================================================================================
                       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 September 30, 1995
                                       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 0-15022

                         FRONTIER INSURANCE GROUP, INC.
             (Exact name of Registrant as specified in its charter)


          Delaware                                            14-1681606
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)

195 Lake Louise Marie Road, Rock Hill, New York                12775-8000
      (Address of principal executive offices)                 (Zip Code)

       Registrant's telephone number, including area code: (914) 796-2100

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.

              [x] Yes                                  [ ] No


The aggregate number of shares of the Registrant's Common Stock, $.01 par value,
outstanding on November 9, 1995, was 13,060,259.



                               Page 1 of 18 pages

================================================================================

<PAGE>

                         FRONTIER INSURANCE GROUP, INC.


<TABLE>
<CAPTION>

          INDEX                                                            PAGE
          -----                                                            ----
<S>                                                                    <C>
PART I-   FINANCIAL INFORMATION

     Item 1. Consolidated Financial Statements

             Consolidated Balance Sheets at September 30, 1995
             (Unaudited) and December 31, 1994............................   3-4

             Consolidated Statements of Income (Unaudited) for the
             Three Months and Nine Months Ended September 30, 1995
             and 1994.....................................................     5

             Consolidated Statements of Cash Flows (Unaudited) for the
             Nine Months Ended September 30, 1995 and 1994................     6

             Notes to Consolidated Financial Statements (Unaudited).......   7-9

     Item 2. Management's Discussion and Analysis of
             Financial Condition and Results of Operations................ 10-16


PART II-  OTHER INFORMATION

     Item 1. Legal Proceedings............................................    17

     Item 2. Changes in Securities........................................    17

     Item 3. Defaults upon Senior Securities..............................    17

     Item 4. Submission of Matters to a Vote of Security Holders..........    17

     Item 5. Other Information............................................    17

     Item 6. Exhibits and Reports on Form 8-K.............................    17

     Signature............................................................    18

</TABLE>

                                        2


<PAGE>



          PART I - FINANCIAL INFORMATION

          Item 1.       Consolidated Financial Statements

                          CONSOLIDATED BALANCE SHEETS
                FRONTIER INSURANCE GROUP, INC. AND SUBSIDIARIES
                                     ASSETS
                                 (in thousands)
<TABLE>
<CAPTION>
                                                                                                 September 30,         December 31,
                                                                                                      1995                 1994
                                                                                                  -----------          ------------
                                                                                                 (Unaudited)
<S>                                                                                                   <C>                   <C>
Investments:
      Fixed maturities, held to maturity--
              principally at amortized cost
              (market: 1995--$193,798; 1994--$190,874)                                               $192,989               $202,129
      Fixed maturities, available for sale--
              at market value (amortized cost:
              1995--$264,882; 1994--$149,846)                                                         266,690                143,956
      Equity securities--at market
               (cost:  1995--$21,039; 1994--$52,458)                                                   21,515                 48,646
      Short-term investments--at principal
              balances, which approximate market                                                       31,976                 12,887
                                                                                                     --------                -------
                      TOTAL INVESTMENTS                                                               513,170                407,618

Cash                                                                                                    3,570                  6,362
Agents' balances due, less
      allowances for doubtful accounts
      (1995--$2,414; 1994--$2,132)                                                                     22,713                 20,909
Premiums receivable from insureds,
      less allowances for doubtful accounts
      (1995--$30; 1994--$105)                                                                          32,414                 20,222
Deferred federal income tax benefits                                                                   27,789                 30,767
Accrued investment income                                                                               6,194                  5,078
Deferred policy acquisition costs                                                                      17,709                 13,213
Net reinsurance recoverables
      less allowances for possible uncollectible
      amounts (1995--$115; 1994--$115)                                                                 73,370                 54,779
Data processing equipment and software--at cost,
      less accumulated depreciation and amortization
      (1995--$2,242; 1994--$1,853)                                                                      1,402                  1,618
Insurance renewal and claims adjusting rights and
      other intangible assets, less accumulated
      amortization (1995--$2,905; 1994--$2,016)                                                         2,822                  3,295
Home office building and equipment--
      at cost, less accumulated depreciation
      (1995--$4,373; 1994--$2,958)                                                                     27,812                 27,403
Federal income taxes recoverable                                                                                                 246
Other assets                                                                                            6,621                  7,602
                                                                                                     --------               --------
                      TOTAL ASSETS                                                                   $735,586               $599,112
                                                                                                     ========               ========

</TABLE>

          See notes to consolidated financial statements (unaudited).

                                       3
<PAGE>


                     CONSOLIDATED BALANCE SHEETS--Continued
                FRONTIER INSURANCE GROUP, INC. AND SUBSIDIARIES

                            LIABILITIES AND CAPITAL
              (dollar amounts in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                                 September 30,          December 31,
                                                                                                     1995                   1994
                                                                                                  -----------           -----------
                                                                                                  (Unaudited)
<S>                                                                                                 <C>                   <C>      
LIABILITIES
      Policy liabilities:
              Unpaid losses                                                                         $ 298,901             $ 266,261
              Unpaid loss adjustment expenses                                                          50,358                46,376
              Unearned premiums                                                                       111,184                81,224
                                                                                                    ---------             ---------
                      TOTAL POLICY LIABILITIES                                                        460,443               393,861

      Funds held by Company under reinsurance treaties                                                 20,274                   647
      Note payable                                                                                     25,000
      Cash dividend payable                                                                             1,567                 1,558
      Federal income tax payable                                                                          449
      Other liabilities                                                                                11,331                12,782
                                                                                                    ---------             ---------
                      TOTAL LIABILITIES                                                               519,064               408,848

CAPITAL
      Preferred Stock, par value $.01
              per share; authorized and
              unissued--1,000,000 shares
      Common Stock, par value $.01 per share;
              authorized--20,000,000 shares; issued
              (1995--13,059,667 shares; 1994--13,021,058 shares)                                          131                   130
      Additional paid-in capital                                                                      167,548               167,209
      Net unrealized appreciation/(depreciation)
              of investments in available-for-sale securities                                           1,514                (6,307)
      Retained earnings                                                                                48,117                29,886
                                                                                                    ---------             ---------
                      SUBTOTAL                                                                        217,310               190,918
      Less:  Treasury stock--at cost (1995--41,400 shares;
              1994--35,400 shares)                                                                       (788)                 (654)
                                                                                                    ---------             ---------
                      TOTAL CAPITAL                                                                   216,522               190,264
                                                                                                    ---------             ---------
                      TOTAL LIABILITIES AND CAPITAL                                                 $ 735,586             $ 599,112
                                                                                                    =========             =========
Book value per share                                                                                $   16.58             $   14.61
                                                                                                    =========             =========

</TABLE>


          See notes to consolidated financial statements (unaudited).


                                       4


<PAGE>


                       CONSOLIDATED STATEMENTS OF INCOME
                FRONTIER INSURANCE GROUP, INC. AND SUBSIDIARIES

                                  (Unaudited)
                     (in thousands, except per share data)
<TABLE>
<CAPTION>

                                                                              Three Months                       Nine Months
                                                                           Ended September 30,               Ended September 30,
                                                                           ------------------                ------------------
                                                                          1995             1994             1995            1994
                                                                          ----             ----             ----            ----
<S>                                                                    <C>              <C>              <C>              <C>      
REVENUES
      Premiums written                                                 $  79,468        $  63,194        $ 200,838        $ 149,536
      Premiums ceded                                                      12,178           (4,108)         (31,482)          (9,230)
                                                                       ---------        ---------        ---------        --------- 
              NET PREMIUMS WRITTEN                                        67,290           59,086          169,356          140,306

      Decrease (increase) in unearned premiums                           (17,417)         (17,658)         (27,289)         (31,380)
                                                                       ---------        ---------        ---------        --------- 
               NET PREMIUMS EARNED                                        49,873           41,428          142,067          108,926

      Net investment income                                                7,691            5,105           21,606           17,885
      Net realized capital gains (losses)                                    477             (175)             (23)          (1,471)
                                                                       ---------        ---------        ---------        --------- 
               TOTAL NET INVESTMENT INCOME                                 8,168            4,930           21,583           16,414

      Gross claims adjusting income                                           32               81              107              213
                                                                       ---------        ---------        ---------        --------- 
              TOTAL REVENUES                                              58,073           46,439          163,757          125,553

EXPENSES
      Losses                                                              23,551           36,325           67,451           65,830
      Loss adjustment expenses                                             6,973            6,945           19,921           16,986
      Amortization of policy acquisition costs                            10,718            7,547           30,320           19,093
      Underwriting and other expenses                                      4,804            5,251           14,519           13,427
      Interest expense                                                       451                               451
                                                                       ---------        ---------        ---------        --------- 
        TOTAL EXPENSES                                                    46,497           56,068          132,662          115,336

INCOME BEFORE INCOME TAXES                                                11,576           (9,629)          31,095           10,217

INCOME TAXES
      State                                                                  430             (394)             690              302
      Federal                                                              2,901           (4,155)           7,489              928
                                                                       ---------        ---------        ---------        --------- 
              TOTAL INCOME TAXES                                           3,331           (4,549)           8,179            1,230
                                                                       ---------        ---------        ---------        --------- 
              NET INCOME                                               $   8,245        ($  5,080)       $  22,916        $   8,987
                                                                       =========        =========        =========        =========
PER SHARE DATA
      Operating income (loss)                                          $     .61        ($    .38)       $    1.76        $     .76
      Net realized capital gains (losses)                                    .02             (.01)             .00             (.07)
                                                                       ---------        ---------        ---------        --------- 
              NET INCOME (LOSS)                                        $     .63        ($    .39)       $    1.76        $     .69
                                                                       =========        =========        =========        ========= 

WEIGHTED AVERAGE SHARES OUTSTANDING                                       13,017           13,016           13,009           12,985

</TABLE>

          See notes to consolidated financial statements (unaudited).


                                       5

<PAGE>

                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                FRONTIER INSURANCE GROUP, INC. AND SUBSIDIARIES

                                  (Unaudited)
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                                                               Nine Months
                                                                                                            Ended September 30,
                                                                                                            ------------------
                                                                                                          1995              1994
                                                                                                          ----              ----
<S>                                                                                                   <C>                 <C>      
OPERATING ACTIVITIES
      Net income                                                                                      $  22,917           $   8,987
      Adjustments to reconcile net income to net cash provided
              by operating activities:
                      Increase in policy liabilities                                                     66,582              60,516
                      Increase (decrease) in federal income taxes                                         2,283              (8,647)
                      Decrease (increase) in reinsurance balances                                         1,684              10,283
                      Increase in agents' balances and
                              premiums receivable                                                       (13,996)            (18,599)
                      Change in deferred policy acquisition costs                                        (4,496)             (5,729)
                      Decrease (increase) in accrued investment income                                   (1,115)                175
                      Depreciation and amortization                                                       1,995                 484
                      Realized capital gains (losses)                                                       (23)              1,471
                      Other                                                                              (1,497)                948
                                                                                                       --------             -------
                              NET CASH PROVIDED BY OPERATING ACTIVITIES                                  74,334              49,889

INVESTING ACTIVITIES
      Sales of equity securities                                                                         31,989              47,693
      Sales of available for sale securities                                                             83,309              33,437
      Calls, maturities and paydowns of fixed maturities                                                 76,010              23,866
      Purchases of securities                                                                          (267,999)           (158,177)
      Net (purchases) sales of short-term investments                                                   (19,089)                545
      Purchase of home office building and equipment                                                     (1,825)               (976)
      Purchase of data processing equipment and software                                                   (175)               (359)
                                                                                                       --------             -------
                              NET CASH (USED IN)  INVESTING ACTIVITIES                                  (97,780)            (53,971)

FINANCING ACTIVITIES
      Issuance of note payable                                                                           25,000
      Cash dividends paid                                                                                (4,685)             (4,426)
      Issuance of common stock                                                                              339                 587
                                                                                                       --------             -------
                              NET CASH PROVIDED IN (USED IN)
                                  FINANCING ACTIVITIES                                                   20,654              (3,839)
                                                                                                       --------             -------

                              INCREASE (DECREASE) IN CASH                                                (2,792)             (7,921)
CASH AT BEGINNING OF PERIOD                                                                               6,362              12,929
                                                                                                       --------             -------
CASH AT END OF PERIOD                                                                                  $  3,570             $ 5,008
                                                                                                       --------             -------
                                                                                                       --------             -------

</TABLE>

See notes to consolidated financial statements (unaudited).



                                       6
<PAGE>



                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FRONTIER INSURANCE GROUP, INC. AND SUBSIDIARIES
                                  (Unaudited)

1.   The  accompanying  unaudited  consolidated  financial  statements have been
     prepared in accordance with the instructions to Form 10-Q and Article 10 of
     Regulation S-X and, accordingly,  do not include all of the information and
     footnotes required by generally accepted accounting principles for complete
     financial   statements  and  should  be  read  in   conjunction   with  the
     consolidated  financial  statements  and  notes  thereto  included  in  the
     Company's  Annual Report on Form 10-K for the year ended December 31, 1994.
     In the opinion of management,  all adjustments  (consisting of only normal,
     recurring accruals)  considered necessary for a fair presentation have been
     included.  Certain  amounts  in the 1994  financial  statements  have  been
     reclassified to conform to the 1995  presentation.  All share and per share
     information  presented in the accompanying  financial  statements and these
     notes  thereto  have been  adjusted to give effect to stock  dividends  and
     stock  splits.  Operating  results  for  the  three-month  period  and  the
     nine-month  period ended September 30, 1995 are not necessarily  indicative
     of the results that may be expected for the year ending December 31, 1995.

2.   Certain net investment  income and realized capital loss amounts which were
     reported to Frontier by a limited  partnership  in the first nine months of
     1994 have been reclassified to reflect the accounting  treatment applied to
     them at year-end 1994.

3.   Earnings  per share  information  is  presented  on the  basis of  weighted
     average shares outstanding for the period.

4.   Dividends  have been  declared  by the Board of  Directors  and paid by the
     Company  during  the  periods  presented  in  the  accompanying   financial
     statements as follows:

<TABLE>
<CAPTION>

Declaration         Record      Payment         Type of             Cash     Number of
    Date             Date        Date          Dividend             Paid    Shares Issued
-----------         ------      -------        --------             ----    -------------
                                                                       (in thousands)
<S>                <C>         <C>         <C>                   <C>          <C> 
08/11/94            09/30/94    10/20/94    $.12 per share cash    $1,562       N/A
11/22/94            12/30/94    01/19/95    $.12 per share cash    $1,558       N/A
03/16/95            03/31/95    04/20/95    $.12 per share cash    $1,566       N/A
05/18/95            06/30/95    07/20/95    $.12 per share cash    $1,567       N/A
08/17/95            09/29/95    10/19/95    $.12 per share cash    $1,567       N/A
</TABLE>


5.   At September 30, 1995 and 1994,  respectively,  options to purchase 325,569
     and 228,501 shares of Common Stock,  at per share  exercise  prices ranging
     from $7.87 to $30.58,  were  outstanding  under the Company's  stock option
     plans (the  "Plans").  Options to  purchase  112,959  and 98,739  shares of
     Common Stock were exercisable at September 30, 1995 and September 30, 1994,
     respectively, under the Plans.

     During 1993,  the Company  granted the President and Chairman of the Board,
     and a Vice  President,  separate  stock  options  outside  of the  Plans to
     purchase 375,000 and 67,500 shares,  respectively,  of the Company's Common
     Stock at $50.00 per share at any time  through  December  31,  1999,  which
     options were outstanding at September 30, 1995.

     The number of shares  subject to options  and the per share  option  prices
     have been adjusted to reflect stock dividends and stock splits. Exercisable
     options are nondilutive to earnings per share presented in the accompanying
     financial statements.



                                       7
<PAGE>

6.   Contingent reinsurance commissions are accounted for on an earned basis and
     are accrued,  in accordance  with the terms of the  applicable  reinsurance
     agreement,  based on the estimated level of profitability  relating to such
     reinsured  business.  During the three months ended  September 30, 1995 and
     1994,  such  earned  commissions   accrued  were  $(505,000)  and  $65,000,
     respectively.  During the nine months  ended  September  30, 1995 and 1994,
     such  earned   commissions   accrued  were   $(434,000)   and   $(240,000),
     respectively.  The estimated  profitability  of the  reinsured  business is
     continually reviewed and as adjustments become necessary,  such adjustments
     are reflected in current operations.

7.   Claims  adjusting  income is  accounted  for on an  accrual  basis,  before
     deducting the related expenses. During the three months ended September 30,
     1995  and  1994,   claims  adjusting   operating   expenses  included  with
     underwriting   and  other   expenses   amounted  to  $43,000  and  $89,000,
     respectively.  During the nine months  ended  September  30, 1995 and 1994,
     claims adjusting  operating  expenses  included with underwriting and other
     expenses amounted to $164,000 and $265,000, respectively.

8.   The  components  of  the  net  reinsurance  recoverables  balances  in  the
     accompanying balance sheets are as follows:

<TABLE>
<CAPTION>
                                                    September 30, 1995      December 31, 1994
                                                    ------------------      -----------------
                                                                (in thousands)

<S>                                                        <C>                 <C>     
     Ceded paid losses recoverable                         $  5,103               $  3,946
     Ceded unpaid losses and LAE                             63,644                 49,435
     Ceded unearned premiums                                  5,179                  3,885
     Ceded reinsurance payable                                 (556)                (2,487)
                                                            -------               -------- 
                     TOTAL                                  $73,370                $54,779
                                                            -------               -------- 
                                                            -------               -------- 
</TABLE>



     The  reinsurance   ceded   components  of  the  amounts   relating  to  the
     accompanying income statements are as follows:

<TABLE>
<CAPTION>
                                                            Nine Months Ended September 30
                                                            ------------------------------
                                                              1995              1994
                                                              ----              ----
                                                                  (in  thousands)
<S>                                                          <C>              <C>    
     Ceded premiums earned                                   $29,862          $14,754
     Ceded incurred losses                                   $17,631          $16,871
     Ceded incurred LAE                                      $ 9,102          $ 2,476
</TABLE>


     The effect of reinsurance  on premiums  written and earned at September 30,
     1995 and 1994 was as follows:

<TABLE>
<CAPTION>
                                       Nine Months Ended September 30
                             ---------------------------------------------------
                                        1995                       1994
                                     Premiums                    Premiums
                             ---------------------         ----------------------
                             Written        Earned         Written         Earned
                             -------        ------         -------         ------
                                               (in thousands)
<S>                        <C>             <C>             <C>             <C>      
     Direct                $ 200,315       $ 171,184       $ 147,364       $ 120,327
     Assumed                     523             745           2,172           3,353
     Ceded                   (31,482)        (29,862)         (9,230)        (14,754)
                           ---------       ---------        --------       --------- 
     Net                   $ 169,356       $ 142,067       $ 140,306       $ 108,926
                           ---------       ---------        --------       --------- 
                           ---------       ---------        --------       --------- 
</TABLE>


                                       8
<PAGE>


9.   On June 29,  1995, the Company obtained a 4-1/2 year,  $35 million  line of
     credit  facility  from The Bank of New York,  under which it  borrowed  $25
     million at an interest  rate of 6.875% per annum,  payable  quarterly.  The
     bank's  commitment  reduces by $5 million at the end of each of 1996,  1997
     and  1998,  and  expires  at the end of  1999.  The  Company  has no  other
     outstanding debt.

10.  At June 30, 1995, the Company had completed its capital contribution of $45
     million to the  capital  and surplus of  Frontier  Insurance  Company,  its
     primary operating  subsidiary,  utilizing a combination of funds previously
     held by the Company and loan proceeds  from The Bank of New York loan.  The
     capital  contribution  was to fund  projected  future  growth and to retain
     Frontier Insurance Company's A-rating with A.M. Best.

11.  On  November  2, 1995,  the  Company  announced  that it had  acquired  the
     realtors,  errors and omissions book of business from Bankers Multiple Line
     Insurance  Company.  The purchase price was $400,000 with $200,000 remitted
     the date of closing,  and an additional  $200,00 due January 15, 1997, with
     downward  adjustments  possible if certain  commitments  are not kept.  The
     personnel of this Company  involved in placing and  servicing  the acquired
     business have become  employees of the Company and will continue to operate
     from their location in Louisville, Kentucky.



                                       9

<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
consolidated  financial  statements and notes thereto included elsewhere in this
Report and with the  Company's  Annual  Report on Form 10-K for the fiscal  year
ended December 31, 1994.

Three Months Ended  September 30, 1995 Compared to Three Months Ended  September
30, 1994

The following table sets forth the net premiums earned by the principal lines of
insurance written by the Company for the periods indicated and the dollar amount
and percentage of change therein from period to period:

<TABLE>
<CAPTION>

                                            Three Months     Increase (Decrease)
                                         Ended September 30,     1994 to 1995
                                        -------------------  -------------------
                                             1995    1994      Amount        %
                                             ----    ----      ------       --
                                              (dollar amounts in thousands)
<S>                                       <C>       <C>        <C>         <C> 
Medical malpractice (including
 dental malpractice)                      $22,772   $20,230    $2,542      12.6
General liability                          13,152     7,703     5,449      70.7
Surety                                      9,818     8,255     1,563      18.9
Workers' compensation                       2,207     3,370    (1,163)    (34.5)
Other                                       1,924     1,870        54       2.9
                                          -------   -------    ------  
Total                                     $49,873   $41,428    $8,445      20.4
                                          =======   =======    ======  
</TABLE>


The following  table sets forth the  Company's  combined  ratio  calculated on a
statutory  basis  ("Statutory  Combined  Ratio")  and on the basis of  generally
accepted   accounting   principles  ("GAAP  Combined  Ratio")  for  the  periods
indicated:

<TABLE>
<CAPTION>

                                 Statutory Combined Ratio    GAAP Combined Ratio
                                 ------------------------    -------------------
                                     Three Months               Three Months
                                    Ended September 30,      Ended September 30,
                                 ------------------------    -------------------
                                    1995       1994           1995      1994
                                    ----       ----           ----      ----

<S>                                 <C>        <C>            <C>       <C>  
Losses                              47.2%      87.7%         47.2%     87.6%
Loss adjustment expenses (LAE)      13.5       16.2          14.0      16.8
                                    ----      -----          ----     -----
Losses and LAE                      60.7      103.9          61.2     104.4
Acquisition, underwriting and other
 expenses                           29.8       25.7          31.0      30.9
                                    ----      -----          ----     -----
Total combined ratio                90.5%     129.6%         92.2%    135.3%
                                    ====      =====          ====     =====
</TABLE>

A variety of factors accounted for the 20.4% growth in net premiums earned,  the
principal  factor being  increases in the majority of the Company's core and new
program  business,  partially  offset by a  decrease  in  workers'  compensation
business,  particularly the cotton gin program, and by the earned premiums ceded
under the Company's aggregate  excess of loss  reinsurance  contract  effective
January  1,  1995,  pursuant  to which  14% of earned  premium  for all lines of
business,  except bail,  customs,  license and permit, and miscellaneous  surety
bonds is ceded.

The  increase  in  medical   malpractice   net  premiums  earned  was  primarily
attributable  to an increase in the number of  physicians  insured,  principally
those  associated  with  mental  health,  home care,  and other  social  service
organizations,  growth in the program for psychiatrists,  greater penetration of
the Ohio physician market,  growth in the dental program endorsed by the Academy
of General Dentistry, and rate increases in Florida and other geographic areas.


                                       10

<PAGE>


Net premiums earned for the general  liability line increased  primarily because
of increases in various  programs,  including  social  services,  and alarms and
guards,  pest control and excess  employer's  liability.  These  increases  were
partially  offset by a decrease in net written  premiums  earned in the umbrella
and in the crane operator liability programs.

Growth in surety net premiums earned continued in 1995,  primarily  attributable
to  expanded  writings  of  license  and  permit  bonds,  with  bonds  for small
contractors,  miscellaneous  bonds,  and bail  bonds  also  showing  substantial
percentage increases.

Net premiums earned for the workers'  compensation line decreased primarily as a
result of decreases in the specialty niche program for cotton gins,  caused by a
weather-related  reduction  in the  cotton  crop,  decreases  in  other  smaller
programs  due  to  the  Company's   decision  not  to  renew   accounts   deemed
unprofitable,  and decreased  required  participation  in the National  Workers'
Compensation  Reinsurance  Pools.  These  decreases  were  partially  offset  by
increases in workers' compensation premiums in the social services programs.

Net premiums earned for the other lines of business  increased  primarily due to
increased  volume in commercial  package policies in the social service program,
and  the  recent  start-up  of the  earthquake  program.  These  increases  were
partially offset by decreases in other miscellaneous small programs.

Net investment  income before realized  capital gains and losses increased 50.7%
due principally to increases in investable assets resulting from the proceeds of
the $25  million  borrowing  under a line of credit  facility,  cash inflow from
regular operations,  and as a result of the 1994  reclassification of previously
reported realized capital losses to net investment  income,  partially offset by
the  interest  charge  on  funds  held by the  Company  for the  benefit  of the
reinsurer of the Company's aggregate excess of loss reinsurance contract.  Total
net investment income increased 65.7% due to the aforementioned  increase in net
investment  income and the  realization  of capital  gains  compared  to capital
losses  realized  in the  1994  period.  The  average  annual  pre-tax  yield on
investments,  excluding the charge for funds held under the aggregate  excess of
loss reinsurance  contract and realized  capital gains and losses,  decreased to
6.4% from 6.6%,  primarily  as the result of an  increase in the  proportion  of
tax-advantaged  securities to taxable  securities held,  compounded by generally
lower  interest  rates  available  for funds  invested  in 1994 and early  1995,
including  funds from higher yielding  investments  which matured or were called
for redemption. The average annual after-tax yield on investments, excluding the
charge for funds held under the aggregate  excess of loss  reinsurance  contract
and realized capital gains and losses, increased to 5.5% from 5.4%, primarily as
a result of generally  higher interest rates available for funds invested in the
1995 quarter, partially offset by higher yielding investments coming to maturity
or being called for redemption as described above.

Gross  claims  adjusting  income  decreased  60.5%  primarily  as a result  of a
decrease  in  claim  services   provided  to  outside   companies,   principally
Markel/Rhulen.


Total revenues increased 25.1% as a result of the above.

Total expenses decreased by 17.1% compared to the 20.4% increase in net premiums
earned.  Losses and loss adjustment expenses ("LAE") decreased 29.5% as a result
of a 35.2% decrease in losses,  partially  offset by a 0.4% increase in LAE. The
decrease in losses was attributable to the one-time addition of $17.5 million to
the 1994 loss reserves in medical malpractice business in Florida. This decrease
was  augmented  by the  aggregate  excess  of loss  reinsurance  contract  which
provides  coverage  for  certain  losses  and LAE in  excess of 66% for the 1995
accident  year.  The 0.4% increase in LAE resulted from the increase in loss and
LAE ratios,  partially  offset by a change in the line of business  mix to those
having a lower  percentage  relationship  of LAE to losses and the allocation of
recoveries under the aggregate  excess of loss contract.  The decrease in losses
and LAE  resulted in a loss and LAE  component of the GAAP  Combined  Ratio 43.2
percentage  points lower than in the comparable 1994 period.  The 42.0% increase
in the amortization of policy acquisition costs was attributable primarily to an
increase in direct  commission  expense  resulting  from growth in programs with


                                       11
<PAGE>

higher  commission  rates,  a decrease in  reinsurance  contingent  commissions,
increased  staffing and  marketing  expenses  related to  expansion,  and salary
increases,  partially  offset  by  a  decrease  in  assumed  commission  expense
resulting  from the  continued  decrease in assumed  written  premium.  The 0.1%
increase in underwriting,  other expenses and interest expense was primarily the
result of the interest  expense  associated with the borrowings  under a line of
credit  facility,  increased  staffing,  increased  facilities,   equipment  and
materials expense  necessitated by the Company's  growth,  and salary increases,
offset by a decrease in  policyholder  dividends.  Since the  non-claim  related
expenses  increased at a percentage  rate greater than that of earned  premiums,
the non-claim  related  component of the GAAP Combined  Ratio was 0.3 percentage
points higher than in the comparable 1994 period.  The total GAAP Combined Ratio
decreased by 43.1 percentage points to 92.2% as a result of the above.

The  foregoing  changes  resulted in income before income taxes of $11.6 million
for the 1995 quarter,  a 220.2% increase from the comparable  1994 quarter.  Net
income for the period  increased by $13.3 million,  or 262.3%.  The  comparative
results  were  significantly  impacted  by the $17.5  million  addition  to loss
reserves in the third quarter of 1994 reflected above,  which resulted in a $5.1
million loss in that quarter.

Nine Months Ended September 30, 1995 Compared to Nine Months Ended September 30,
1994

The following table sets forth the net premiums earned by the principal lines of
insurance written by the Company for the periods indicated and the dollar amount
and percentage of change therein from period to period:

<TABLE>
<CAPTION>
                                        Nine Months       Increase (Decrease)
                                    Ended September 30,        1994 to 1995
                                    -------------------    ------------------
                                         1995       1994      Amount       %
                                         ----       ----      ------     ---
                                        (dollar amounts in thousands)
<S>                                    <C>       <C>          <C>          <C> 
Medical malpractice (including
   dental malpractice)                 $ 64,344  $ 52,253     $12,091      23.1
General liability                        35,079    18,263      16,816      92.1
Surety                                   29,160    20,870       8,290      39.7
Workers' compensation                     7,996    13,066      (5,070)    (38.8)
Other                                     5,488     4,475       1,013      22.6
                                       --------  --------     -------
      Total                            $142,067  $108,927     $33,140      30.4
                                       ========  ========     =======
</TABLE>

The following  table sets forth the  Company's  combined  ratio  calculated on a
statutory  basis  ("Statutory  Combined  Ratio")  and on the basis of  generally
accepted   accounting   principles  ("GAAP  Combined  Ratio")  for  the  periods
indicated: 

<TABLE>
<CAPTION>

                                 Statutory Combined Ratio   GAAP Combined Ratio
                                 ------------------------   -------------------
                                        Nine Months             Nine Months
                                    Ended September 30,     Ended September 30,
                                 ------------------------   -------------------
                                      1995      1994         1995      1994
                                      ----      ----         ----      ----
<S>                                   <C>       <C>          <C>       <C>  
Losses                                47.5%     60.4%        47.5%     60.4%
Loss adjustment expenses (LAE)        13.4      14.9         14.0      15.6
                                      ----      ----         ----      ----
Losses and LAE                        60.9      75.3         61.5      76.0
Acquisition, underwriting and other 
expenses                              30.3      26.9         31.5      29.6
                                      ----     -----         ----     -----
Total combined ratio                  91.2%    102.2%        93.0%    105.6%
                                      ====     =====         ====     =====

</TABLE>


                                       12

<PAGE>


A variety of factors accounted for the 30.4% growth in net premiums earned,  the
principal  factor being  increases in the majority of the Company's core and new
program  business,  partially  offset by a  decrease  in  workers'  compensation
business,  particularly the cotton gin program, and by the earned premiums ceded
under the Company's  aggregate  excess of loss  reinsurance  contract  effective
January  1,  1995,  pursuant  to which  14% of earned  premium  for all lines of
business,  except bail,  customs,  license and permit, and miscellaneous  surety
bonds is ceded.

The  increase  in  medical   malpractice   net  premiums  earned  was  primarily
attributable  to an increase in the number of  physicians  insured,  principally
those  associated  with  mental  health,  home care,  and other  social  service
organizations,  growth in the program for psychiatrists,  greater penetration of
the Ohio physician market,  growth in the dental program endorsed by the Academy
of General Dentistry, and rate increases in Florida and other geographic areas.


Net premiums earned for the general  liability  line increased primarily because
of  increases  in  various  programs, including  social services, and alarms and
guards,  pest  control  and  excess  employer's  liability. These increases were
partially  offset  by a  decrease in net written premiums earned in the umbrella
and in the crane operator liability programs.


Growth in surety net premiums earned continued in 1995,  primarily  attributable
to  expanded  writings  of  license  and  permit  bonds,  with  bonds  for small
contractors,  miscellaneous  bonds,  and bail  bonds  also  showing  substantial
percentage  increases.  The increase in license and permit  bonds was  primarily
attributable  to the  Company's  acquisition  in April 1994 of the  license  and
permit bond business of a California insurance agency.

Net premiums earned for the workers'  compensation line decreased primarily as a
result of decreases in the  specialty  niche program for cotton gins caused by a
weather-related  reduction in the cotton crop,  and  decreases in other  smaller
programs  due  to  the  Company's   decision  not  to  renew   accounts   deemed
unprofitable,  and because of decreased  required  participation in the National
Workers'  Compensation  Reinsurance Pools. These decreases were partially offset
by increases in workers'  compensation  premiums  written in the social services
programs.

Net premiums earned for the other lines of business  increased  primarily due to
increased  volume in commercial  package policies in the social service program,
and  the  recent  start-up  of the  earthquake  program.  These  increases  were
partially offset by decreases in other miscellaneous small programs.

Net investment  income before realized  capital gains and losses increased 20.8%
due principally to increases in investable assets resulting from the proceeds of
the $25 million  borrowing  under a line of credit  facility,  the January  1995
commutation of certain medical malpractice reinsurance treaties, and cash inflow
from regular  operations,  partially offset by the interest charge on funds held
by the Company  for the  benefit of the  reinsurer  of the  Company's  aggregate
excess of loss reinsurance contract. Total net investment income increased 31.5%
due to the  aforementioned  increase in net investment  income and a decrease in
realized  capital  losses.  The average  annual  pre-tax  yield on  investments,
excluding  the  charge  for  funds  held  under  the  aggregate  excess  of loss
reinsurance  contract and realized  capital gains and losses,  decreased to 6.5%
from  6.6%,  primarily  as  the  result  of an  increase  in the  proportion  of
tax-advantaged  securities to taxable  securities held,  compounded by generally
lower  interest  rates  available  for funds  invested  in 1994 and early  1995,
including  funds from higher yielding  investments  which matured or were called
for redemption. The average annual after-tax yield on investments, excluding the
charge for funds held under the aggregate  excess of loss  reinsurance  contract
and realized capital gains and losses, decreased to 5.4% from 5.5%, primarily as
a result of generally  lower interest rates available for funds invested in 1994
and early  1995,  and higher  yielding  investments  coming to maturity or being
called for redemption as described above.


                                       13
<PAGE>
Gross  claims  adjusting  income decreased  49.8%  primarily  as a  result  of a
decrease  in  claim   services  provided  to   outside  companies,   principally
Markel/Rhulen.
 
Total revenues increased 30.4% as a result of the above.
 
Total expenses increased by 15.0% compared to the 30.4% increase in net premiums
earned.  Losses  and loss  adjustment expenses  ('LAE') increased  by 5.5%  as a
result of a 2.5% increase in losses and a 17.3% increase in LAE. The increase in
losses was substantially lower than that for net premiums earned as a result  of
the  one-time addition  of $17.5  million to the  1994 loss  reserves in medical
malpractice business in Florida,  partially offset by  carrying higher loss  and
LAE  ratios to premiums earned for 1995 business, recoveries under the aggregate
excess of loss reinsurance contract  which provides coverage for certain  losses
and  LAE  in  excess of  66%  for the  1995  accident year,  and  to subrogation
recoveries in the surety line of  business in excess of expectations. The  17.3%
increase  in LAE resulted  from the increase  in loss and  LAE ratios, partially
offset by  a  change in  the  line  of business  mix  to those  having  a  lower
percentage  relationship of LAE to losses and the allocation of recoveries under
the aggregate excess of loss contract. Due to the disproportionate  relationship
of  losses and  LAE to earned  premium, the loss  and LAE component  of the GAAP
Combined Ratio was  14.5 percentage  points lower  than in  the comparable  1994
period.  The 58.8% increase in the  amortization of policy acquisition costs was
attributable primarily to  an increase  in direct  commission expense  resulting
from  growth in programs with higher commission rates, a decrease in reinsurance
contingent commissions,  increased staffing  and marketing  expenses related  to
expansion,  and  salary increases,  partially offset  by  a decrease  in assumed
commission expense  resulting from  the continued  decrease in  assumed  written
premium.  The 8.1% increase in underwriting, other expenses and interest expense
was primarily the result of the  interest expense associated with the  borrowing
under  a line of credit facility, an  increase in the additions to allowance for
bad debts,  increased staffing,  increased facilities,  equipment and  materials
expense  necessitated  by  the  Company's  growth,  a  reduction  in  assessment
recoveries from the Texas Workers'  Compensation Insurance Facility, and  salary
increases,  partially offset by a decrease  in policyholder dividends. Since the
non-claim related expenses  increased at  a percentage  rate more  than that  of
earned  premiums, the non-claim related component of the GAAP Combined Ratio was
1.9 percentage points higher than in the comparable 1994 period. The total  GAAP
Combined  Ratio decreased by 12.6 percentage points  to 93.0% as a result of the
above.
 
The foregoing changes resulted  in income before income  taxes of $31.1  million
for  the nine  months ended  1995, a  204.3% increase  from the  comparable 1994
period. Net income  for the period  increased by $13.9  million, or 155.0%.  The
comparative results were significantly impacted by the $17.5 million addition to
loss  reserves in the third quarter of 1994 reflected above, which resulted in a
lower net income for the 1994 period.
 
Liquidity and Capital Resources
 
The Company is a  holding company, receiving cash  principally through sales  of
equities,  borrowings, and dividends from its subsidiaries, certain of which are
subject to  dividend  restrictions. The  ability  of insurance  and  reinsurance
companies  to  underwrite  insurance  and reinsurance  is  based  on maintaining
liquidity and capital resources  sufficient to pay claims  and expenses as  they
become  due. The primary sources of liquidity for the Company's subsidiaries are
funds generated  from insurance  and  reinsurance premiums,  investment  income,
commission  and fee income, capital contributions  from the Company and proceeds
from sales and maturities of  portfolio investments. The principal  expenditures
of  the  Company's subsidiaries  are for  payment of  losses and  LAE, operating
expenses, commissions, and dividends to shareholders and policyholders.
 
The Company's  subsidiaries  maintain  liquid  operating  positions  and  follow
investment  guidelines that are intended to  provide for an acceptable return on
investment while preserving  capital, maintaining sufficient  liquidity to  meet
their obligations, and as to the Company's insurance subsidiaries, maintaining a
sufficient  margin of capital and surplus  to ensure their unimpaired ability to
write insurance and assume reinsurance.
 
                                       14
 
<PAGE>
At September  30,  1995, the  Company's  $735.6  million in  total  assets  were
comprised  of the  following: 70.2%  cash and  investments, 10%  net reinsurance
recoverables, 7.5% premiums receivable, 3.8% home office building and equipment,
6.2% deferred expenses (federal income taxes and policy acquisition costs),  and
2.3% other assets.
 
The  following  table  provides  a profile  of  the  Company's  fixed maturities
investment portfolio by rating at September 30, 1995:
 
<TABLE>
<CAPTION>
                                                                                            AMOUNT
                                                                              MARKET     REFLECTED ON     PERCENT OF
                           S&P'S/MOODY'S RATING                               VALUE      BALANCE SHEET    PORTFOLIO
                           ---------------------                             --------    -------------    ----------
                                                                                  (DOLLAR AMOUNTS IN THOUSANDS)
 
<S>                                                                          <C>         <C>              <C>
AAA/Aaa (including U.S. Treasuries of $33,745)                               $279,775       $280,069         60.9
AA/Aa                                                                          79,770         79,194         17.2
A/A                                                                            76,594         75,789         16.5
BBB/Baa                                                                        24,329         24,606          5.4
All other                                                                          20             20          0.0
                                                                             --------    -------------      -----
     Total                                                                   $460,488       $459,678        100.0%
                                                                             --------    -------------      -----
                                                                             --------    -------------      -----
</TABLE>
 
Cash flow generated from operations  for the nine-month periods ended  September
30,  1995 and 1994  was $74.3 million, and  $49.9 million, respectively, amounts
adequate to meet all obligations during the periods.
 
In April  1992,  the  Company  commenced  paying  quarterly  cash  dividends  to
shareholders.  Cash dividends declared in the nine-month periods ended September
30, 1995 and 1994 were $4,700,000 and $4,419,000, respectively.
 
In January 1995, Frontier Insurance's medical malpractice reinsurers agreed to a
commutation of the 1991 treaty year, resulting in the receipt of $3.9 million in
cash and a concomitant increase in reserves for unpaid losses and LAE.
 
On June 29, 1995, the Company obtained a 4-1/2 year, $35 million  line of credit
facility  from The Bank of  New York, under which it  borrowed $25 million at an
interest rate  of 6.875%  per annum,  payable quarterly.  The bank's  commitment
reduces  by $5 million at the end of each of 1996, 1997 and 1998, and expires at
the end of 1999. The Company has no other outstanding debt.
 
As a result of a  review  by AM  Best of Frontier Insurance Company's A- (Excel-
lent) rating, the Company agreed with AM Best  to  make a  $45  million  capital
infusion  to  Frontier Insurance Company  by June 30,1995  in order to  fund its
projected growth and retain  its  A-  rating.   At June 30, 1995 the Company had
completed  the $45  million capital infusion, utilizing a  combination of  funds
previously held by the Company and loan proceeds from The Bank of New York loan.
 
On November  10, 1994,  the  Company announced  a  stock repurchase  program  to
purchase  up  to 1,000,000  shares  of its  Common Stock  from  time to  time in
compliance with SEC Rule 10b-18 at the discretion of the Chairman of the  Board.
The  program authorizes the purchase of up to 1,000,000 shares at such times and
prices as the Company deems advantageous.  There is no commitment or  obligation
on  the part of the Company to purchase any particular number of shares, and the
program may  be suspended  at  any time  at  the Company's  discretion.  Through
December  31,  1994,  the Company  had  purchased  35,400 shares  at  a  cost of
$654,000, and during the first quarter  of 1995 an additional 6,000 shares  were
purchased  at  a cost  of $133,485;  such  41,400 purchased  shares are  held as
treasury shares.
 
                                       15
 
<PAGE>
Reinsurance
 
Frontier  has  entered  into  a  stop  loss  reinsurance  contract  with  Centre
Reinsurance  Company of New York ('Centre Re')  for 1995 and future years. Under
the terms of  the agreement,  Centre Re provides  reinsurance protection  within
certain accident year and contract aggregate dollar limits for losses and LAE in
excess  of a predetermined ratio of these  expenses to net premiums earned for a
given accident year for all lines of business except bail, customs, license  and
permit,  and miscellaneous surety bonds. The loss  and LAE ratio above which the
reinsurance provides  coverage is  66%, 65%,  and 64%  for accident  years  1995
through  1997, respectively. The maximum amount recoverable for an accident year
is 175% of the reinsurance premium  paid for the accident year, or  $162,500,000
in the aggregate for the three years. During 1995, the Company ceded 14%  of the
earned  premiums from the covered  lines of business to Centre Re.
 
Litigation with the State of New York
 
In December 1990,  the New York  State Court  of Claims rendered  a decision  in
favor  of  the Company  holding that  a  State University  of New  York ('SUNY')
medical school faculty member engaged in the clinical practice of medicine at  a
SUNY  medical facility,  corollary to  such physician's  faculty activities, was
within the  scope of  such  physician's employment  by  SUNY and  was  protected
against malpractice claims arising out of such activity by the State of New York
and  not  under  the  Company's medical  malpractice  policy.  The  decision was
affirmed on appeal by the New York State Appellate Division in November 1991 and
not appealed  by  the  State. In  July  1992,  the State  of  New  York  enacted
legislation  eliminating medical school  faculty members of  SUNY engaged in the
clinical practice of medicine at a SUNY medical facility from indemnification by
the State  with respect  to malpractice  claims arising  out of  such  activity,
retroactive  to July 1, 1991. In an opinion filed on September 3, 1993 the Court
of Claims  of the  State  of New  York  held, inter  alia,  that the  July  1992
legislation  by the  State of New  York eliminating SUNY  medical school faculty
members engaged  in  the  clinical  practice  of  medicine,  as  part  of  their
employment   by  SUNY,  from  indemnification  by  the  State  with  respect  to
malpractice  claims  arising  out  of  such  activity  was  not  to  be  applied
retroactively.  This  decision  was affirmed  by  the New  York  State Appellate
Division in April 1994. Subsequently,  in February 1995, the Appellate  Division
granted  leave to  Frontier and  the State  of New  York to  have the  issues of
Frontier's entitlement  to  recover  its  costs of  defense  and  its  costs  of
settlement ruled on by the State's highest court, the New York Court of Appeals.
Oral  argument  before the  Court  of Appeals  was held  on  October 18,  with a
decision expected by the end  of 1995. The Company  is continuing to defend  all
SUNY  faculty members against malpractice claims  that have been asserted and is
maintaining reserves therefor. Due to the continuing litigation, the Company  is
unable  to  project  at this  time  the  ultimate outcome  or  quantify possible
favorable effects on the Company's financial position. The Company believes  the
above-referenced  decisions are controlling  precedents and that  it may benefit
economically by not being responsible for certain claims against SUNY physicians
for whom it presently carries reserves and may also be entitled to reimbursement
for certain claims previously paid.
 
Shareholder Litigation
 
The Company  has  been served  with  several purported  class  actions  alleging
violations  of federal  securities laws  by the Company  and, in  some cases, by
certain of its officers and directors; certain actions also allege violations of
the common  law.  The  complaints  relate to  the  Company's  November  8,  1994
announcement  of its third quarter financial results and allege that the Company
previously had omitted and/or misrepresented material facts with respect to  its
earnings  and profits. The Company believes the  suits are without merit and has
retained special legal counsel to contest them vigorously.
 
                                       16
 
<PAGE>
PART II -- OTHER INFORMATION

Item 1. Legal Proceedings
        Not applicable.
Item 2. Changes in Securities
        Not applicable.
Item 3. Defaults upon Senior Securities
        Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
        Not applicable.
Item 5. Other Information
 
        On November 2,  1995, the  Company announced  that it  had acquired  the
        realtors,  errors and omissions  book of business  from Bankers Multiple
        Line Insurance Company.  The purchase price  was $400,000 with  $200,000
        remitted the date of closing, and an additional $200,000 due January 15,
        1997,  with downward adjustments possible if certain commitments are not
        kept. The personnel of  this Company involved  in placing and  servicing
        the  acquired business  have become  employees of  the Company  and will
        continue to operate from their location in Louisville, Kentucky.
 
Item 6. Exhibits and Reports on Form 8-K
        a. Exhibits.
           None.
        b. Reports on Form 8-K.
           None.
 
                                       17

                                    SIGNATURE

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned thereunto duly authorized.



DATE:  November 13, 1995	        Frontier Insurance Group, Inc.
	  			                  (Registrant)


	  	

	  		       By: /s/ Dennis F. Plante
                                   ---------------------------------------------
	  			   Dennis F. Plante
	  			   Senior Vice President - Finance and Treasurer
	  			   (Principal Financial and Accounting Officer
	  			     and Duly Authorized Officer)





                                       18