<PAGE>   1
                                  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 Period Ended September 30, 1999.
                               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 0-21230

                    Midwest Medical Insurance Holding Company
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      Minnesota                                      41-1625287
-----------------------------                --------------------------
(State or other jurisdiction                    (I.R.S. Employer of
incorporation or organization)                  Identification No.)

7650 Edinborough Way, Suite 400
Minneapolis, Minnesota                               55435-5978
---------------------------------------      --------------------------
(Address of principal executive offices)             (Zip Code)

                            612-838-6700
---------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                           6600 France Avenue South, Suite 245
                           Minneapolis, MN  55435-1891
---------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)

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 periods 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
                                      ---    ---

The number of shares outstanding of the issuer's classes of common stock, as of
September 30, 1999:

Class A Common Stock $.01 par value - 122,052 shares

Class B Common Stock $1,000 par value - 1 share












                                        1


<PAGE>   2



                                      INDEX

                    Midwest Medical Insurance Holding Company


PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

         Condensed consolidated balance sheets - September 30, 1999 and
         December 31, 1998

         Condensed consolidated statements of income - Three months
         ended September 30, 1999 and 1998; Nine months ended September
         30, 1999 and 1998

         Condensed consolidated statements of cash flows - Nine months
         ended September 30, 1999 and 1998

         Notes to condensed consolidated financial statements - September 30,
         1999

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

Item 3.  Quantitative and Qualitative Disclosures About Market Risk


PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K


SIGNATURES















                                        2


<PAGE>   3


Part I. Financial Information
        Item 1.  - Financial Statements

        MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES

                      Condensed Consolidated Balance Sheets
                             (Dollars in thousands)

<TABLE>
<CAPTION>

                                                                           September 30          December 31
                                                                               1999                 1998
                                                                           -------------         ------------
                                                                            (Unaudited)           (Note A)
<S>                                                                        <C>                   <C>
ASSETS
   Fixed maturity investments at fair value
      (amortized cost: 1999 $157,402;
       1998 $161,430)                                                         $ 152,915            $ 164,652
   Equity securities at fair value (cost:
       1999 $45,806; 1998 $41,907)                                               87,412               86,553
   Short-term investments                                                         9,045                3,556
   Other investments                                                             10,000               10,000
                                                                              ---------            ---------
                                                                                259,372              264,761

   Cash                                                                             757                  647
   Accrued investment income                                                      2,383                1,739
   Reinsurance recoverable                                                       16,659               16,499
   Uncollected premiums - Note C                                                 13,589                2,023
   Amounts due from reinsurers                                                    2,792                3,191
   Other assets                                                                   7,229                6,623
                                                                              ---------            ---------
                                                                              $ 302,781            $ 295,483
                                                                              =========            =========

LIABILITIES, REDEEMABLE STOCK AND OTHER
   SHAREHOLDERS' EQUITY

LIABILITIES
   Unpaid losses and loss adjustment expenses                                 $ 111,981            $ 110,964
   Unearned premiums - Note C                                                    22,684                8,173
   Dividends payable to policyholders - Note D                                   10,100                    -
   Retrospective premiums                                                             -                8,543
   Deferred income taxes                                                          7,279               10,966
   Other liabilities                                                              5,484                6,244
                                                                              ---------            ---------
                                                                                157,528              144,890
REDEEMABLE STOCK
   Class A Common Stock; authorized 300,000 shares,
     shares issued and outstanding 122,052 and
     125,682 in 1999 and 1998, respectively                                       6,754                8,146
   Class B Common Stock; authorized, issued and
     outstanding 1 share                                                              1                    1
                                                                              ---------            ---------
                                                                                  6,755                8,147

OTHER SHAREHOLDERS' EQUITY
   Paid-in capital                                                               12,789               12,789
   Retained earnings                                                            101,767               98,695
   Accumulated other comprehensive income:
     Net unrealized appreciation of investments                                  23,942               30,962
                                                                              ---------            ---------
                                                                                138,498              142,446
                                                                              ---------            ---------
                                                                              $ 302,781            $ 295,483
                                                                              =========            =========
</TABLE>



See notes to condensed consolidated financial statements.



                                        3


<PAGE>   4



           MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES

                   Condensed Consolidated Statements of Income
                (Dollars in thousands, except per share amounts)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                     Three Months Ended              Nine Months Ended
                                                                        September 30                    September 30
                                                                   ----------------------          ---------------------
                                                                     1999          1998              1999         1998
                                                                   --------      --------          --------     --------
<S>                                                                <C>           <C>               <C>           <C>
 Revenues:

   Net premiums earned                                             $ 14,576      $ 3,394           $ 35,363      $ 21,388
   Net investment income                                              3,047        3,180              8,853         8,671
   Net realized capital gains                                         1,649        3,279              7,716         7,476
   Other                                                                495          262              2,227         1,077
                                                                   --------      -------           --------      --------
                                                                     19,767       10,115             54,159        38,612

 Losses and expenses:

   Losses and loss adjustment expenses                                9,717        9,486             29,664        26,379
   Policyholder dividends - Note D                                   10,100            -             10,100             -
   Underwriting, acquisition and
     insurance expenses                                               1,847        1,315              6,126         4,790
   Other operating expenses                                           1,435        1,027              4,553         2,621
                                                                   --------      -------           --------      --------
                                                                     23,099       11,828             50,443        33,790
                                                                   --------      -------           --------      --------
   Income before income taxes                                        (3,332)      (1,713)             3,716         4,822

   Income taxes - Note B                                             (1,109)      (1,701)             1,360           586
                                                                   --------      -------           --------      --------
   Net income                                                      $ (2,223)     $   (12)          $  2,356      $  4,236
                                                                   ========      =======           ========      ========


   Income per common share                                         $ (18.13)     $ (0.10)          $  18.82      $  34.58
                                                                   ========      =======           ========      ========

   Income per common share -
      assuming dilution                                            $ (16.36)     $ (0.09)          $  16.94      $  31.22
                                                                   ========      =======           ========      ========
</TABLE>



  See notes to condensed consolidated financial statements.










                                        4



<PAGE>   5



           MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows
                             (Dollars in thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                    Nine Months Ended
                                                                                       September 30
                                                                                 -----------------------
                                                                                   1999          1998
                                                                                 ---------      --------
<S>                                                                              <C>            <C>
OPERATING ACTIVITIES
   Net Income                                                                    $   2,356      $  4,236
   Adjustments to reconcile net income to net cash
    provided by (used in) operating activities:
      Increase in uncollected premiums                                              (11,566)      (6,990)
      Increase in unearned premiums                                                  14,511       11,999
      Increase in dividends payable to policyholders                                 10,100            -
      Decrease in retrospective premiums                                             (8,543)      (1,362)
      Decrease in other liabilities                                                    (760)      (6,141)
      Net realized capital gains                                                     (7,716)      (7,476)
      Other changes, net                                                                 71       (1,122)
                                                                                 ----------     --------
                                                                                     (1,547)      (6,856)

INVESTING ACTIVITIES
   Purchases of fixed maturity investments and equity
      securities                                                                   (129,200)    (322,614)
   Sales of fixed maturity investments and equity
      securities                                                                    135,249      326,387
   Maturities of fixed maturity investments                                           2,000          250
   Net (purchases) sales of short-term investments                                   (7,638)      (1,972)
   Capitalization of MMIHC Insurance Services, Inc.                                   1,500            -
   Capitalization of Midwest Medical Solutions, Inc.                                    650        1,850
                                                                                 ----------     --------
                                                                                      2,561        3,901

FINANCING ACTIVITIES
   Redemption of Class A Common Stock                                                  (904)        (379)
                                                                                 ----------     --------

INCREASE (DECREASE) IN CASH                                                             110       (3,334)
Cash at beginning of year                                                               647        2,378
                                                                                 ----------     --------
                     CASH AT SEPTEMBER 30                                        $      757     $   (956)
                                                                                 ==========     ========
</TABLE>



See notes to condensed consolidated financial statements.









                                        5



<PAGE>   6


           MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES


         Notes to Condensed Consolidated Financial Statements (Unaudited)

         September 30, 1999

         NOTE A - BASIS OF PRESENTATION

         The accompanying unaudited interim condensed consolidated financial
         statements of Midwest Medical Insurance Holding Company and its
         subsidiaries (the "Company") have been prepared in accordance with
         generally accepted accounting principles for interim financial
         information and with the instructions to Form 10-Q and Article 10 of
         Regulation S-X. Accordingly, they do not include all of the information
         and notes required by generally accepted accounting principles for
         complete financial statements. In the opinion of management, all
         adjustments (consisting of normal recurring accruals) considered
         necessary for a fair presentation have been included. Operating results
         for any interim period are not necessarily indicative of the results
         that may be expected for the full year. These interim financial
         statements should be read in conjunction with the 1998 consolidated
         financial statements and notes thereto included in the Company's Annual
         Report on Form 10-K as filed with the Securities and Exchange
         Commission.

         The balance sheet at December 31, 1998 has been derived from the
         audited financial statements at that date but does not include all of
         the information and footnotes required by generally accepted accounting
         principles for complete financial statements.

         Certain amounts applicable to prior periods have been reclassified to
         conform to the classifications followed in the current year. All
         intercompany amounts have been eliminated.

         NOTE B - INCOME TAXES

         The Company calculates its income tax provision for interim periods by
         estimating its annual effective tax rate and applying this rate to the
         income of the interim period. The estimated annual effective tax rate
         used for the three and nine-month periods ended September 30, 1999 and
         1998 approximated the statutory rate of 35%. During the third quarter
         of 1999 and 1998, the Company recorded tax adjustments to reconcile its
         books with the actual federal and state tax returns filed for the
         previous year. The adjustments recorded in the third quarter of 1999
         resulted in additional income tax expense of approximately $43,000 for
         the 1998 tax year. The adjustments recorded in the third quarter of
         1998 resulted in income tax benefits of approximately $1,136,000 for
         the 1997 tax year. These income tax benefits were primarily driven by
         the Company's election to use its loss payment pattern rather than the
         industry's loss payment pattern in discounting loss reserves for tax
         purposes. Excluding these adjustments, the Company's effective tax
         rates for the first nine months of 1999 and 1998 were 35.4% and 35.7%,
         respectively.







                                        6


<PAGE>   7


         NOTE C - UNEARNED PREMIUMS and UNCOLLECTED PREMIUMS

         The majority of the Company's insurance policies expire at December 31
         and renew on January 1 of each year. As a result, the majority of the
         unearned premium amount at September 30, 1999 represents three months
         of unearned premium for every active policy renewed or newly written
         with an expiration date of December 31, 1999. At December 31, 1998,
         most active 1998 policies expired and therefore had no unearned
         premium.

         Of the total unearned premium balance of $8,173,000 at December 31,
         1998, $6,520,000 is reserved to recognize the Company's obligation to
         provide reporting endorsement coverage without additional premium upon
         the death, disability or retirement of policyholders. That same amount
         is also included in the unearned premium balance at September 30, 1999
         and represents the actuarially determined present value of future
         benefits to be provided less the present value of future revenues to be
         received.

         The increase of $11,566,000 in uncollected premiums from December 31,
         1998 to September 30, 1999 is primarily due to the renewal of most
         active policies on January 1. The full year's premium is recorded as
         written and collectible at January 1. Premiums may be paid annually or
         quarterly and the majority of each year's premium is collected during
         the year. The uncollected balance remaining at the end of the year
         primarily relates to the few policies underwritten by the Company that
         have other than December 31 expiration dates.

         NOTE D - POLICYHOLDER DIVIDENDS

         In 1998, the Company decided to replace its policyholder retrospective
         premium refund program with a policyholder dividend program beginning
         in 1999. A policyholder dividend program afforded the Company more
         flexibility in determining amounts to be refunded to policyholders and
         more closely resembled programs of peer companies thus making the
         financial statement impact similar. In the third quarter of 1999, the
         Company's Board of Directors declared a $10,100,000 dividend to be paid
         to policyholders in four equal installments in February, May, August,
         and November 2000. As a percentage of written premium, approximately
         65% of the Company's policies will participate in the policyholder
         dividend. The policyholder dividend will be allocated to participating
         policies on a proportionate basis for policyholders that were insured
         by the Company in 1995 and maintain policies with the Company
         throughout 2000.

         NOTE E - COMPREHENSIVE INCOME

         The components of the Company's comprehensive income are net income and
         changes in unrealized appreciation of investments. Total comprehensive
         income was $(5,912,000) and $(4,664,000) for the three and nine-months
         ended September 30, 1999 and $(4,121,767) and $6,161,000 for the three
         and nine-months ended September 30, 1998.







                                        7



<PAGE>   8


NOTE F - EARNINGS PER SHARE DATA

The following table sets forth the computation of basic and diluted earnings per
share (in thousands, except for share and per share amounts):

<TABLE>
<CAPTION>

                                                        Three Months Ended                 Nine Months Ended
                                                           September 30                       September 30
                                                  ------------------------------      ----------------------------
                                                      1999              1998             1999              1998
                                                  -----------       ------------      -----------       ----------
<S>                                               <C>               <C>               <C>               <C>
Numerator for basic and dilutive earnings per
  share available to common shareholders          $    (2,223)      $       (12)      $     2,356       $    4,236
                                                  ===========       ===========       ===========       ==========

Denominator:
  Denominator for basic earnings
    per share--weighted average
    shares                                            122,624           123,805           125,183          122,485

  Effect of dilutive securities:
    Unvested shares                                    13,263            12,883            13,886           13,213
                                                  -----------       -----------       -----------       ----------
Denominator for dilutive
  earnings per share--adjusted
  weighted average shares and
  assumed conversions                                 135,887           136,688           139,069          135,698
                                                  ===========       ===========       ===========       ==========

Basic earnings per share                          $    (18.13)      $     (0.10)      $     18.82       $    34.58
                                                  ===========       ===========       ===========       ==========

Diluted earnings per share                        $    (16.36)      $     (0.09)      $     16.94       $    31.22
                                                  ===========       ===========       ===========       ==========
</TABLE>


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

General

The following analysis of the financial condition and results of operations of
Midwest Medical Insurance Holding Company (Holding Company) and its wholly-owned
subsidiaries, Midwest Medical Insurance Company (MMIC), Midwest Medical
Solutions, Inc. (Solutions), MedPower Information Resources, Inc. (MedPower),
and MMIHC Insurance Services, Inc. (Services), should be read in conjunction
with the consolidated financial statements and notes thereto included elsewhere
in this report. Midwest Medical Insurance Holding Company and its subsidiaries
are collectively referred to as the Company.

The Holding Company's principal operating subsidiary is MMIC. The primary
business of MMIC is selling and issuing policies of medical professional
liability insurance to: (1) individual physicians, (2) partnerships or
professional corporations comprised of physicians, (3) clinics, (4) hospitals,
and (5) health plans.

Solutions is a business development company formed to strengthen and promote the
independence and interdependencies of physicians, clinics and hospitals that
MMIC serves. Business development opportunities being considered include
practice enhancement, strategic consulting, and electronic processing and
integration services and support. MedPower is a wholly-owned subsidiary of
Solutions formed through a purchase of assets in January 1998. MedPower
processes and electronically submits medical claims for over 100 healthcare
providers in the Upper Midwest. MedPower also provides various information
consulting and network support services.



                                        8



<PAGE>   9


              General (continued)

              Together, Solutions and MedPower had assets of less than
              $3,000,000 at September 30, 1999 and at December 31, 1998 and had
              revenues of approximately $354,000 and $303,000 for the nine
              months ended September 30, 1999 and 1998, respectively.

              Services was incorporated in 1995 and began active operations in
              January 1999 with the acquisition of a book of business from
              Johnson-McCann Benefits, Inc. (Johnson-McCann). The Holding
              Company provided $1,500,000 of capital to Services to fund the
              first of three installment payments on the Johnson-McCann purchase
              as well as to provide additional funds for future agency
              acquisitions. The remaining two installment payments will be made
              to Johnson-McCann in 2000 and 2001 with the payment amounts tied
              to the retention of the purchased book of business. Services is an
              insurance agency specializing in providing clients with group
              insurance products such as health, dental, life, disability, and
              workers compensation. Commission income from insurance carriers is
              the principal source of revenue. Services had assets of
              approximately $1,577,000 at September 30, 1999 and had revenues of
              approximately $1,225,000 for the nine months ended September 30,
              1999.

              Capital Resources and Liquidity

              The majority of the Company's assets, 86%, continue to be invested
              in investment-grade bonds, equities and short-term instruments.
              Under Statement of Financial Accounting Standards (SFAS) No. 115
              "Accounting for Certain Investments in Debt and Equity
              Securities", the Company's investments in debt and equity
              securities are classified as available for sale and therefore
              carried at fair value with unrealized gains and losses, net of
              applicable taxes, reflected as a separate component of equity.
              Other investments are equity interests in non-traded real estate
              investment trusts and are recorded at cost which approximates fair
              value.

              The retrospective premium liability of $8,543,000 at December 31,
              1998 consisted of two items. One represented amounts due to
              policyholders under a retrospective premium rating plan. This
              liability consisted of $5,480,000 due to Minnesota and North
              Dakota policyholders. The second component represented amounts due
              to Iowa policyholders under terms of the Midwest Medical Insurance
              Company/Iowa Physicians Mutual Insurance Trust (MMIC/IPMIT) July
              1, 1993 merger agreement. The merger agreement provided that if
              financial results for years prior to 1993 are more favorable than
              expected, the favorable development must be returned to former
              IPMIT policyholders who were insured by IPMIT on December 31, 1992
              and who renew their coverage with MMIC. This second liability
              totaled $3,063,000. Both the retrospective and merger premium
              liabilities were paid to policyholders in the first quarter of
              1999.

              Cash flow from operations was negative during the first nine
              months of 1999 and 1998, $(1,547,000) and $(6,856,000)
              respectively. The primary reason for the negative cash flows was
              the payment, in the first quarter of both years, of the
              retrospective premium credit and the premium credit under the
              terms of the MMIC/IPMIT merger agreement. These payments totaled
              $8,886,000 in 1999 and $8,100,000 in 1998. The merger premium
              credit of $3,063,000 paid to Iowa policyholders during the first
              quarter of 1999 was the final payment under the terms of the
              MMIC/IPMIT merger agreement.





                                        9


<PAGE>   10


              Capital Resources and Liquidity (continued)

              The negative cash flow was lower in the first nine months of 1999
              compared to the same period in 1998 primarily due to greater
              premium receipts. Fewer policyholders paid premiums in advance of
              1/1/99 policy renewals due to later policy billings. Consequently,
              more policy premiums were paid after January 1 rather than prior
              to that date compared to the same period the previous year.

              Total equity, consisting of redeemable stock and other
              shareholders' equity, decreased by $5,340,000 during the first
              nine months of 1999. Equity increases were from net income of
              $2,356,000 and Class A stock issuances of $228,000. These
              increases were offset by net unrealized depreciation in the fair
              value of investments, net of deferred taxes, of $(7,020,000) and
              Class A stock redemptions of $(904,000).

              Results of Operations

              Net premiums earned increased $13,975,000 over the same period of
              1998. Several factors drove the increase. New business generated
              primarily from sales of policies to large, healthcare systems
              resulted in approximately $3,375,000 of additional 1999 earned
              premium. Favorable premium adjustments due to better than expected
              loss experience on the 1992-1994 and 1995-1997 reinsurance
              contracts drove increases of approximately $1,092,000 and
              $3,245,000, respectively. 1998 net premiums earned were reduced by
              $6,700,000 for retrospective premium refunds to policyholders. The
              retrospective premium refund program was replaced in 1999 by the
              policyholder dividend program. Policyholder dividends are recorded
              as a separate expense on the income statement and therefore do not
              impact premiums. The increase in net premiums earned was offset by
              a 5% decrease in 1999 premium rate levels for policyholders in
              Minnesota, North Dakota, and South Dakota and by $986,000 of
              favorable premium adjustments recorded in 1998 primarily from the
              commutation of a 1991 reinsurance contract.

              Net capital gains of $7,716,000 were realized during the first
              nine months of 1999. Most of these capital gains resulted from the
              sale of common stock to fund the payment of retrospective and
              MMIC/IPMIT merger premium credits during the first quarter. The
              Company's investment portfolio is managed by professional, outside
              investment advisors on a total return basis under guidelines set
              by the Investment Committee of the Company's Board of Directors.
              These investment managers may therefore take advantage of
              opportunities to increase total return through sales of selected
              securities in response to changing market conditions.
              Consequently, future levels of realized capital gains or losses
              are difficult to estimate.

              Other revenues consist primarily of finance charges on MMIC
              premium billings, commission income from Services, and claim
              processing fees from MedPower. The increase for the first nine
              months of 1999 over the same period of 1998 is primarily due to
              Services beginning active operations in January 1999.

              Losses and loss adjustment expenses increased $3,285,000 for the
              first nine months of 1999 versus 1998. The increase in 1999 was
              largely driven by the increase in premium volume as interim period
              losses are estimated based on a ratio of net premiums earned. The
              estimated loss ratio was developed while determining 1999 premium
              rates. At year-end, an outside actuarial analysis of losses is
              completed. Although the effects of interim claim frequency and
              severity statistics are not actuarially analyzed, management did
              not observe any discernable loss trends during the first nine
              months of 1999 that would materially alter loss expectations.

                                       10


<PAGE>   11


              Results of Operations (continued)

              As mentioned previously, the company implemented a policyholder
              dividend program in 1999 to replace its retrospective premium
              refund program. Policyholder dividends are recorded as a separate
              expense on the income statement. In the third quarter of 1999, the
              Company's Board of Directors declared a $10,100,000 dividend to be
              paid to policyholders in four equal installments in February, May,
              August, and November 2000. This policyholder dividend represents a
              return of prior years' profits that were greater than anticipated
              due to favorable claims and investment experience.

              Underwriting, acquisition and insurance expenses increased
              $1,336,000 for the first nine months of 1999 compared to the same
              period in 1998. The majority of the increase is due to staff
              additions to spur MMIC business growth and costs associated with
              the implementation and enhancement of a new insurance company
              operating system. Also contributing to the increase were costs
              associated with relocating the Minneapolis main office effective
              October 4, 1999.

              Other operating expenses increased $1,932,000 for the first nine
              months of 1999 compared to the same period in 1998. The increase
              can be attributed primarily to Services beginning active
              operations in January 1999 and additional salary, benefits, and
              outside consulting expenses incurred by Solutions from
              intensifying its business development efforts.

              Income taxes increased to $1,360,000 for the first nine months of
              1999 compared to $586,000 for the same period in 1998. The
              principal factors in the increase were additional prior year taxes
              of approximately $43,0000 recorded in 1999 and a recovery of prior
              year taxes of approximately $1,136,000 recorded in 1998. Excluding
              these adjustments, the Company's effective tax rates for the first
              nine months of 1999 and 1998 were 35.4% and 35.7%, respectively.

              As a result of the factors discussed above, the Company realized
              net income of $2,356,000 for the nine months ended September 30,
              1999 compared to net income of $4,236,000 for the same period of
              1998. Basic net income per share decreased to $18.82 from $34.58
              for the nine months ended September 30, 1999 and 1998,
              respectively. Diluted net income per share decreased to $16.94 for
              the nine months ended September 30, 1999 from the $31.22 per share
              reported a year ago.

              Year 2000 Update

              The Year 2000 issue is the result of computer programs being
              written using two digits rather than four to define the applicable
              year. Any computer programs that have time sensitive software may
              recognize a date using "00" as the year 1900 rather than the year
              2000. This could result in a system failure or miscalculation
              causing disruptions of operations, including, among other things,
              a temporary inability to process transactions, send billings, or
              engage in similar normal business activities.

              The Company's Year 2000 Task Force continues to monitor and
              evaluate Year 2000 issues. The key areas being assessed by the
              Year 2000 Task Force are internal computer hardware and software,
              significant business partners and vendors, insurance policy
              exposure, and contingency plans.





                                       11


<PAGE>   12


              Year 2000 Update (continued)

              An evaluation of the Year 2000 readiness of all significant
              internal computer hardware and software applications and devices
              was completed in the latter part of 1998. The evaluation
              identified MedPower's operating system as posing a significant
              Year 2000 risk to the Company. The Company responded by converting
              MedPower's operating system to a new, Year 2000 compliant
              platform. The conversion and testing was completed as of the end
              of September 1999 with a total conversion cost of approximately
              $275,000. As a result of the above, the Company believes that the
              Year 2000 issue has been adequately addressed with respect to
              internal use hardware and software.

              A Year 2000 compliance inquiry was prepared and mailed in October
              of 1998 to all of the Company's key business partners and service
              vendors. Responses were obtained from each vendor. The Company's
              department heads with the assistance of information systems staff
              evaluated vendor responses and followed up with vendors as
              necessary. As of August 1999, the Company's department heads had
              completed their review and were satisfied with the level of Year
              2000 compliance of the Company's key vendors. Despite these
              efforts, no assurances can be given that the systems of other
              companies on which the Company's operations rely will be Year 2000
              compliant, or that the failure by a third party to be Year 2000
              compliant would not have a material adverse effect on the Company.

              A multi-departmental team consisting of claims, risk management
              and underwriting management studied and carefully assessed the
              exposure that might exist in the policies issued by MMIC. The
              majority of the exposure is related to medical equipment that
              contains computer chips that could be affected by the Year 2000
              bug. This is primarily an exposure for the products liability
              carrier which insures the medical equipment manufacturer. All
              hospital insureds have been surveyed to monitor their compliance
              to MMIC guidelines on medical equipment. All current hospital
              insureds are in compliance. No coverage change or exclusion has
              been enacted for the medical malpractice professional liability
              policy. A Year 2000 exclusion became effective January 1, 1999 on
              all premises and general liability policies issued by MMIC. This
              exclusion will continue through the 2000 policy year. MMIC has
              communicated its Year 2000 exposure preparedness to its reinsurers
              and they fully support the Company's plan and actions. While MMIC
              feels confident in the completeness of its due diligence on Year
              2000 exposure, it is not known whether Year 2000 claims will be
              made against these policies, whether such claims will have any
              merit, and what potential financial impact these claims may have.

              Although the Company believes it has substantially completed and
              tested its Year 2000 remediation, the risk of a Year 2000 failure
              still exists. A failure in remedying a Year 2000 issue, caused by
              internal computer hardware or software errors or failures, or by
              key business partners and service vendors who fail to become Year
              2000 compliant could, in a worst case, interrupt the Company's
              business. Depending upon the extent and duration of the business
              interruption resulting from non-compliance issues, such
              interruption could have a material adverse effect on the Company's
              business, financial condition, and results of operations. Although
              the Company believes the likelihood is remote based on the due
              diligence it has performed, the potential does exist in a worst
              case scenario for claims to be made by MMIC policyholders for Year
              2000 failures they experience. Depending on whether such claims
              are deemed to have merit and to the extent and amount these claims
              are awarded compensation, such claims could have a material
              adverse effect on the Company's business, financial condition, and
              results of operations.


                                       12


<PAGE>   13


              Year 2000 Update (continued)

              Year 2000 contingency plans have been developed for the Company
              and are being tested as deemed necessary by the Year 2000 Task
              Force. These plans include manual processing of core functions if
              the Company encounters Year 2000 problems with respect to internal
              computer hardware and software and using alternative vendors or
              internally handling essential services if unanticipated Year 2000
              problems occur with key vendors. The Company also intends to shut
              down all network and computer systems on December 31, 1999 and
              bring them back on-line on January 1, 2000 to avoid any potential
              problems that the actual on-line change in year might cause. In
              the event Year 2000 claims are made on policies written by MMIC,
              the Company believes these claims will be without merit and will
              vigorously defend its position. Although the Company believes its
              contingency plans will be adequate, no assurances can be given
              that such plans will address all risks that may actually arise.

              Readers are reminded that forward-looking statements contained in
              this description of the Company's treatment of the Year 2000 issue
              should be read in conjunction with the disclosures under the
              heading "Cautionary Note Regarding Forward-Looking Statements"
              below.

              Cautionary Note Regarding Forward-Looking Statements

              Statements other than historical information contained in this
              report are considered to be "forward-looking statements" within
              the meaning of Section 27A of the Securities Act of 1933, as
              amended, and Section 21E of the Securities Act of 1934, as
              amended.

              All forward-looking statements address matters that involve risks
              and uncertainties. Accordingly, in addition to the factors
              discussed in this report, there are or will be other important
              factors that could cause actual results to differ materially from
              those indicated in such statements. These factors include but are
              not limited to:
              i.    the impact of changing market conditions on the Company's
                    business strategy;
              ii.   the effects of increased competition on pricing,
                    coverage terms, retention of customers and ability to
                    attract new customers;
              iii.  greater severity or frequency of the types of losses that
                    are insured by the Company;
              iv.   faster or more adverse loss development experience than what
                    the Company had based its underwriting, reserving, and
                    investment practices;
              v.    developments in global financial markets which could
                    adversely affect the performance of the Company's investment
                    portfolio;
              vi.   litigation, regulatory or tax developments which could
                    adversely affect the Company's business;
              vii.  risks associated with the introduction of new products and
                    services;
              viii. dependence on key personnel;
              ix.   the impact of mergers and acquisitions; and
              x.    failure of the Company or significant third parties to
                    achieve Year 2000 compliance.

              The facts set forth above should be considered in connection with
              any forward-looking statement contained in this report. The
              important factors that could affect such forward-looking
              statements are subject to change, and the Company does not intend
              to update any forward-looking statement or the forgoing list of
              important factors. By this cautionary note, the Company intends to
              rely upon the safe harbor from liability with respect to
              forward-looking statements provided by Section 27A and Section 21E
              referred to above.

                                       13


<PAGE>   14



              Item 3. - Quantitative and Qualitative Disclosures About Market
              Risk

              Market risk is the risk of loss that may occur when fluctuations
              in interest and foreign currency exchange rates and equity and
              commodity prices change the value of a financial instrument. Both
              derivative and nonderivative financial instruments have market
              risk. The Company is primarily exposed to interest rate risk on
              its investment in fixed maturities, equity price risk on its
              investment in equity securities, and foreign currency exchange
              rate risk on its investment in international equity securities.

              As previously disclosed, the Company's fixed maturity and equity
              investments are classified as available for sale and are managed
              to preserve assets, maximize pre-tax total return, and assure
              adequate liquidity to meet the funding needs of the Company. Under
              the current investment policy, management does not use derivative
              instruments to manage exposure to market risks. Professional
              outside investment managers adjust portfolio characteristics, such
              as sector, duration and industry exposure, based on their outlook
              of market conditions within the parameters set by the Company's
              investment policy as approved by the Investment Committee of the
              Board of Directors.

              Based on the effective duration of the fixed maturity investment
              portfolio, an abrupt 100 basis point increase in interest rates
              along the entire interest rate yield curve would adversely affect
              the fair value of fixed maturity investments by approximately
              $8,600,000 at September 30, 1999 and $8,500,000 at December 31,
              1998.

              Based primarily on past annual performance relative to the
              Standard & Poors 500 Market Index (S&P 500), an abrupt ten percent
              decrease in the S&P 500 would adversely affect the fair value of
              equity securities by approximately $10,100,000 at September 30,
              1999 and $10,000,000 at December 31, 1998.

              A hypothetical ten percent weakening of all foreign currencies
              relative to the U.S. dollar would adversely affect the fair value
              of the Company's investment in international equity securities by
              approximately $1,700,000 at September 30, 1999 and $1,600,000 at
              December 31, 1998.

              The Company believes that there would be no material effect on its
              net income and cash flows in any of the above scenarios. This
              effect on net income and cash flows does not consider the possible
              effects a change in economic activity could have in such an
              environment. Investors, customers, regulators and legislators
              could respond to these fluctuations in ways the Company cannot
              foresee. Because the Company cannot be certain what specific
              actions would be taken and their effects, the above sensitivity
              analyses assume no significant changes in the Company's financial
              structure.









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<PAGE>   15



      Part II.   Other Information

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


                 (a)  Exhibits

                      (27) Financial Data Schedule (electronic filing only)

                 (b)  Reports on Form 8-K

                      None












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<PAGE>   16




Signatures


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.




                                  Midwest Medical Insurance Holding Company
                                  -----------------------------------------
                                                 (Registrant)





Date November 12, 1999             /s/ David P. Bounk
     ------------------            ---------------------------------
                                   David P. Bounk
                                   President and Chief Executive Officer




Date November 12, 1999             /s/ Niles Cole
     ------------------            ----------------------------------
                                   Niles Cole
                                   Vice President and
                                   Principal Financial Officer and
                                   Principal Accounting Officer















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