the "Company") distributes its products
through a network of independent agents, brokers and financial institutions. The
Company's major products offered are group dental, group disability, group
medical, group life, pre-need annuity and life and accidental death coverages.
On December 31, 2001, the Company purchased (the "Purchase") the Dental Benefits
Division of Protective Life Corporation ("Protective"). The Purchase includes
primarily group dental products. The Company reinsured this business on a 100%
coinsurance basis and will perform all administration activities. The Company
assumed approximately $79 million of reserves, $241 million of assets including
$143 million of goodwill, and paid net cash of approximately $162 million as of
December 31, 2001. Strong sales in the pre-need annuity and life line resulted
in an increase of premium from six months ended June 30, 2001 to six months
ended June 30, 2002 of 5%. Slower sales and decreases in persistency in the
group life line in the beginning of 2002 are the overall factors resulting in
decreased revenue from six months ended June 30, 2001 to the same period in
2002. Rate increases in the group medical line resulted in a 18% premium
decrease due to non-renewal of existing business and lower new sales. The
purchase of the Protective business accounts for the increase in accident and
health premiums from June 30, 2001 to June 30, 2002.
During 2001, the Company began offering a new accidental death product through
financial institutions. This business represents 4% and 1.5% of total premium as
of June 30, 2002 and 2001 respectively. On April 1, 2001, the Company entered
into a coinsurance agreement with Hartford Financial Services Group ("Hartford")
whereby the Company ceded the Investment Product block of business to the
Hartford. Revenue on this business represented 0% and 5.5% of total Company
revenue for six months ended June 30, 2002 and 2001, respectively.
The Company continues to match investment portfolio composition to liquidity
needs and capital requirements. Changes in interest rates during 2002 and 2001
resulted in recognition of realized gains and losses upon sales of securities.
The Company had net capital losses from fixed maturity investments of $25.5
million and $4.7 million for the first six months of 2002 and 2001,
respectively.
BENEFITS
The total year-to-date policyholder benefit to premium ratio decreased from
79.7% to 78.5% from June 30, 2001 to June 30, 2002. The group dental, group
disability, group medical, group life and pre-need benefit to premium ratios for
the six months ended June 30, were 73%, 87%, 66%, 76% and 101% respectively in
2002 and 74%, 85%, 77%, 76% and 101% respectively in 2001. Group disability
claim incidence is higher and terminations lower during the six months ended
June 30, 2002 as compared to the same period ended June 30, 2001.
The 11% decrease in the group medical benefit to premium ratio during the first
half of 2002 compared to the same period in 2001 is a result of pricing
increases and improved administration on this business.
EXPENSES
Commission rates have increased from levels in 2001. This is primarily due to
changes in the mix of business by product lines as well as the change in first
year versus renewal premiums.
The Company's general and administrative expense to premium ratio has remained
relatively flat at 19% during the six months ended June 30, 2002 and June 30,
2001. 2001 expenses associated with the business reinsured by the Hartford had
proportionally higher expenses on premium revenue than the remaining business'
expense to premium levels. Offsetting this 2001 to 2002 decrease in expense to
premium ratio are expense increases related to systems project costs. The
Company continues to monitor expenses, striving to improve the expense to
premium ratio, while maintaining quality and timely services to policyholders.
MARKET RISK AND RISK MANAGEMENT
Interest rate risk is the Company's primary market risk exposure. Substantial
and sustained increases and decreases in market interest rates can affect the
profitability of insurance products and market value of investments. The yield
realized on new investments generally increases or decreases in direct
relationship with interest rate changes. The market value of the Company's fixed
maturity and mortgage loan portfolios generally increases when interest rates
decrease, and decreases when interest rates increase.
Interest rate risk is monitored and controlled through asset/liability
management. As part of the risk management process, different economic scenarios
are modeled, including cash flow testing required for insurance regulatory
purposes, to determine that existing assets are adequate to meet projected
liability cash flows. A major component of the Company's asset/liability
management program is structuring the investment portfolio with cash flow
characteristics consistent with the cash flow characteristics of the Company's
insurance liabilities. The Company uses computer models to perform simulations
of the cash flow generated from existing insurance policies under various
interest rate scenarios. Information from these models is used in the
determination of interest crediting strategies and investment strategies. The
asset/liability management discipline includes strategies to minimize exposure
to loss as market interest rates change. On the basis of these analyses,
management believes there is no material solvency risk to the Company with
respect to interest rate movements up or down of 100 basis points from year-end
levels.
Equity market risk exposure is not significant. Equity investments in the
general account are not material enough to threaten solvency and contract owners
bear the investment risk related to the variable products. Therefore, the risks
associated with the investments supporting the variable separate accounts are
assumed by contract owners, not by the Company. The Company provides certain
minimum death benefits that depend on the performance of the variable separate
accounts. Currently the majority of these death benefit risks are reinsured
which then protects the Company from adverse mortality experience and prolonged
capital market decline.
LIQUIDITY AND CAPITAL RESOURCES
The market value of cash, short-term investments and publicly traded bonds and
stocks is at least equal to all policyholder reserves and liabilities. The
Company's portfolio is readily marketable and convertible to cash to a degree
sufficient to provide for short-term needs. The Company consistently monitors
its liability durations and invests assets accordingly. The Company has no
material commitments or off-balance sheet financing arrangements, which would
reduce sources of funds in the upcoming year.
The National Association of Insurance Commissioners has implemented risk-based
capital standards to determine the capital requirements of a life insurance
company based upon the risks inherent in its operations. These standards require
the computation of a risk-based capital amount which is then compared to a
company's actual total adjusted capital. Based upon current calculations using
these risk-based capital standards, the Company's percentage of total adjusted
capital is in excess of ratios, which would require regulatory attention.
The Company's fixed maturity investments consisted of 97.7% investment grade
bonds as of June 30, 2002 and the Company does not expect this percentage to
change significantly in the future.
REGULATION
The Company is subject to the laws and regulations established by the Minnesota
State Insurance Department governing insurance business conducted in Minnesota.
Periodic audits are conducted by the Minnesota Insurance Department related to
the Company's compliance with these laws and regulations. To date, there have
been no adverse findings regarding the Company's operations.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
An annual shareholder meeting was held April 30, 2002 wherein the current
members of the Board of Directors were re-elected to one year terms and
minor amendments were made to the Bylaws of the Company.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
a. Written Statement of Chief Executive Officer (Exhibit 99.1)
Written Statement of Chief Executive Officer (Exhibit 99.2)
b. None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on it's behalf by the
undersigned thereunto duly authorized.
Fortis Benefits Insurance Company
(Registrant)
Date: August 14, 2002
/s/ LARRY CAINS
- ---------------
Larry Cains
Controller and Treasurer
(on behalf of the Registrant and as its principal financial
and chief accounting officer)