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

                                    FORM 10-Q

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

For the quarterly period ended March 31, 2000

                                       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 2-39458

                       ERIE FAMILY LIFE INSURANCE COMPANY
                 (Exact name of registrant as specified in its charter)

             PENNSYLVANIA                                    25-1186315
  (State or other jurisdiction of                           (I.R.S. Employer
  incorporation or organization)                             Identification No.)


100 Erie Insurance Place, Erie, Pennsylvania                 16530
  (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code   (814) 870-2000


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

        Yes  X        No ___


Indicate the number of shares outstanding of each of the Registrant's classes of
common stock,  as of the latest  practicable  date:  9,450,000  shares of Common
Stock outstanding on April 28, 2000.



                                       1
<PAGE>


                                      INDEX

                       ERIE FAMILY LIFE INSURANCE COMPANY

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

        Statements of Financial Position--March 31, 2000 and December 31, 1999

        Statements of Operations--Three months ended March 31, 2000 and 1999

        Statements of Comprehensive Income--Three months ended March 31, 2000
        and 1999

        Statements of Cash Flows--Three months ended March 31, 2000 and 1999

        Notes to Financial Statements--March 31, 2000

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

PART II. OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K


SIGNATURES


                                       2
<PAGE>


PART I.  FINANCIAL INFORMATION

                       ERIE FAMILY LIFE INSURANCE COMPANY

                        STATEMENTS OF FINANCIAL POSITION
<TABLE>
<CAPTION>

                                                                        (Dollars in thousands)
                                                                     March 31,         December 31,
ASSETS                                                                 2000                1999
                                                                    -----------       ------------
                                                                    (Unaudited)
<S>                                                                  <C>                <C>
Investments:
      Fixed Maturities at fair value (amortized cost
        of $677,417 and $651,659, respectively)                      $ 657,333          $ 628,877
      Equity Securities at fair value
        (cost of $127,466 and $124,674, respectively)                  152,711            142,095
      Real Estate                                                        1,438              1,458
      Policy Loans                                                       6,897              6,724
      Real Estate Mortgage Loans                                         8,417              9,975
      Other Invested Assets                                             37,384             28,331
                                                                     ---------          ---------

        Total Invested Assets                                        $ 864,180          $ 817,460

      Cash and Cash Equivalents                                          8,896             27,358
      Premiums Receivable from Policyholders                             3,888              4,056
      Reinsurance Recoverable                                               87                464
      Other Receivables                                                    209                171
      Accrued Investment Income                                         14,364             10,896
      Deferred Policy Acquisition Costs                                 78,960             77,588
      Reserve Credit for Reinsurance Ceded                               7,060              6,927
      Prepaid Federal Income Taxes                                           0                758
      Other Assets                                                       8,835              8,854
                                                                     ---------          ---------

        Total Assets                                                 $ 986,479          $ 954,532
                                                                     =========          =========

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       3
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                        STATEMENTS OF FINANCIAL POSITION
<TABLE>
<CAPTION>
                                                                        (Dollars in thousands)
                                                                     March 31,         December 31,
                                                                       2000                1999
LIABILITIES AND SHAREHOLDERS' EQUITY                                -----------       ------------
                                                                    (Unaudited)
<S>                                                                  <C>                <C>
Liabilities:
      Policy Liabilities and Accruals:
        Future Life Policy Benefits                                  $  71,557           $  70,329
        Policy and Contract Claims                                       1,896               1,305
        Annuity Deposits                                               570,112             569,218
        Universal Life Deposits                                         97,791              94,640
        Supplementary Contracts Not
          Including Life Contingencies                                     584                 581
      Other Policyholder Funds                                           4,729               5,623
      Federal Income Taxes Payable                                       2,159                   0
      Deferred Income Taxes                                             25,373              17,853
      Reinsurance Premium Due                                              176                 692
      Accounts Payable and Accrued Expenses                              4,569               5,116
      Note Payable to Erie Indemnity Company                            15,000              15,000
      Due to Affiliate                                                   1,825               1,513
      Dividends Payable                                                  1,701               1,559
                                                                     ---------           ---------

        Total Liabilities                                            $ 797,472           $ 783,429
                                                                     ---------           ---------

Shareholders' Equity:
      Common Stock, $.40 Par Value Per Share;
        Authorized 15,000,000 Shares; 9,450,000
        Shares Issued and Outstanding                                $   3,780           $   3,780
      Additional Paid-In Capital                                           630                 630
      Accumulated Other Comprehensive Income (Loss)                     10,755          (    2,344)
      Retained Earnings                                                173,842             169,037
                                                                     ---------           ---------

        Total Shareholders' Equity                                   $ 189,007           $ 171,103
                                                                     ---------           ---------

        Total Liabilities and Shareholders' Equity                   $ 986,479           $ 954,532
                                                                     =========           =========

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       4
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                      STATEMENTS OF OPERATIONS (Unaudited)
 <TABLE>
<CAPTION>

                                                             (Dollars in thousands, except per share data)

                                                              Three Months Ended        Three Months Ended
                                                                March 31, 2000            March 31, 1999
                                                                --------------            --------------
<S>                                                                <C>                       <C>
Revenues:
  Policy:
  Life Premiums, net of premiums ceded of
    $903 and $733, respectively                                    $  9,797                  $  9,221
  Group Premiums                                                        675                       623
                                                                   --------                  --------
    Total Policy Revenue                                           $ 10,472                  $  9,844

  Investment Income, net of expenses of
    $442 and $408, respectively                                      15,734                    13,370
  Net Realized Gains on Investments                                   2,249                       825
  Other Income                                                          305                       237
                                                                   --------                  --------
    Total Revenues                                                 $ 28,760                  $ 24,276
                                                                   --------                  --------

Benefits and Expenses:
  Death Benefits, net of reinsurance recoveries
    of $1,023 and $626, respectively                               $  2,726                  $  2,561
  Interest on Annuity Deposits                                        8,552                     7,304
  Interest on Universal Life Deposits                                 1,458                     1,274
  Surrender and Other Benefits                                          275                       283
  Increase in Future Life Policy Benefits, net of
    the increase in reserve credit for reinsurance
    ceded of $133 and $171, respectively                              1,094                     1,158
  Amortization of Deferred Policy
    Acquisition Costs                                                 1,478                     1,594
  Commissions, net of reinsurance reimbursements
    of $379 and $215, respectively                                      477                       533
  General Expenses                                                    2,218                     1,735
  Taxes, Licenses and Fees                                              534                       401
                                                                   --------                  --------
    Total Benefits and Expenses                                    $ 18,812                  $ 16,843
                                                                   --------                  --------

Income From Operations                                             $  9,948                  $  7,433
Provision for Federal Income Taxes:
  Current                                                             2,975                     2,305
  Deferred                                                              467                       246
                                                                   --------                  --------
    Total Provision for Federal Income Taxes                          3,442                     2,551
                                                                   --------                  --------

Net Income                                                         $  6,506                  $  4,882
                                                                   ========                  ========

Net Income Per Share                                               $   0.69                  $   0.52
                                                                   ========                  ========

Dividends Declared Per Share                                       $   0.18                  $  0.165
                                                                   ========                  ========

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       5
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                 STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
<TABLE>
<CAPTION>

                                                                         (Amounts in thousands)
                                                              Three Months Ended        Three Months Ended
                                                                March 31, 2000            March 31, 1999
                                                                --------------            --------------

<S>                                                                <C>                       <C>
Net Income                                                          $  6,506                  $  4,882
                                                                    --------                  --------
Unrealized Gains (Losses) on Securities:
  Unrealized Holding Gains (Losses) Arising
    During Period                                                     22,402                 (   9,895)
  Less:  Reclassification Adjustment for Gains
    Included in Net Income                                         (   2,249)                (     825)
                                                                    --------                  --------
    Net Unrealized Holding Gains (Losses)
      Arising During Period                                         $ 20,153                 ($ 10,720)
                                                                    --------                  --------

Income Tax (Expense) Benefit Related to
  Unrealized Gains (Losses)                                        (   7,054)                    3,752
                                                                    --------                  --------

Other Comprehensive Income (Loss),
  Net of Tax                                                        $ 13,099                 ($  6,968)
                                                                    --------                  --------

Comprehensive Income (Loss)                                         $ 19,605                 ($  2,086)
                                                                    ========                  ========

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       6
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                      STATEMENTS OF CASH FLOWS (Unaudited)

<TABLE>
<CAPTION>
                                                                         (Amounts in thousands)
                                                              Three Months Ended        Three Months Ended
                                                                March 31, 2000            March 31, 1999
                                                                --------------            --------------
<S>                                                                <C>                       <C>
Cash flows from operating activities:
Net income                                                          $  6,506                  $  4,882
Adjustments to reconcile net income to net cash
  provided by operating activities:
    Net amortization of bond and mortgage
      premium                                                             53                        70
    Amortization of deferred policy acquisition costs                  1,478                     1,594
    Real estate depreciation                                              21                        21
    Deferred federal income taxes                                        467                       246
    Realized gains on investments                                  (   2,249)                (     825)
Decrease in premiums receivable                                          168                       339
(Increase) decrease in other receivables                           (      38)                      142
Increase in accrued investment income                              (   3,468)                (   2,628)
Policy acquisition costs deferred                                  (   2,849)                (   2,962)
Decrease (Increase) in other assets                                       19                 (     285)
Decrease in reinsurance recoverables
  and reserve credits                                                    244                       333
Increase in future life policy benefits and claims                     1,819                       783
Decrease in other policyholder funds                               (     893)                (   3,664)
Decrease in reinsurance premium due                                (     516)                (     146)
Increase in federal income taxes payable                               2,917                       521
Decrease in accounts payable and due to affiliate                  (     237)                (      93)
                                                                    --------                  --------
    Net cash provided by (used in) operating activities             $  3,442                 ($  1,672)
                                                                    --------                  --------

Cash flows from investing activities:
Purchase of investments:
    Fixed maturities                                               ($ 36,557)                ($ 55,917)
    Equity securities                                              (   7,342)                (  12,058)
    Mortgage loans                                                         0                 (      66)
    Other invested assets                                          (   1,011)                (     849)
Sales/maturities of investments:
    Fixed maturities                                                  14,676                    32,502
    Equity securities                                                  2,867                     6,429
    Other invested assets                                              1,589                        16
Principal payments received on mortgage loans                          1,558                        38
Loans made to policyholders                                        (     457)                (     348)
Payments received on policy loans                                        284                       249
                                                                    --------                  --------
    Net cash used in investing activities                          ($ 24,393)                ($ 30,004)
                                                                    --------                  --------

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       7
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                STATEMENTS OF CASH FLOWS (Unaudited) -- Continued
<TABLE>
<CAPTION>

                                                                         (Amounts in thousands)
                                                              Three Months Ended        Three Months Ended
                                                                March 31, 2000            March 31, 1999
                                                                --------------            --------------
<S>                                                                <C>                       <C>
Cash flows from financing activities:
  Increase in annuity and supplementary
    contracts                                                       $    897                  $ 13,606
  Increase in universal life deposits                                  3,151                     3,167
  Dividends paid to shareholders                                   (   1,559)                (   1,417)
                                                                    --------                  --------
      Net cash provided by financing
        activities                                                  $  2,489                  $ 15,356
                                                                    --------                  --------
Net decrease in cash and cash equivalents                          (  18,462)                (  16,320)
Cash and cash equivalents at beginning of year                        27,358                    44,809
                                                                    --------                  --------
Cash and cash equivalents at end of quarter                         $  8,896                  $ 28,489
                                                                    ========                  ========


Supplemental disclosures of cash flow information: Cash paid during the period for:

  Interest                                                          $     59                  $     53
  Income taxes                                                             0                     1,700

<FN>
See notes to financial statements.
</FN>
</TABLE>


                                       8
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
         All amounts are in thousands of dollars,except per share data.

NOTE A -- BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with  the  instructions  to Form  10-Q and  Rule  10-01 of  Regulation  S-X.
Accordingly,  they do not include all of the information and footnotes  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 the  three-month  period  ended  March 31,  2000 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2000. For further  information,  refer to the financial  statements
and footnotes  thereto  included in the Company's annual report on Form 10-K for
the year ended December 31, 1999.

NOTE B -- INVESTMENTS

Management  considers all fixed  maturities  and  marketable  equity  securities
available-for-sale. Marketable equity securities consist primarily of common and
non-redeemable  preferred stock while fixed maturities  consist of bonds,  notes
and redeemable preferred stock. Available-for-sale securities are stated at fair
value, with the unrealized gains and losses,  net of tax, reported as a separate
component  of  shareholders'  equity.   Management  determines  the  appropriate
classification  of fixed maturities at the time of purchase and reevaluates such
designation as of each statement of financial position date.

The following is a summary of available-for-sale securities:

<TABLE>
<CAPTION>

                                                                         Gross             Gross
                                                    Amortized         Unrealized        Unrealized         Estimated
                                                       Cost              Gains            Losses           Fair Value
March 31, 2000

<S>                                                 <C>                <C>               <C>               <C>
Fixed Maturities:
U.S. Treasuries and Government
   Agencies                                         $  12,378          $    310          $     96          $  12,592
States and Political Subdivisions                         195                 8                 0                203
Special Revenue                                         9,523               236                 0              9,759
Public Utilities                                       61,813               719             2,516             60,016
U.S. Banks, Trusts and Insurance
   Companies                                          113,633               830             3,845            110,618
U.S. Industrial and Miscellaneous                     411,488             2,332            14,155            399,665
Foreign Governments-Agency                              2,992                 0               137              2,855
Foreign Banks, Trusts and Insurance
   Companies                                            9,981                 0               379              9,602
Foreign Industrial and Miscellaneous                   49,750               296             3,816             46,230
                                                    ---------          --------          --------          ---------
     Total Bonds                                    $ 671,753          $  4,731          $ 24,944          $ 651,540
Redeemable Preferred Stock                              5,664               129                 0              5,793
                                                    ---------          --------          --------          ---------
Total Fixed Maturities                              $ 677,417          $  4,860          $ 24,944          $ 657,333
                                                    ---------          --------          --------          ---------

Equity Securities:
Common Stock                                        $  62,725          $ 35,306          $  5,778          $  92,253
Non-Redeemable Preferred Stock                         64,741               300             4,583             60,458
                                                    ---------          --------          --------          ---------
     Total Equity Securities                        $ 127,466          $ 35,606          $ 10,361          $ 152,711
                                                    ---------          --------          --------          ---------
       Total Available-for-Sale Securities          $ 804,883          $ 40,466          $ 35,305          $ 810,044
                                                    =========          ========          ========          =========

</TABLE>


                                       9
<PAGE>


                       ERIE FAMILY LIFE INSURANCE COMPANY

              NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (Continued)

If management  determines that any declines in market value of these investments
are other than temporary,  the securities will be written-down to the realizable
value and reflected in income.  If a bond is in default of interest payments and
it is determined that liquidation of the security would be in the Company's best
interest,  the security will be sold to return the proceeds to income  producing
assets.

At March 31, 2000, the amortized cost of the Company's five largest  investments
in corporate debt securities  totaled $35.4 million,  none of which individually
exceeded $8.0 million. These investments had a market value of $34.9 million.

Real estate  investments are carried on the statements of financial  position at
cost, less allowances for depreciation and possible losses.  Commercial mortgage
loans  on real  estate  are  carried  at their  unpaid  balances,  adjusted  for
amortization  of premium or discount,  less allowances for possible loan losses.
Policy loans are carried at their unpaid balances. Other invested assets include
investments in U.S.  domestic and foreign private equity and real estate limited
partnerships.  The  private  equity  limited  partnerships  are carried at their
equity in the estimated market values.  At March 31, 2000 and December 31, 1999,
net unrealized gains on private equity limited partnerships totaled $7.5 million
and $1.2  million,  respectively,  net of  deferred  taxes.  These  amounts  are
included in total shareholders' equity as accumulated other comprehensive income
(loss).  Real estate limited  partnerships are recorded using the equity method,
which  approximates the Company's share of the carrying value of the real estate
investments held by the partnerships.

The fair values of the Company's  investments  in real estate,  mortgage  loans,
policy loans, and other invested assets, approximate the values presented in the
financial statements.

NOTE C - SEGMENT AND PREMIUM INFORMATION

The  Company  offers a range of  products  and  services,  but  operates  as one
reportable  life insurance  segment.  The Company's  portfolio of life insurance
includes  permanent  life,  endowment and term policies,  including  whole life,
mortgage and decreasing term, group, and universal life insurance.

The  following  is a detail of life  premiums  and  annuity and  universal  life
deposits by major product grouping.

<TABLE>
<CAPTION>
                                                             March 31, 2000          March 31, 1999
                                                             --------------          --------------
<S>                                                             <C>                     <C>
Life insurance premiums earned:
  Term                                                          $  6,645                $  6,133
  Whole life                                                       1,279                   1,190
  Universal life                                                   2,776                   2,631
  Other                                                              675                     623
                                                                --------                --------
Total direct premiums earned                                    $ 11,375                $ 10,577
  Reinsurance, net                                                   903                     733
                                                                --------                --------
        Total policy revenue                                    $ 10,472                $  9,844
                                                                ========                ========


Deposits:
  Universal life                                                $  2,777                $  2,925
  Annuity                                                         11,780                  18,227
                                                                --------                --------
        Total deposits                                          $ 14,557                $ 21,152
                                                                ========                ========
</TABLE>

NOTE D -- GEOGRAPHIC EXPANSION

On March 7, 2000 the Company  announced the Erie Insurance  Group's intention to
expand its marketing territory into Wisconsin. Wisconsin is the tenth state that
will be served by the  Company,  in addition to the  District  of  Columbia.  In
Wisconsin,  the Company plans on writing all lines of life and annuity  products
it currently offers.


                                       10
<PAGE>


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

The following  discussion and analysis  should be read in  conjunction  with the
financial  statements  and related notes found on pages 3 through 10, since they
contain  important  information  that is helpful  in  evaluating  the  Company's
operating results and financial condition.

FINANCIAL OVERVIEW

First quarter net income increased $1,624,744 or 33.3%, for 2000, to $6,506,424,
or $.69 per share.  Strong investment gains and solid premium growth contributed
to the financial results in 2000.

REVENUES

Analysis of Policy Revenue

Total policy revenue  increased  $628,492,  or 6.4%, to $10,472,002 in the first
quarter  of  2000.  Contributing  to  this  growth  was  increased  premiums  on
traditional life insurance  policies of 6.5% to $7,923,380 for the quarter ended
March 31, 2000. Total policies in force on traditional  life insurance  products
increased  4.4% to 160,147 at March 31,  2000  compared  to 153,385  policies at
March 31, 1999.

Analysis of Investment-related Income

Net investment  income increased  $2,364,180,  or 17.7%, in the first quarter of
2000 due to  increased  levels of  investment  from cash flows  generated by the
Company's operations and by cash from annuity and universal life deposits.

Net realized  gains on  investments  increased to  $2,248,737  at March 31, 2000
compared to $824,849 at March 31,  1999.  Total  invested  assets of the Company
were  $864,180,147 at March 31, 2000, an increase of $46,720,266,  or 5.7%, over
the December 31, 1999 levels.

BENEFITS AND EXPENSES

Analysis of Policy-related Benefits and Expenses

Net  death  benefits  on life  insurance  policies  increased  6.4% in the first
quarter of 2000 to $2,725,779,  compared to  $2,561,242,  for the same period in
1999.  Random  fluctuations  in death  benefits  incurred  can be expected  when
mortality  results are measured over a short time period due to the small number
of claims  involved.  These short-term  fluctuations can influence  quarterly or
annual results without impacting  long-term  profitability.  Management believes
that its underwriting philosophy and practices are sound.

Interest  expense  incurred on deposits  increased  16.7% to  $10,009,989 in the
first  quarter  of 2000,  from  $8,577,541  in the first  quarter  of 1999.  The
increase  in interest  expense  was the result of an  increase  in the  credited
interest rate on annuity deposits in the first quarter of 2000 combined with the
$45,630,300  increase in  deposits at March 31, 2000 when  compared to March 31,
1999. The interest rate credited on universal life deposits  ranges from 6.0% to
6.75% in 2000 and 1999  while the rate  credited  on  annuity  deposits  in 2000
increased to a range of 5.25% to 6.25% from 5.00% to 5.75% in 1999.

The liability for future life policy  benefits is computed  considering  various
factors such as anticipated mortality, future investment yields, withdrawals and
anticipated  credit for  reinsurance.  The 2000 first quarter increase in future
life policy benefits was $1,094,240, compared to $1,158,021 in the first quarter
of 1999, a decrease of 5.5%.

Analysis of Other Expenses

Total  operating  expenses, excluding  taxes, licenses  and fees increased 18.7%
to $2,682,591 at March 31, 2000 compared to $2,260,625 at March  31, 1999.


                                       11
<PAGE>


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


Certain  operating  expenses  of the  Company  are  paid by the  Erie  Indemnity
Company,  the management Company of the Erie Insurance Exchange,  and reimbursed
monthly by the  Company.  Additionally,  a portion of the Erie  Insurance  Group
common overhead expenses  attributed to the Company are also reimbursed monthly.
These expenses comprise the majority of the Company's general expenses.

General expenses include wages and salaries,  Employee benefits, data processing
expenses,  occupancy  expenses  and  other  office  and  general  administrative
expenses of the Company. Certain general expenses of the Company, related to the
acquisition and underwriting of new policies, are deferred as policy acquisition
costs.  Medical  inspection  and exam fees related to new  business  production,
wages, salaries and Employee benefits of underwriting  personnel,  and salaries,
employee  benefits and bonuses paid to branch sales Employees for the production
of life and annuity business, are all deferred.

General expenses,  net of deferred policy acquisition costs,  increased 29.9% to
$2,255,965 at March 31, 2000. During 1999, certain operating expenses, including
salaries and  benefits,  associated  with the  implementation  of the  Company's
policy  administration  system,  CyberLife,  were  capitalized and therefore not
charged against income in 1999. The  capitalization  of these costs ended in the
fall of 1999; wage costs and  amortization are now being charged against income.
Excluding the effect of the 1999 capitalized costs,  general expenses would have
increased 6.6% from the first quarter 1999.

Another  component of total  operating  expenses is  commissions  to independent
Agents. Direct commission costs include new and renewal commissions,  production
bonuses and promotional  incentives to Agents.  These direct commission expenses
are reported on the Statements of Operations  net of  commissions  received from
reinsurers.  The reported  expense is also  affected by the amount of commission
expenses  capitalized as deferred policy  acquisition costs (DAC).  Commissions,
which vary with and are related  primarily to the  production  of new  business,
have been deferred and are  capitalized  as DAC. Most  first-year  and incentive
commissions and some second-year commissions qualify for deferral as DAC. During
the first quarter of 2000 commission  expense decreased  $55,378 to $477,158.  A
portion of this  decrease is the result of a decrease in  promotional  incentive
costs to Agents  for the  Company's  participation  in the  "Caribbean  Classic"
contest,  that ended in August 1999.  The  commission  allowance  received  from
reinsurers  has also  increased due primarily to the  introduction  of the "Erie
Flagship Term" plans. These plans provide a 100% allowance on new business.

Taxes,  licenses and fees increased $133,060 to $533,940 in the first quarter of
2000 compared to $400,880 in the first quarter of 1999. A portion of this is the
result of an increase in state  premium  tax  expense due to  increased  premium
volume and decreased guarantee association tax credits allowed to offset premium
tax expenses.

FINANCIAL CONDITION

Reserve Liabilities

The Company's primary commitment is its obligation to meet the payment of future
policy benefits under the terms of its life insurance and annuity contracts.  To
meet these future  obligations,  the Company establishes life insurance reserves
based upon the type of policy,  the age of the insured,  and the number of years
the policy has been in force. The Company also establishes annuity and universal
life reserves  based on the amount of  Policyholder  deposits  (less  applicable
policy charges) plus interest earned on those deposits. On March 31, 2000, there
was no  material  difference  between the  carrying  value and fair value of the
Company's  investment-type  policies.  These life insurance and annuity reserves
are supported primarily by the Company's long-term, fixed-income investments, as
the underlying policy reserves are generally also of a long-term nature.

Investments

The Company's  investment  strategies are designed and portfolios are structured
to match the features of the life  insurance  and annuity  products  sold by the
Company.   Annuities  and  life  insurance  policies  are  long-term   products,
therefore,  the  Company's  investment  strategy  takes a long-term  perspective
emphasizing  investment  quality,   diversification,   and  superior  investment
returns. The Company's  investments  are  managed  prudently  on  a total return
approach  that  focuses on current  income and capital appreciation. The Company
has not held or issued derivative  financial  instruments in 2000 or 1999.

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<PAGE>


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


The Company's  invested  assets are liquid in order to meet  commitments  to our
Policyholders.  At March 31, 2000, the Company's investment portfolio consisting
of cash,  marketable  short-term  investments,  investment  grade bonds,  common
stock, and preferred stock, totaled $803 million or 81.4% of total assets. These
resources  provide the  liquidity  the Company  requires to meet the  unforeseen
demands on its funds.

The Company's investments are subject to certain risks,  including interest rate
and price risk.  The Company  monitors  exposure to interest  rate risk  through
periodic reviews of asset and liability  positions.  Estimates of cash flows and
the impact of interest rate  fluctuations  relating to the investment  portfolio
are  monitored  regularly.  Price  risk  is  defined  as the  potential  loss in
estimated fair value  resulting from an adverse change in prices.  The Company's
objective  is to earn  competitive  relative  returns by  investing in a diverse
portfolio of high-quality,  liquid  securities.  Portfolio  characteristics  are
analyzed  regularly  and market  risk is actively  managed  through a variety of
techniques.   Portfolio   holdings  are   diversified   across   industries  and
concentrations  in any  one  company  or  industry  are  limited  by  parameters
established by management and the Company's Board of Directors.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity is a measure of the  Company's  ability to secure  enough cash to meet
its contractual obligations and operating needs.  Generally,  insurance premiums
are  collected  prior to claims and  benefit  disbursements  and these funds are
invested to provide  necessary cash flows in future years.  The Company's  major
sources of cash from  operations  are life  insurance  premiums  and  investment
income.  The net positive cash flow is used to fund Company  commitments  and to
build the investment  portfolio,  thereby increasing future investment  returns.
Net cash provided by operating  activities  for the three months ended March 31,
2000 was $3,442,000  compared to cash used in operating  activities of 1,672,000
for the three months  ended March 31, 1999.  The  Company's  liquidity  position
remains  strong as invested  assets  increased by almost $47 million  during the
first three months of 2000 to $864 million.

Annuity  and  universal  life  deposits,  which do not  appear as revenue on the
financial  statements,  are a source of funds.  These  deposits do not involve a
mortality or morbidity  risk and are accounted  for using methods  applicable to
comparable   "interest-bearing   obligations"   of  other  types  of   financial
institutions.  This method of accounting  records deposits as a liability rather
than as a revenue.  Annuity and universal life deposits were  $14,557,260 in the
first quarter of 2000 and $21,151,535 in the first quarter of 1999.

The Company's  current  commitments  for  expenditures  as of March 31, 2000 are
primarily for policy death benefits, policy surrenders and withdrawals,  general
operating expenses,  federal income taxes, and dividends to shareholders.  These
commitments  are met by cash flows from policy  revenue,  annuity and  universal
life  deposits and  investment  income.  Management  believes its cash flow from
operations  and its liquid  assets and  marketable  securities  will  enable the
Company  to meet any  foreseeable  cash  requirements.  As an added  measure  of
liquidity,  the Company  has  arranged  for a $10 million  line of credit with a
commercial  bank.  At March 31, 2000 and 1999,  there were no borrowings on this
line of credit.

The Company's 1999 year-end Risk Based Capital Analysis as reflected in its 1999
statutory  annual  statement shows total adjusted  capital of  $128,324,572  and
authorized  control level risk based capital of  $26,506,217.  These results are
indicative of the strong capital  position of the Company and are well in excess
of levels that would require regulatory action.


                              ********************


"Safe Harbor"  Statement Under the Private  Securities  Litigation Reform Act of
1995:  Certain  forward-looking  statements  contained  herein involve risks and
uncertainties. Many factors could cause future results to differ materially from
those discussed. Examples of such factors include but are not limited to: better
(or worse) mortality rates, changes in insurance regulations or legislation that
disadvantage the Company in the marketplace and recession,  economic  conditions
or stock market changes  affecting  pricing or demand for insurance  products or
ability to generate  investment  income.  Growth and profitability have been and
will be potentially materially affected by these and other factors.


                                       13
<PAGE>


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

On April 25, 2000, the Registrant held its Annual Meeting of Shareholders:

A.   The following Directors were elected for a one-year term and until a
     successor is elected and qualified:

           Peter B. Bartlett              Martin J. Lippert
           Samuel P. Black, III           Stephen A. Milne
           J. Ralph Borneman, Jr.         John M. Petersen
           Patricia A. Goldman            Jan R. Van Gorder, Esq.
           F. William Hirt                Harry H. Weil, Esq.
           Gwendolyn S. King              Robert C. Wilburn


B.   The following other matter was voted upon at the meeting and the following
     number of votes were cast with respect to such matter:

         The  proposal to ratify the  selection  of Brown,  Schwab,  Bergquist &
         Company as independent  public  accountants to perform the annual audit
         of the Company  financial  statements for the year ending  December 31,
         2000 was ratified.  This proposal received 8,690,430 affirmative votes,
         406 negative votes with 6,367 abstentions.

Item 6.  Exhibits and Reports on Form 8-K

Exhibit 27 - Financial Data Schedule

All  other  exhibits  for which  provision  is made in the applicable accounting
regulation  of the Securities and Exchange Commission are not required under the
related instructions or are inapplicable, and therefore, have been omitted.

The Company did not file any reports on Form 8-K during the  three-month  period
ended March 31, 2000.


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<PAGE>


                                   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.


                                              Erie Family Life Insurance Company
                                                         (Registrant)


Date:   May 10, 2000                              \s\   Stephen A. Milne
                                             (Stephen A. Milne, President & CEO)


                                                  \s\   Philip A. Garcia
                              (Philip A. Garcia, Executive Vice President & CFO)




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