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


FORM 10-Q

Registrant meets the conditions set forth in General Instruction H (1)(a) and (b) of Form 10-Q and is therefore filing this Form with the reduced disclosure format.

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

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003

OR

o

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

Commission file number: 333-66452

LINCOLN BENEFIT LIFE COMPANY
(Exact name of registrant as specified in its charter)

Nebraska
(State of Incorporation)
  47-0221457
(I.R.S. Employer Identification No.)

2940 South 84th Street
Lincoln, Nebraska
(Address of principal executive offices)

 

68506
(Zip Code)

Registrant's telephone number, including area code: 800/525-9287

        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 ý    No o

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

    Yes o    No ý

        As of July 31, 2003, the registrant had 25,000 common shares, $100 par value, outstanding, all of which are held by Allstate Life Insurance Company.




LINCOLN BENEFIT LIFE COMPANY
INDEX TO QUARTERLY REPORT ON FORM 10-Q
June 30, 2003

PART I.   FINANCIAL INFORMATION    

Item 1.

 

Financial Statements

 

 

 

 

Condensed Statements of Operations for the Three-Month and Six-Month Periods Ended June 30, 2003 and 2002 (unaudited)

 

1

 

 

Condensed Statements of Financial Position as of June 30, 2003 (unaudited) and December 31, 2002

 

2

 

 

Condensed Statements of Cash Flows for the Six-Month Period Ended June 30, 2003 and 2002 (unaudited)

 

3

 

 

Notes to Condensed Financial Statements (unaudited)

 

4

Item 2.

 

Management's Discussion and Analysis of Financial Condition and Results of Operations

 

8

Item 4.

 

Controls and Procedures

 

11

PART II.

 

OTHER INFORMATION

 

 

Item 1.

 

Legal Proceedings

 

11

Item 6.

 

Exhibits and Reports on Form 8-K

 

11


PART I.    FINANCIAL INFORMATION


Item 1.    Financial Statements

LINCOLN BENEFIT LIFE COMPANY
CONDENSED STATEMENTS OF OPERATIONS

 
  Three Months Ended
June 30,

  Six Months Ended
June 30,

(in thousands)

  2003
  2002
  2003
  2002
 
  (unaudited)

  (unaudited)

Revenues                        
  Net investment income   $ 2,828   $ 2,917   $ 5,831   $ 5,870
  Realized capital gains and losses     133     (113 )   139     337
   
 
 
 

Income from operations before income tax expense

 

 

2,961

 

 

2,804

 

 

5,970

 

 

6,207
Income tax expense     1,034     979     2,085     2,168
   
 
 
 
Net income   $ 1,927   $ 1,825   $ 3,885   $ 4,039
   
 
 
 

See notes to condensed financial statements.

1


LINCOLN BENEFIT LIFE COMPANY
CONDENSED STATEMENTS OF FINANCIAL POSITION

(in thousands, except par value data)

  June 30,
2003

  December 31,
2002

 
  (unaudited)

   
Assets            
Investments            
  Fixed income securities, at fair value (amortized cost $189,184 and $182,757)   $ 207,440   $ 199,406
  Short-term     275     3,201
   
 
    Total investments     207,715     202,607

Cash

 

 

56,429

 

 

130,249
Reinsurance recoverable from Allstate Life Insurance Company, net     13,456,048     12,178,831
Reinsurance recoverable from non-affiliates, net     637,691     583,849
Current income taxes receivable     46     111
Other assets     48,161     42,045
Separate Accounts     1,600,088     1,413,221
   
 
      Total assets   $ 16,006,178   $ 14,550,913
   
 
Liabilities            
Contractholder funds   $ 12,743,038   $ 11,658,966
Reserve for life-contingent contract benefits     1,346,439     1,096,970
Deferred income taxes     5,163     4,587
Payable to affiliates, net     35,254     116,720
Other liabilities and accrued expenses     68,667     57,849
Separate Accounts     1,600,088     1,413,221
   
 
      Total liabilities     15,798,649     14,348,313
   
 
Commitments and Contingent Liabilities (Note 3)            

Shareholder's equity

 

 

 

 

 

 
Common stock, $100 par value, 30,000 shares authorized, 25,000 shares issued and outstanding     2,500     2,500
Additional capital paid-in     126,750     126,750
Retained income     66,413     62,528
Accumulated other comprehensive income:            
  Unrealized net capital gains and losses     11,866     10,822
   
 
      Total accumulated other comprehensive income     11,866     10,822
   
 
      Total shareholder's equity     207,529     202,600
   
 
      Total liabilities and shareholder's equity   $ 16,006,178   $ 14,550,913
   
 

See notes to condensed financial statements.

2


LINCOLN BENEFIT LIFE COMPANY
CONDENSED STATEMENTS OF CASH FLOWS

 
  Six Months Ended
June 30,

 
(in thousands)

  2003
  2002
 
 
  (unaudited)

 
Cash flows from operating activities              
  Net income   $ 3,885   $ 4,039  
  Adjustments to reconcile net income to net cash (used in) provided by operating activities:              
    Amortization and other non-cash items     (44 )   (124 )
    Realized capital gains and losses     (139 )   (337 )
    Changes in:              
      Contract benefit and other insurance reserves, net of reinsurance recoverables     2,482     10,033  
      Income taxes payable     79     (1,518 )
      Receivable/payable to affiliates, net     (81,466 )   42,704  
      Other operating assets and liabilities     4,706     (20,091 )
   
 
 
        Net cash (used in) provided by operating activities     (70,497 )   34,706  
   
 
 
Cash flows from investing activities              
  Fixed income securities              
    Proceeds from sales     14,401     12,544  
    Investment collections     17,785     14,831  
    Investment purchases     (38,435 )   (19,572 )
  Change in short-term investments, net     2,926     (10,197 )
   
 
 
        Net cash used in investing activities     (3,323 )   (2,394 )
   
 
 
Net (decrease) increase in cash     (73,820 )   32,312  
Cash at beginning of period     130,249     43,796  
   
 
 
Cash at end of period   $ 56,429   $ 76,108  
   
 
 

See notes to condensed financial statements.

3



LINCOLN BENEFIT LIFE COMPANY
NOTES TO CONDENSED FINANCIAL STATEMENTS
(unaudited)

1.     Basis of Presentation

        The accompanying condensed financial statements include the accounts of Lincoln Benefit Life Company (the "Company"), a wholly owned subsidiary of Allstate Life Insurance Company ("ALIC"), which is wholly owned by Allstate Insurance Company ("AIC"), a wholly owned subsidiary of The Allstate Corporation (the "Corporation").

        The condensed financial statements and notes as of June 30, 2003, and for the three-month and six-month periods ended June 30, 2003 and 2002 are unaudited. The condensed financial statements reflect all adjustments (consisting only of normal recurring accruals) which are, in the opinion of management, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods. These condensed financial statements and notes should be read in conjunction with the financial statements and notes thereto included in the Lincoln Benefit Life Company Annual Report on Form 10-K for the year ended December 31, 2002. The results of operations for the interim periods should not be considered indicative of results to be expected for the full year.

Pending accounting standard

        In July 2003, the American Institute of Certified Public Accountants issued Statement of Position ("SOP") 03-01 entitled "Accounting and Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration Contracts and for Separate Accounts". The accounting guidance contained in the SOP applies to several of the Company's insurance products and product features. The effective date of the SOP is for fiscal years beginning after December 15, 2003, with earlier adoption encouraged. If adopted early, the provisions of the SOP must be applied as of the beginning of the fiscal year. Accordingly, if the SOP were adopted during an interim period of 2003, prior interim periods would be restated. A provision of the SOP requires the establishment of a liability in addition to the account balance for contracts and contract features that provide guaranteed death or other insurance benefits and guaranteed income benefits. These liabilities are not currently recognized by the Company, and their establishment may have a material impact on the amounts ceded to and reinsurance recoverable from ALIC depending on the market conditions at the time of adoption, but is not expected to have a material impact on the Company's Condensed Statements of Financial Position.

Proposed standard

        The Emerging Issues Task Force ("EITF") issued Topic No. 03-01, "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments", which attempts to define other-than-temporary impairment and highlight its application to investment securities accounted for under both Statement of Financial Accounting Standards ("SFAS") No. 115, "Accounting for Certain Investments in Debt and Equity Securities" and Accounting Principles Board ("APB") Opinion No. 18, "The Equity Method of Accounting for Investments in Common Stocks". The current issue summary, which has yet to be finalized, proposes that if, at the evaluation date, the fair value of an investment security is less than its carrying value then an impairment exists for which a determination must be made as to whether that impairment is other-than-temporary. If it is determined that an impairment is other-than-temporary, then an impairment loss should be recognized equal to the difference between the investment's carrying value and its fair value at the reporting date. In its most recent deliberations, the EITF discussed different models to assess whether impairment is other-than-temporary for different types of investments (e.g. SFAS 115 marketable equity securities, SFAS 115 debt securities, and equity and cost method investments subject to APB Opinion No. 18). Due to the uncertainty of the final model or models that may be adopted, the estimated impact to the Company's Condensed Statements of Operations and Financial Position is presently not determinable.

2.     Reinsurance

        The Company has reinsurance agreements whereby all premiums, contract charges, interest credited to contractholder funds, contract benefits and certain expenses are ceded to ALIC and certain non-affiliates

4



and are reflected net of such reinsurance in the Condensed Statements of Operations. The Company follows a comprehensive evaluation process involving credit scoring and capacity to select reinsurers. Reinsurance recoverable and the related Reserve for life-contingent contract benefits and Contractholder funds are reported separately in the Condensed Statements of Financial Position. The Company continues to have primary liability as the direct insurer for risks reinsured.

        Investment income earned on the assets which support Contractholder funds and the Reserve for life-contingent contract benefits are not included in the Company's Condensed Statements of Operations as those assets are owned and managed by ALIC or third party reinsurers under terms of the reinsurance agreements.

        The effects of reinsurance on premiums and contract charges are as follows:

 
  Three months ended
June 30,

  Six months ended
June 30,

 
(in thousands)

  2003
  2002
  2003
  2002
 
Premiums and contract charges                          
Direct   $ 193,370   $ 169,259   $ 488,399   $ 315,068  
Ceded                          
  Affiliate     (114,140 )   (107,556 )   (331,825 )   (196,041 )
  Non-affiliate     (79,230 )   (61,703 )   (156,574 )   (119,027 )
   
 
 
 
 
    Premiums and contract charges, net of reinsurance   $   $   $   $  
   
 
 
 
 

        The effects of reinsurance on interest credited to contractholder funds, contract benefits and certain expenses are as follows:

 
  Three months ended
June 30,

  Six months ended
June 30,

 
(in thousands)

  2003
  2002
  2003
  2002
 
Interest credited to contractholder funds, contract benefits and certain expenses                          
Direct   $ 396,462   $ 304,662   $ 805,126   $ 588,989  
Ceded                          
  Affiliate     (317,342 )   (225,193 )   (647,867 )   (432,511 )
  Non-affiliate     (79,120 )   (79,469 )   (157,259 )   (156,478 )
   
 
 
 
 
    Interest credited to contractholder funds, contract benefits and certain expenses, net of reinsurance   $   $   $   $  
   
 
 
 
 

3.     Regulation, Legal Proceedings and Guarantees

Regulation

        The Company is subject to changing social, economic and regulatory conditions. State and federal regulatory initiatives and proceedings have varied and have included efforts to remove barriers preventing banks from engaging in the securities and insurance businesses, to change tax laws affecting the taxation of insurance companies and the tax treatment of insurance products which may impact the relative desirability of various personal investment products, and to expand overall regulation. The ultimate changes and eventual effects, if any, of these initiatives are uncertain.

5



Legal proceedings

        Legal proceedings involving Allstate agencies and AIC may impact the Company, even when the Company is not directly involved, because the Company sells its products through a variety of distribution channels including Allstate agencies. Consequently, information about the more significant of these proceedings is provided below.

        AIC is defending various lawsuits involving worker classification issues. Examples of these lawsuits include a number of putative class actions challenging the overtime exemption claimed by AIC under the Fair Labor Standards Act or state wage and hour laws. These class actions mirror similar lawsuits filed recently against other carriers in the industry and other employers. Another example involves the worker classification of staff working in agencies. In this putative class action, plaintiffs seek damages under the Employee Retirement Income Security Act ("ERISA") and the Racketeer Influenced and Corrupt Organizations Act alleging that agency secretaries were terminated as employees by AIC and rehired by agencies through outside staffing vendors for the purpose of avoiding the payment of employee benefits. A putative nationwide class action filed by former employee agents also includes a worker classification issue; these agents are challenging certain amendments to the Agents Pension Plan and are seeking to have exclusive agent independent contractors treated as employees for benefit purposes. AIC has been vigorously defending these and various other worker classification lawsuits. The outcome of these disputes is currently uncertain.

        AIC is also defending certain matters relating to its agency program reorganization announced in 1999. These matters include an investigation by the U.S. Department of Labor and a lawsuit filed in December 2001 by the U.S. Equal Employment Opportunity Commission ("EEOC") with respect to allegations of retaliation under the Age Discrimination in Employment Act, the Americans with Disabilities Act and Title VII of the Civil Rights Act of 1964. A putative nationwide class action has also been filed by former employee agents alleging various violations of ERISA, breach of contract and age discrimination. AIC has been vigorously defending these lawsuits and other matters related to its agency program reorganization. In addition, AIC is defending certain matters relating to its life agency program reorganization announced in 2000. These matters include an investigation by the EEOC with respect to allegations of age discrimination and retaliation. AIC is cooperating fully with the agency investigation and will continue to vigorously defend these and other claims related to the life agency program reorganization. The outcome of these disputes is currently uncertain.

        The Company is currently defending a nationwide class action, alleging among other things, breach of contract and breach of the implied covenant of good faith and fair dealing as a result of a change in the rate and cap on an annuity product. The court certified the class and entered summary judgment in favor of the Company and against the certified class. The Plaintiff has filed notice of appeal. The Company has been vigorously defending the suit. The outcome of the appeal is currently uncertain.

        Various other legal and regulatory actions are currently pending that involve the Company and specific aspects of its conduct of business. Like other members of the insurance industry, the Company is the target of an increasing number of class action lawsuits and other types of litigation, some of which involve claims for substantial and/or indeterminate amounts (including punitive and treble damages) and the outcomes of which are unpredictable. This litigation is based on a variety of issues including insurance and claim settlement practices. However, at this time, based on their present status and the existence of the reinsurance agreement with ALIC, it is the opinion of management that the ultimate liability, if any, in one or more of these other actions in excess of amounts currently reserved is not expected to have a material effect on the results of operations, liquidity or financial position of the Company.

Guarantees

        The Company has issued universal life insurance contracts to third parties who finance the premium payments on the universal life insurance contracts through a commercial paper program. The Company has issued a repayment guarantee on the outstanding commercial paper balance which is fully collateralized by the cash surrender value of the universal life insurance contracts. At June 30, 2003, the amount due under the commercial paper program is $299 million and the cash surrender value of the policies is $306 million. The repayment guarantee expires April 30, 2006. These contracts are ceded to ALIC under the terms of the reinsurance agreements.

6



        In the normal course of business, the Company provides standard indemnifications to counterparties in contracts in connection with numerous transactions, including indemnifications for breaches of representations and warranties, taxes and certain other liabilities, such as third party lawsuits. The indemnification clauses are often standard contractual terms and were entered into in the normal course of business based on an assessment that the risk of loss would be remote. The terms of the indemnifications vary in duration and nature. In many cases, the maximum obligation is not explicitly stated and the contingencies triggering the obligation to indemnify have not occurred and are not expected to occur. Because the obligated amounts of the indemnifications are not explicitly stated in many cases, the maximum amount of the obligation under such indemnifications is not determinable. Historically, the Company has not made any material payments pursuant to these obligations.

        In addition, the Company indemnifies its respective directors, officers and other individuals to the extent provided in its charter and by-laws. Since these indemnifications are generally not subject to limitation with respect to duration or amount, the Company does not believe that it is possible to determine the maximum potential amount due under these indemnifications.

        The aggregate liability balance related to all guarantees was not material as of June 30, 2003.

4.     Other Comprehensive Income

        The components of other comprehensive income on a pretax and after-tax basis are as follows:

 
  Three months ended June 30,
 
 
  2003
  2002
 
(in thousands)

  Pretax
  Tax
  After-
tax

  Pretax
  Tax
  After-
tax

 
Unrealized capital gains and losses                                      
Unrealized holding gains (losses) arising during the period   $ 1,886   $ (661 ) $ 1,225   $ 3,828   $ (1,340 ) $ 2,488  
Less: reclassification adjustments     133     (47 )   86     (113 )   40     (73 )
   
 
 
 
 
 
 
Unrealized net capital gains (losses)     1,753     (614 )   1,139     3,941     (1,380 )   2,561  
   
 
 
 
 
 
 
Other comprehensive income (loss)   $ 1,753   $ (614 )   1,139   $ 3,941   $ (1,380 )   2,561  
   
 
       
 
       
Net income                 1,927                 1,825  
               
             
 
Comprehensive income               $ 3,066               $ 4,386  
               
             
 

 


 

Six months ended June 30,


 
 
  2003
  2002
 
(in thousands)

  Pretax
  Tax
  After-
tax

  Pretax
  Tax
  After-
tax

 
Unrealized capital gains and losses                                      
Unrealized holding gains (losses) arising during the period   $ 1,721   $ (603 ) $ 1,118   $ 1,780   $ (623 ) $ 1,157  
Less: reclassification adjustments     114     (40 )   74     337     (118 )   219  
   
 
 
 
 
 
 
Unrealized net capital gains (losses)     1,607     (563 )   1,044     1,443     (505 )   938  
   
 
 
 
 
 
 
Other comprehensive income (loss)   $ 1,607   $ (563 )   1,044   $ 1,443   $ (505 )   938  
   
 
       
 
       
Net income                 3,885                 4,039  
               
             
 
Comprehensive income               $ 4,929               $ 4,977  
               
             
 

7



Item 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE-MONTH AND SIX-MONTH PERIODS ENDED JUNE 30, 2003 AND 2002.

The following discussion highlights significant factors influencing results of operations and changes in financial position of Lincoln Benefit Life Company (the "Company"). It should be read in conjunction with the condensed financial statements and notes thereto found under Part I. Item 1. contained herein, and with the discussion, analysis, financial statements and notes thereto in Part I. Item 1. and Part II. Item 7. and Item 8. of the Lincoln Benefit Life Company Annual Report on Form 10-K for 2002.

Management has identified the Company as a single segment entity.

RESULTS OF OPERATIONS

 
  Three months ended
June 30,

  Six months ended
June 30,

(in thousands)

  2003
  2002
  2003
  2002
Net investment income   $ 2,828   $ 2,917   $ 5,831   $ 5,870
Realized capital gains and losses     133     (113 )   139     337
Income tax expense     1,034     979     2,085     2,168
   
 
 
 
Net income   $ 1,927   $ 1,825   $ 3,885   $ 4,039
   
 
 
 

        The Company has reinsurance agreements whereby all premiums, contract charges, interest credited to contractholder funds, contract benefits and certain expenses are ceded to Allstate Life Insurance Company ("ALIC") and certain non-affiliated reinsurers, and reflected net of such reinsurance in the Condensed Statements of Operations. The Company's results of operations include net investment income and realized capital gains and losses on the assets of the Company that are not transferred under the reinsurance agreements.

        Net income increased $102 thousand in the second quarter of 2003 compared to the same period in 2002 due to increased realized capital gains partially offset by decreased Net investment income and higher Income tax expense. Net income decreased $154 thousand in the first six months of 2003 compared to the same period in 2002 due to a decrease in realized capital gains and Net investment income, partially offset by lower Income tax expense.

        Net investment income decreased $89 thousand or 3.1% in the second quarter and $39 thousand or 1.0% in the first six months of 2003, compared to the same periods last year. The decrease in both periods was due to lower portfolio yields. Lower portfolio yields result when new investments are made at rates lower than the current portfolio yields, reflecting the low interest rate environment. The portfolio balance as of June 30, 2003, excluding assets invested in Separate Accounts and unrealized net capital gains on fixed income securities, increased less than 1% from June 30, 2002.

        Realized capital gains and losses were realized capital gains of $86 thousand, after-tax, in the second quarter of 2003 compared to realized capital losses of $73 thousand, after-tax, in the same period in 2002. During the first six months of 2003, after-tax realized capital gains were $90 thousand compared to $219 thousand in the same period in 2002. Realized capital gains and losses resulted from sales of fixed income securities.

8



FINANCIAL POSITION

(in thousands)

  June 30, 2003
Fixed income securities(1)   $ 207,440
Short-term     275
   
  Total investments   $ 207,715
   
Cash   $ 56,429
Reinsurance recoverable from ALIC, net     13,456,048
Reinsurance recoverable from non-affiliates, net     637,691
Contractholder funds     12,743,038
Reserve for life-contingent contract benefits     1,346,439
Separate Accounts assets and liabilities     1,600,088

(1)
Fixed income securities are carried at fair value. Amortized cost for these securities was $189.2 million.

        Total investments increased to $207.7 million at June 30, 2003 from $202.6 million at December 31, 2002 due to cash flows from operations and increased unrealized gains on fixed income securities generated in a lower interest rate environment.

        The Unrealized net capital gains on fixed income securities at June 30, 2003 were $18.3 million, an increase of $1.6 million or 9.6% since December 31, 2002. The net unrealized gain for the fixed income portfolio was comprised of $18.9 million of unrealized gains and $641 thousand of unrealized losses at June 30, 2003, compared to a net unrealized gain for the fixed income portfolio totaling $16.7 million at December 31, 2002, comprised of $16.7 million of unrealized gains and $38 thousand of unrealized losses. At June 30, 2003, the unrealized losses for the fixed income portfolio were concentrated primarily in the corporate fixed income portfolio. Corporate fixed income net unrealized gains totaled $6.5 million comprised of $7.0 million of unrealized gains and $485 thousand of unrealized losses. The unrealized losses for the corporate fixed income portfolio were concentrated in the electric and transportation sectors. These sectors comprised $329 thousand or 67.8% of the unrealized losses and $970 thousand or 13.9%, of the unrealized gains in the corporate fixed income portfolio.

        Approximately 99.2% of the Company's fixed income securities portfolio is rated investment grade, which is defined by the Company as a security having a rating from the National Association of Insurance Commissioners ("NAIC") of 1 or 2, a Moody's equivalent rating of Aaa, Aa, A or Baa, a Standard & Poor's equivalent rating of AAA, AA, A or BBB, or a comparable Company internal rating.

        The Company monitors the quality of its fixed income portfolio, in part, by categorizing certain investments as problem, restructured or potential problem. Problem fixed income securities are securities in default with respect to principal and/or interest and/or securities issued by companies that have gone into bankruptcy subsequent to the Company's acquisition of the security. Restructured fixed income securities have modified terms and conditions that were not at current market rates or terms at the time of the restructuring. Potential problem fixed income securities are current with respect to contractual principal and/or interest, but because of other facts and circumstances, management has serious concerns regarding the borrower's ability to pay future principal and interest in accordance with the contractual terms of the security, which causes management to believe these securities may be classified as problem or restructured in the future.

9


        The following table summarizes the problem fixed income securities.

 
  June 30, 2003
  December 31, 2002
 
(in thousands)

  Amortized
cost

  Fair
value

  Percent
of total
Fixed
Income
portfolio

  Amortized
cost

  Fair
value

  Percent
of total
Fixed
Income
portfolio

 
Problem   $ 1,785   $ 1,590   0.8 % $ 1,785   $ 1,785   0.9 %
   
 
 
 
 
 
 
Total net carrying value   $ 1,785   $ 1,590   0.8 % $ 1,785   $ 1,785   0.9 %
   
 
 
 
 
 
 
Cumulative write-downs recognized   $ 4,323             $ 4,323            
   
           
           

        As of June 30, 2003, the fixed income securities that the Company categorizes as problem were unchanged from year-end 2002. The Company expects the eventual recovery of these securities but evaluated each security through its watch list process at June 30, 2003 and did not record any write-downs in the first six months of 2003. Of the net unrealized losses at June 30, 2003, $195 thousand are related to securities that the Company has included in the problem category. These securities represent 0.8% of the fixed income portfolio. The Company concluded, through its watch list monitoring process, that these unrealized losses were temporary in nature. While it is possible for these balances to increase in the future if economic conditions are unfavorable, the total amount of securities in the problem, restructured and potential problem categories is expected to remain a relatively low percentage of the total fixed income securities portfolio. The Company did not have any fixed income securities categorized as restructured or potential problem at June 30, 2003 or December 31, 2002.

Reinsurance recoverable, Contractholder funds and Reserve for life-contingent contract benefits

        Contractholder funds increased to $12.74 billion at June 30, 2003, from $11.66 billion at December 31, 2002 as a result of additional deposits from fixed annuities and interest credited to contractholder funds partially offset by surrenders, withdrawals and benefit payments. The Reserve for life-contingent contract benefits increased $249.5 million to $1.35 billion at June 30, 2003 resulting from new sales of immediate annuities and other life-contingent products, partially offset by benefits paid. Reinsurance recoverable from ALIC and Reinsurance recoverable from non-affiliates increased correspondingly by $1.28 billion and $53.8 million, respectively, because all contractholder obligations are reinsured.

        The Company purchases reinsurance after evaluating the financial condition of the reinsurer, as well as the terms and price of coverage. The Company reinsures certain of its risks with non-affiliated reinsurers under yearly renewable term and coinsurance agreements. Yearly renewable term and coinsurance agreements result in the passing of a portion of the risk to the reinsurers. Generally, the reinsurer receives a proportionate amount of the premiums less commissions and is liable for a corresponding proportionate amount of all benefit payments.

CAPITAL RESOURCES AND LIQUIDITY

        Capital Resources consist of Shareholder's equity. The following table summarizes the Company's capital resources:

(in thousands)

  June 30,
2003

  December 31,
2002

Common stock, additional capital paid-in and retained income   $ 195,663   $ 191,778
Accumulated other comprehensive income     11,866     10,822
   
 
  Total Shareholder's equity   $ 207,529   $ 202,600
   
 

        Shareholder's equity increased $4.9 million in the first six months of 2003 when compared to December 31, 2002, due to Net income of $3.9 million and an increase in Accumulated other comprehensive income due to unrealized net capital gains on investments of $1.0 million.

        Financial Ratings and Strength    In June 2003, Standard & Poor's revised the insurance financial strength rating of ALIC and its rated subsidiaries and affiliates, including the Company, from AA+ to AA and revised the rating outlook from negative to stable. Standard & Poor's stated that the rating change was

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due to several factors including their negative outlook on the life insurance industry, the recent decline in ALIC's Net income and their view that a subsidiary's rating cannot exceed the rating of its parent. ALIC's rating is now the same rating as that of AIC, its parent. Moody's and A.M. Best's financial strength ratings of ALIC and AIC remain unchanged. In reaffirming the A+ ratings of ALIC and AIC, A.M. Best assigned a positive outlook for these companies' ratings.

RISK FACTOR

        The following risk factor should be considered in addition to the risk factors identified in the Management's Discussion and Analysis of Financial Condition and Results of Operations, under the heading "Forward-Looking Statements and Risk Factors" in the Company's Form 10-K filed on March 28, 2003.


Item 4.    Controls and Procedures

        With the participation of our principal executive officer and principal financial officer, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based upon this evaluation, the principal executive officer and the principal financial officer concluded that our disclosure controls and procedures are effective in timely alerting them to material information required to be included in our periodic reports filed with the Securities and Exchange Commission. However, the design of any system of controls and procedures is based in part upon assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and are effective at the "reasonable assurance" level.

        During the last fiscal quarter, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


PART II.    OTHER INFORMATION

Item 1.    Legal Proceedings

        The discussion "Regulation, Legal Proceedings and Guarantees" in Part I, Item 1, Note 3 of this Form 10-Q is incorporated herein by reference.


Item 6.    Exhibits and Reports on Form 8-K

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SIGNATURE

        Pursuant to the requirements 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.

  Lincoln Benefit Life Company
(Registrant)

August 14, 2003

By /s/  
SAMUEL H. PILCH      
Samuel H. Pilch
(chief accounting officer and duly
authorized officer of the registrant)

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Exhibit No.
  Description
31.1   Rule 15d-14(a) Certification of Principal Executive Officer
31.2   Rule 15d-14(a) Certification of Principal Financial Officer
32   Section 1350 Certifications

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PART I. FINANCIAL INFORMATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
PART II. OTHER INFORMATION
SIGNATURE