##### Table of Contents



UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2005
 OR
 o
    
    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 001-15166
 AMERUS GROUP CO.
  IOWA
    
    42-1458424(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 699 Walnut Street
Des Moines, Iowa 50309-3948
  þ o
 þ o
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##### Table of Contents



INDEX
 Page No.PART I  FINANCIAL INFORMATION
    
    
    4Item 1.
    
    Financial Statements
    
    
    4Consolidated Balance Sheets September 30, 2005 (Unaudited) and December 31, 2004
    
    
    4Consolidated Statements of Income (Unaudited) For the Three and Nine Months Ended September 30, 2005 and 2004
    
    
    6Consolidated Statements of Comprehensive Income (Unaudited) For the Three and Nine Months Ended September 30, 2005 and 2004
    
    
    7Consolidated Statements of Stockholders' Equity For the Nine Months Ended September 30, 2005 (Unaudited) and the Year Ended December 31, 2004
    
    
    8Consolidated Statements of Cash Flows (Unaudited) For the Nine Months Ended September 30, 2005 and 2004
    
    
    9Notes to Consolidated Financial Statements (Unaudited)
    
    
    11Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    24Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    37Item 4.
    
    Controls and Procedures
    
    
    38PART II  OTHER INFORMATION
    
    
    39Item 1.
    
    Legal Proceedings
    
    
    39Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    39Item 6.
    
    Exhibits
    
    
    40Signatures
    
    
    41Index to Exhibits
    
    
    42Amended and Restated Articles of IncorporationComputation of Ratios of Earnings to Fixed ChargesCertification of Chief Executive OfficerCertification of Chief Financial OfficerCertification of Chief Executive OfficerCertification of Chief Financial Officer
 2




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SAFE HARBOR STATEMENT
   3




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PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 AMERUS GROUP CO.
 
   September 30,
    
    
    December 31,2005
    
    
    2004(unaudited)AssetsInvestments:Securities available-for-sale at fair value:Fixed maturity securities
    
    $
    16,639,269
    
    
    $
    15,646,653Equity securities
    
    
    77,658
    
    
    
    77,024Short-term investments
    
    
    
    
    
    
    2,979Securities held for trading purposes at fair value:Fixed maturity securities
    
    
    1,464,793
    
    
    
    1,718,125Equity securities
    
    
    33
    
    
    
    15,468Mortgage loans
    
    
    968,604
    
    
    
    865,733Policy loans
    
    
    483,115
    
    
    
    486,071Other investments
    
    
    323,975
    
    
    
    374,240Total investments
    
    
    19,957,447
    
    
    
    19,186,293Cash and cash equivalents
    
    
    588,810
    
    
    
    478,441Accrued investment income
    
    
    234,754
    
    
    
    222,294Premiums, fees and other receivables
    
    
    41,128
    
    
    
    39,688Income taxes receivable
    
    
    16,201
    
    
    
    Reinsurance receivables
    
    
    683,439
    
    
    
    666,493Deferred policy acquisition costs
    
    
    1,617,995
    
    
    
    1,248,009Deferred sales inducements
    
    
    226,653
    
    
    
    137,538Value of business acquired
    
    
    357,394
    
    
    
    374,792Goodwill
    
    
    228,869
    
    
    
    226,291Property and equipment
    
    
    44,448
    
    
    
    46,114Other assets
    
    
    304,088
    
    
    
    296,409Separate account assets
    
    
    225,911
    
    
    
    248,507Total assets
    
    $
    24,527,137
    
    
    $
    23,170,869
  4




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##### Table of Contents



AMERUS GROUP CO.
 
 September 30,
    
    
    December 31,2005
    
    
    2004(unaudited)Liabilities and Stockholders EquityLiabilities:Policy reserves and policyowner funds:Future life and annuity policy benefits
    
    $
    19,134,316
    
    
    $
    17,923,329Policyowner funds
    
    
    1,474,519
    
    
    
    1,419,76220,608,835
    
    
    
    19,343,091Accrued expenses and other liabilities
    
    
    999,399
    
    
    
    837,514Dividends payable to policyowners
    
    
    296,237
    
    
    
    322,037Policy and contract claims
    
    
    63,500
    
    
    
    70,465Income taxes payable
    
    
    
    
    
    
    9,299Deferred income taxes
    
    
    78,847
    
    
    
    145,332Notes payable
    
    
    556,509
    
    
    
    571,155Separate account liabilities
    
    
    225,911
    
    
    
    248,507Total liabilities
    
    
    22,829,238
    
    
    
    21,547,400Stockholders equity:Preferred Stock, no par value, 20,000,000 shares
authorized, 6,000,000 shares issued and
outstanding in 2005
    
    
    145,310
    
    
    
    Common Stock, no par value, 230,000,000 shares
authorized; 46,650,037 shares issued and
38,651,463 shares outstanding in 2005;
44,225,902 shares issued and 39,400,663 shares
outstanding in 2004
    
    
    46,650
    
    
    
    44,226Additional paid-in capital  common stock
    
    
    1,229,181
    
    
    
    1,198,379Accumulated other comprehensive income
    
    
    25,629
    
    
    
    114,670Unearned compensation
    
    
    (2,089
    )
    
    
    (1,238
    )Retained earnings
    
    
    567,585
    
    
    
    431,911Treasury stock, at cost (7,998,574 shares in 2005
and 4,825,239 shares in 2004)
    
    
    (314,367
    )
    
    
    (164,479
    )Total stockholders equity
    
    
    1,697,899
    
    
    
    1,623,469Total liabilities and stockholders equity
    
    $
    24,527,137
    
    
    $
    23,170,869
  5




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AMERUS GROUP CO.
 
   For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004(unaudited)Revenues:Insurance premiums
    
    $
    54,603
    
    
    $
    64,582
    
    
    $
    178,150
    
    
    $
    199,110Product charges
    
    
    64,939
    
    
    
    61,455
    
    
    
    178,610
    
    
    
    165,301Net investment income
    
    
    278,641
    
    
    
    261,988
    
    
    
    824,392
    
    
    
    770,174Realized/unrealized capital gains (losses)
    
    
    23,362
    
    
    
    2,513
    
    
    
    (19,316
    )
    
    
    (42,122
    )Other income
    
    
    11,487
    
    
    
    11,458
    
    
    
    35,272
    
    
    
    35,364433,032
    
    
    
    401,996
    
    
    
    1,197,108
    
    
    
    1,127,827Benefits and expenses:Policyowner benefits
    
    
    211,211
    
    
    
    225,572
    
    
    
    624,997
    
    
    
    632,351Underwriting, acquisition and other expenses
    
    
    40,854
    
    
    
    39,918
    
    
    
    119,881
    
    
    
    111,461Litigation following class certification, net
    
    
    9,380
    
    
    
    
    
    
    
    9,380
    
    
    
    Amortization of deferred policy acquisition costs
and value of business acquired
    
    
    58,714
    
    
    
    45,272
    
    
    
    146,515
    
    
    
    151,461Dividends to policyowners
    
    
    18,770
    
    
    
    24,538
    
    
    
    70,637
    
    
    
    60,958338,929
    
    
    
    335,300
    
    
    
    971,410
    
    
    
    956,231Income from continuing operations
    
    
    94,103
    
    
    
    66,696
    
    
    
    225,698
    
    
    
    171,596Interest expense
    
    
    7,725
    
    
    
    7,810
    
    
    
    23,696
    
    
    
    24,144Early extinguishment of debt
    
    
    19,082
    
    
    
    
    
    
    
    19,082
    
    
    
    Income before income tax expense
    
    
    67,296
    
    
    
    58,886
    
    
    
    182,920
    
    
    
    147,452Income tax expense
    
    
    28,677
    
    
    
    16,024
    
    
    
    47,246
    
    
    
    26,074Net income from continuing operations
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    121,378Income from discontinued operations, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,899Net income before cumulative effect of change in accounting
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    125,277Cumulative effect of change in accounting, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (510
    )Net income
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    124,767Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    $
    38,619
    
    
    $
    42,862
    
    
    $
    135,674
    
    
    $
    124,767Net income from continuing operations available to common
stockholders per common share:Basic
    
    $
    1.00
    
    
    $
    1.09
    
    
    $
    3.47
    
    
    $
    3.09Diluted
    
    $
    0.91
    
    
    $
    1.04
    
    
    $
    3.17
    
    
    $
    2.97Net income available to common stockholders per common share:Basic
    
    $
    1.00
    
    
    $
    1.09
    
    
    $
    3.47
    
    
    $
    3.17Diluted
    
    $
    0.91
    
    
    $
    1.04
    
    
    $
    3.17
    
    
    $
    3.06Weighted average common shares outstanding:Basic
    
    
    38,488,294
    
    
    
    39,237,840
    
    
    
    39,102,190
    
    
    
    39,307,268Diluted
    
    
    42,525,870
    
    
    
    41,053,772
    
    
    
    42,743,043
    
    
    
    40,844,713
  6




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AMERUS GROUP CO.
 
   For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004(unaudited)Net income
    
    $
    38,619
    
    
    $
    42,862
    
    
    $
    135,674
    
    
    $
    124,767Other comprehensive income (loss), before tax:Unrealized gains (losses) on securities:Unrealized holding gains (losses) arising during period
    
    
    (159,768
    )
    
    
    145,117
    
    
    
    (140,019
    )
    
    
    14,369Reclassification adjustment for (gains) losses
included in net income
    
    
    1,597
    
    
    
    (5,415
    )
    
    
    3,032
    
    
    
    29,519Other comprehensive income (loss), before tax
    
    
    (158,171
    )
    
    
    139,702
    
    
    
    (136,987
    )
    
    
    43,888Income tax (expense) benefit related to items of other
comprehensive income
    
    
    55,360
    
    
    
    (48,896
    )
    
    
    47,946
    
    
    
    (15,361
    )(102,811
    )
    
    
    90,806
    
    
    
    (89,041
    )
    
    
    28,527Comprehensive income (loss)
    
    $
    (64,192
    )
    
    $
    133,668
    
    
    $
    46,633
    
    
    $
    153,294
  7




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AMERUS GROUP CO.
 
    Additional
    
    
    AccumulatedPaid-In
    
    
    Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalPreferred
    
    
    
    
    
    
    Capital
    
    
    Comprehensive
    
    
    Unearned
    
    
    Retained
    
    
    Treasury
    
    
    StockholdersStock
    
    
    Common Stock
    
    
    Common Stock
    
    
    Income
    
    
    Compensation
    
    
    Earnings
    
    
    Stock
    
    
    EquityBalance at December 31, 2003
    
    $
    
    
    
    $
    43,836
    
    
    $
    1,184,237
    
    
    $
    84,519
    
    
    $
    (1,361
    )
    
    $
    255,006
    
    
    $
    (156,426
    )
    
    $
    1,409,8112004:Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    192,642
    
    
    
    
    
    
    
    192,642Net unrealized gain on securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    33,959
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    33,959Net unrealized gain on derivatives
designated as cash flow hedges
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    420
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    420Stock issued under various incentive
plans, net of forfeitures
    
    
    
    
    
    
    390
    
    
    
    14,142
    
    
    
    
    
    
    
    123
    
    
    
    
    
    
    
    1,100
    
    
    
    15,755Purchase of treasury stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,153
    )
    
    
    (9,153
    )Dividends declared on common stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (15,737
    )
    
    
    
    
    
    
    (15,737
    )Minimum pension liability adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,228
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,228
    )Balance at December 31, 2004
    
    
    
    
    
    
    44,226
    
    
    
    1,198,379
    
    
    
    114,670
    
    
    
    (1,238
    )
    
    
    431,911
    
    
    
    (164,479
    )
    
    
    1,623,4692005 (unaudited):Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    135,674
    
    
    
    
    
    
    
    135,674Net unrealized loss on securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (88,629
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (88,629
    )Net unrealized loss on derivatives
designated as cash flow hedges
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (412
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (412
    )Issuance of preferred stock
    
    
    145,310
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    145,310Conversion of OCEANs
    
    
    
    
    
    
    1,675
    
    
    
    9,069
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,744Stock issued under various incentive
plans, net of forfeitures
    
    
    
    
    
    
    749
    
    
    
    21,733
    
    
    
    
    
    
    
    (851
    )
    
    
    
    
    
    
    840
    
    
    
    22,471Purchase of treasury stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (150,728
    )
    
    
    (150,728
    )Balance at September 30, 2005
    
    $
    145,310
    
    
    $
    46,650
    
    
    $
    1,229,181
    
    
    $
    25,629
    
    
    $
    (2,089
    )
    
    $
    567,585
    
    
    $
    (314,367
    )
    
    $
    1,697,899
  8




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##### Table of Contents



AMERUS GROUP CO.
 
   For The Nine Months Ended September 30,2005
    
    
    2004(unaudited)Cash flows from operating activitiesNet income
    
    $
    135,674
    
    
    $
    124,767Adjustments to reconcile net income to net cash
provided by operating activities:Cumulative effect of change in accounting
    
    
    
    
    
    
    510Gain on sale of discontinued operations
    
    
    
    
    
    
    (3,899
    )Early extinguishment of debt
    
    
    19,082
    
    
    
    Product charges
    
    
    (178,610
    )
    
    
    (165,301
    )Interest credited to policyowner account
balances
    
    
    387,072
    
    
    
    356,201Change in option value of indexed products
and market value adjustments on total
return strategy annuities
    
    
    (19,403
    )
    
    
    (5,926
    )Realized/unrealized capital losses
    
    
    19,316
    
    
    
    42,122DAC and VOBA amortization
    
    
    146,515
    
    
    
    151,461DAC and VOBA capitalized
    
    
    (369,807
    )
    
    
    (276,886
    )Change in:Accrued investment income
    
    
    (12,460
    )
    
    
    (12,340
    )Reinsurance receivables
    
    
    (86,658
    )
    
    
    (71,970
    )Securities held for trading purposes:Fixed maturities
    
    
    227,204
    
    
    
    325,145Equity securities
    
    
    15,413
    
    
    
    (8,952
    )Short-term investments
    
    
    
    
    
    
    579Liabilities for future policy benefits
    
    
    (119,360
    )
    
    
    22,420Accrued expenses and other liabilities
    
    
    163,645
    
    
    
    401,684Policy and contract claims and other
policyowner funds
    
    
    45,791
    
    
    
    112,784Income taxes:Current
    
    
    (25,500
    )
    
    
    (20,740
    )Deferred
    
    
    (6,735
    )
    
    
    19,508Other, net
    
    
    38,058
    
    
    
    27,857Net cash provided by operating activities
    
    
    379,237
    
    
    
    1,019,024Cash flows from investing activities:Purchase of fixed maturities available-for-sale
    
    
    (3,981,632
    )
    
    
    (4,271,467
    )Proceeds from sale of fixed maturities available-for-sale
    
    
    1,522,642
    
    
    
    2,115,844Maturities, calls and principal reductions of
fixed maturities available-for-sale
    
    
    1,140,514
    
    
    
    921,812Purchase of equity securities
    
    
    (7,340
    )
    
    
    (43,053
    )Proceeds from sale of equity securities
    
    
    6,212
    
    
    
    42,036Change in short-term investments, net
    
    
    3,860
    
    
    
    28,691Purchase of mortgage loans
    
    
    (181,113
    )
    
    
    (86,676
    )
 9




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##### Table of Contents



AMERUS GROUP CO.
 
 For The Nine Months Ended September 30,2005
    
    
    2004(unaudited)Proceeds from repayment and sale of mortgage loans
    
    
    77,165
    
    
    
    214,816Purchase of other invested assets
    
    
    (104,497
    )
    
    
    (55,512
    )Proceeds from sale of other invested assets
    
    
    153,479
    
    
    
    104,977Change in policy loans, net
    
    
    2,956
    
    
    
    9,131Proceeds from sale of discontinued operations
    
    
    
    
    
    
    15,000Other assets, net
    
    
    (9,890
    )
    
    
    (3,652
    )Net cash used in investing activities
    
    
    (1,377,644
    )
    
    
    (1,008,053
    )Cash flows from financing activities:Deposits to policyowner account balances
    
    
    2,448,422
    
    
    
    1,655,736Withdrawals from policyowner account balances
    
    
    (1,325,088
    )
    
    
    (1,349,432
    )Change in debt, net
    
    
    587
    
    
    
    (50,028
    )Stock issued under various incentive plans, net of
forfeitures
    
    
    22,471
    
    
    
    5,429Purchase of treasury stock
    
    
    (150,728
    )
    
    
    (9,153
    )Proceeds from issuance of senior notes
    
    
    297,522
    
    
    
    Proceeds from issuance of preferred stock
    
    
    145,310
    
    
    
    Retirement of OCEANs
    
    
    (204,720
    )Retirement of senior notes
    
    
    (125,000
    )
    
    
    Net cash provided by financing activities
    
    
    1,108,776
    
    
    
    252,552Net increase in cash
    
    
    110,369
    
    
    
    263,523Cash and cash equivalents at beginning of period
    
    
    478,441
    
    
    
    274,150Cash and cash equivalents at end of period
    
    $
    588,810
    
    
    $
    537,673Supplemental disclosure of cash activities:Interest paid
    
    $
    17,321
    
    
    $
    23,947Income taxes paid
    
    $
    67,466
    
    
    $
    28,281Supplemental disclosure of non-cash operating activities:Capitalization of deferred sales inducements
    
    $
    87,663
    
    
    $
    38,130
  10




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##### Table of Contents



AMERUS GROUP CO.
 
   (1) CONSOLIDATION AND BASIS OF PRESENTATION
    For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004($ in thousands, except share data)Net income available to common stockholders, as reported
    
    $
    38,619
    
    
    $
    42,862
    
    
    $
    135,674
    
    
    $
    124,767Add: Stock-based compensation expense included in
reported net income, net of related tax effects
    
    
    1,439
    
    
    
    
    
    
    $
    2,185
    
    
    
    Deduct: Total stock-based employee compensation
expense determined under fair value based method
for all awards, net of related tax effects
    
    
    (1,027
    )
    
    
    (926
    )
    
    
    (2,780
    )
    
    
    (3,007
    )Pro forma net income available to common stockholders
    
    $
    39,031
    
    
    $
    41,936
    
    
    $
    135,079
    
    
    $
    121,760Earnings per common share:Basic  as reported
    
    $
    1.00
    
    
    $
    1.09
    
    
    $
    3.47
    
    
    $
    3.17Basic  pro forma
    
    $
    1.01
    
    
    $
    1.07
    
    
    $
    3.45
    
    
    $
    3.10Diluted  as reported
    
    $
    0.91
    
    
    $
    1.04
    
    
    $
    3.17
    
    
    $
    3.06Diluted  pro forma
    
    $
    0.92
    
    
    $
    1.02
    
    
    $
    3.16
    
    
    $
    2.98
 11




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##### Table of Contents



(2) EARNINGS PER SHARE
 SM SM
   For The Three Months Ended September 30,2005
    
    
    2004Number of
    
    
    Per Share
    
    
    
    
    
    
    Number of
    
    
    Per ShareNet Income
    
    
    Shares
    
    
    Amount
    
    
    Net Income
    
    
    Shares
    
    
    Amount($ in thousands, except share data)Basic earnings per common shareNet Income from continuing operations
available to common stockholders
    
    $
    38,619
    
    
    
    38,488
    
    
    $
    1.00
    
    
    $
    42,862
    
    
    
    39,238
    
    
    $
    1.09Effect of dilutive securitiesOptions and other stock based compensation
    
    
    
    
    
    
    949
    
    
    
    (0.02
    )
    
    
    
    
    
    
    672
    
    
    
    (0.02
    )PRIDES
    
    
    
    
    
    
    1,970
    
    
    
    (0.05
    )
    
    
    
    
    
    
    859
    
    
    
    (0.02
    )OCEANs
    
    
    
    
    
    
    1,119
    
    
    
    (0.02
    )
    
    
    
    
    
    
    285
    
    
    
    (0.01
    )Diluted earnings per common share
    
    $
    38,619
    
    
    
    42,526
    
    
    $
    0.91
    
    
    $
    42,862
    
    
    
    41,054
    
    
    $
    1.04
 For The Nine Months Ended September 30,2005
    
    
    2004Number of
    
    
    Per Share
    
    
    
    
    
    
    Number of
    
    
    Per ShareNet Income
    
    
    Shares
    
    
    Amount
    
    
    Net Income
    
    
    Shares
    
    
    Amount($ in thousands, except share data)Basic earnings per common shareNet Income from continuing operations
available to common stockholders
    
    $
    135,674
    
    
    
    39,102
    
    
    $
    3.47
    
    
    $
    121,378
    
    
    
    39,307
    
    
    $
    3.09Effect of dilutive securitiesOptions and other stock based compensation
    
    
    
    
    
    
    895
    
    
    
    (0.07
    )
    
    
    
    
    
    
    640
    
    
    
    (0.05
    )PRIDES
    
    
    
    
    
    
    1,684
    
    
    
    (0.14
    )
    
    
    
    
    
    
    720
    
    
    
    (0.06
    )OCEANs
    
    
    
    
    
    
    1,062
    
    
    
    (0.09
    )
    
    
    
    
    
    
    178
    
    
    
    (0.01
    )Diluted earnings per common share
    
    $
    135,674
    
    
    
    42,743
    
    
    $
    3.17
    
    
    $
    121,378
    
    
    
    40,845
    
    
    $
    2.97
 12




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##### Table of Contents



(3) CLOSED BLOCK
   September 30,
    
    
    December 31,2005
    
    
    2004($ in thousands)Liabilities:Future life and annuity policy benefits
    
    $
    2,769,012
    
    
    $
    2,804,222Policyowner funds
    
    
    7,904
    
    
    
    8,096Accrued expenses and other liabilities
    
    
    9,649
    
    
    
    32,140Dividends payable to policyowners
    
    
    156,034
    
    
    
    161,475Policy and contract claims
    
    
    12,737
    
    
    
    14,705Policyowner dividend obligation
    
    
    132,843
    
    
    
    152,975Total Liabilities
    
    
    3,088,179
    
    
    
    3,173,613Assets:Fixed maturity securities available-for-sale at fair value
    
    
    1,950,984
    
    
    
    2,028,790Mortgage loans
    
    
    62,660
    
    
    
    70,686Policy loans
    
    
    330,852
    
    
    
    335,573Other investments
    
    
    
    
    
    
    34Cash and cash equivalents
    
    
    44,016
    
    
    
    8,473Accrued investment income
    
    
    30,929
    
    
    
    32,637Premiums and fees receivable
    
    
    47,604
    
    
    
    59,369Other assets
    
    
    
    
    
    
    17Total Assets
    
    
    2,467,045
    
    
    
    2,535,579Maximum future earnings to be recognized from assets and
liabilities of the Closed Block
    
    $
    621,134
    
    
    $
    638,034
 13




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##### Table of Contents



For The Three Months Ended September 30,2005
    
    
    2004($ in thousands)Operations:Insurance premiums
    
    $
    37,582
    
    
    $
    45,859Product charges
    
    
    1,472
    
    
    
    1,966Net investment income
    
    
    35,393
    
    
    
    36,974Realized gains (losses) on investments
    
    
    (650
    )
    
    
    1,910Policyowner benefits
    
    
    (47,174
    )
    
    
    (54,314
    )Underwriting, acquisition and other expenses
    
    
    (785
    )
    
    
    (678
    )Dividends to policyowners
    
    
    (17,066
    )
    
    
    (22,651
    )Contribution from the Closed Block before income taxes
    
    $
    8,772
    
    
    $
    9,066
 For The Nine Months Ended September 30,2005
    
    
    2004($ in thousands)Operations:Insurance premiums
    
    $
    122,467
    
    
    $
    143,138Product charges
    
    
    4,618
    
    
    
    3,368Net investment income
    
    
    110,173
    
    
    
    108,943Realized losses on investments
    
    
    (560
    )
    
    
    (1,732
    )Policyowner benefits
    
    
    (142,577
    )
    
    
    (167,981
    )Underwriting, acquisition and other expenses
    
    
    (1,973
    )
    
    
    (2,684
    )Dividends to policyowners
    
    
    (65,057
    )
    
    
    (55,069
    )Contribution from the Closed Block before income taxes
    
    $
    27,091
    
    
    $
    27,983
 (4) DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
  14




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##### Table of Contents



Nine Months Ended September 30, 2005Total Return
    
    
    IndexedProducts
    
    
    Products
    
    
    Other
    
    
    Total($ in thousands)Fixed maturity securities held for trading
    
    $
    (11,842
    )
    
    $
    
    
    
    $
    (3,077
    )
    
    $
    (14,919
    )Options
    
    
    
    
    
    
    (1,723
    )
    
    
    18
    
    
    
    (1,705
    )Market value adjustment to liabilities
    
    
    2,912
    
    
    
    13,535
    
    
    
    2,956
    
    
    
    19,403Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    112
    
    
    
    112DAC amortization impact of
net adjustments above
    
    
    824
    
    
    
    (5,531
    )
    
    
    
    
    
    
    (4,707
    )Pre-tax total
    
    
    (8,106
    )
    
    
    6,281
    
    
    
    9
    
    
    
    (1,816
    )Income taxes
    
    
    2,837
    
    
    
    (2,198
    )
    
    
    (3
    )
    
    
    636After-tax total
    
    $
    (5,269
    )
    
    $
    4,083
    
    
    $
    6
    
    
    $
    (1,180
    )
 Nine Months Ended September 30, 2004Total Return
    
    
    IndexedProducts
    
    
    Products
    
    
    Other
    
    
    Total($ in thousands)Fixed maturity securities held for trading
    
    $
    (4,511
    )
    
    $
    
    
    
    $
    (419
    )
    
    $
    (4,930
    )Options
    
    
    
    
    
    
    (2,606
    )
    
    
    (2,717
    )
    
    
    (5,323
    )Market value adjustment to liabilities
    
    
    (2,480
    )
    
    
    7,400
    
    
    
    1,006
    
    
    
    5,926Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    (953
    )
    
    
    (953
    )DAC amortization impact of
net adjustments above
    
    
    
    
    
    
    (2,199
    )
    
    
    
    
    
    
    (2,199
    )Pre-tax total
    
    
    (6,991
    )
    
    
    2,595
    
    
    
    (3,083
    )
    
    
    (7,479
    )Income taxes
    
    
    2,447
    
    
    
    (908
    )
    
    
    1,079
    
    
    
    2,618After-tax total
    
    $
    (4,544
    )
    
    $
    1,687
    
    
    $
    (2,004
    )
    
    $
    (4,861
    )
 (5) NOTES PAYABLE
  September 30,
    
    
    December 31,2005
    
    
    2004($ in thousands)OCEANs converted in September 2005
    
    $
    
    
    
    $
    189,212PRIDES notes which settle on August 16, 2006
    
    
    143,750
    
    
    
    143,750Senior notes bearing interest at 5.95% due August 2015
    
    
    300,000
    
    
    
    Senior notes bearing interest at 6.95% due June 2005
    
    
    
    
    
    
    125,000AmerUs Capital I 8.85 % Capital Securities Series A due
February 1, 2027
    
    
    50,755
    
    
    
    50,755Surplus notes bearing interest at 8.66% due on April 11, 2011
    
    
    25,000
    
    
    
    25,000Federal Home Loan Bank community investment long-term
and short-term advances with a weighted average interest rate
of 6.37% at September 30, 2005 and 6.38% at December 31,
2004, maturing at various dates through June 12, 2012
    
    
    12,154
    
    
    
    12,588Other notes bearing interest at rates ranging from 3.00% to 8.75%
due from 2012 to 2028
    
    
    24,850
    
    
    
    24,850$
    556,509
    
    
    $
    571,155
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##### Table of Contents



(6) EQUITY TRANSACTIONS
   (7) FEDERAL INCOME TAXES
  16




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##### Table of Contents



(8) COMMITMENTS AND CONTINGENCIES
     17




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##### Table of Contents



(9) EMPLOYEE BENEFIT PLANS
  Nine Months Ended September 30,2005
    
    
    2004($ in thousands)Components of net periodic benefit cost:Service cost
    
    $
    235
    
    
    $
    200Interest cost
    
    
    4,416
    
    
    
    4,595Expected return on plan assets
    
    
    (3,647
    )
    
    
    (3,642
    )Amortization of prior service cost
    
    
    66
    
    
    
    66Amortization of actuarial loss
    
    
    535
    
    
    
    191Net periodic benefit cost
    
    
    1,605
    
    
    
    1,410Curtailment
    
    
    
    
    
    
    (951
    )Total expense
    
    $
    1,605
    
    
    $
    459
 (10) ACCOUNTING DEVELOPMENTS
  (11) OPERATING SEGMENTS
   18




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##### Table of Contents



1)
    
    Realized/unrealized gains and losses on open block assets.2)
    
    Market value changes and amortization of assets and liabilities associated with
the accounting for derivatives, such as:
 
    
    Unrealized gains and losses on open block options and securities held
for trading.
    
    Change in option value of indexed products and market value adjustments
on total return strategy annuities.
    
    Cash flow hedge amortization.
 3)
    
    Amortization of deferred policy acquisition costs (DAC) and value of business
acquired (VOBA) related to the unrealized and realized gains and losses on the open
block investments and the derivative adjustments.4)
    
    Other income from non-insurance operations.5)
    
    Litigation accruals following class certification, net of insurance recoveries.6)
    
    Interest expense.7)
    
    Early extinguishment of debt.8)
    
    Income tax expense.9)
    
    Income from discontinued operations.10)
    
    Cumulative effect of changes in accounting.
    19




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##### Table of Contents



Three Months Ended September 30, 2005Protection
    
    
    Accumulation
    
    
    
    
    
    
    TotalProducts
    
    
    Products
    
    
    All Other
    
    
    ConsolidatedRevenues:Insurance premiums
    
    $
    53,535
    
    
    $
    727
    
    
    $
    341
    
    
    $
    54,603Product charges
    
    
    51,350
    
    
    
    13,589
    
    
    
    
    
    
    
    64,939Net investment income
    
    
    88,930
    
    
    
    189,332
    
    
    
    379
    
    
    
    278,641Realized/unrealized losses on closed
block investments
    
    
    (650
    )
    
    
    
    
    
    
    
    
    
    
    (650
    )Other income:Income from Independent Marketing Organizations
    
    
    
    
    
    
    7,331
    
    
    
    
    
    
    
    7,331Other
    
    
    879
    
    
    
    2,551
    
    
    
    566
    
    
    
    3,996194,044
    
    
    
    213,530
    
    
    
    1,286
    
    
    
    408,860Benefits and expenses:Policyowner benefits
    
    
    87,918
    
    
    
    130,529
    
    
    
    (387
    )
    
    
    218,060Underwriting, acquisition, and other expenses:Operating expenses
    
    
    19,473
    
    
    
    7,230
    
    
    
    8,278
    
    
    
    34,981Expenses from Independent Marketing Organizations
    
    
    
    
    
    
    5,873
    
    
    
    
    
    
    
    5,873Amortization of DAC and VOBA, net of
open block gain adjustment of $9,086
    
    
    27,598
    
    
    
    22,030
    
    
    
    
    
    
    
    49,628Dividends to policyowners
    
    
    18,769
    
    
    
    1
    
    
    
    
    
    
    
    18,770153,758
    
    
    
    165,663
    
    
    
    7,891
    
    
    
    327,312Segment pre-tax operating income
    
    $
    40,286
    
    
    $
    47,867
    
    
    $
    (6,605
    )
    
    
    81,548Realized/unrealized losses on open block assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (793
    )Unrealized gains on open block options and
trading investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    24,805Change in option value of indexed
products and market value adjustments on
total return strategy annuities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,814Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35Amortization of DAC and VOBA due to open
block gains and losses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,086
    )Litigation following class certification, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,380
    )Other income from non-insurance operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    160Income from continuing operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    94,103Interest (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,725
    )Early extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,082
    )Income tax (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (28,677
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    38,619Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    38,619
 20




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##### Table of Contents



Three Months Ended September 30, 2004Protection
    
    
    Accumulation
    
    
    
    
    
    
    TotalProducts
    
    
    Products
    
    
    All Other
    
    
    ConsolidatedRevenues:Insurance premiums
    
    $
    62,829
    
    
    $
    541
    
    
    $
    1,212
    
    
    $
    64,582Product charges
    
    
    45,029
    
    
    
    16,426
    
    
    
    
    
    
    
    61,455Net investment income
    
    
    83,909
    
    
    
    177,599
    
    
    
    480
    
    
    
    261,988Realized/unrealized gains on closed
block investments
    
    
    1,911
    
    
    
    
    
    
    
    
    
    
    
    1,911Other income:Income from Independent Marketing Organizations
    
    
    
    
    
    
    7,463
    
    
    
    
    
    
    
    7,463Other
    
    
    810
    
    
    
    2,681
    
    
    
    529
    
    
    
    4,020194,488
    
    
    
    204,710
    
    
    
    2,221
    
    
    
    401,419Benefits and expenses:Policyowner benefits
    
    
    96,350
    
    
    
    121,073
    
    
    
    380
    
    
    
    217,803Underwriting, acquisition, and other expenses:Operating expenses
    
    
    18,134
    
    
    
    7,896
    
    
    
    6,045
    
    
    
    32,075Expenses from Independent Marketing Organizations
    
    
    
    
    
    
    7,843
    
    
    
    
    
    
    
    7,843Amortization of DAC and VOBA, net of
open block loss adjustment of $2,495
    
    
    21,443
    
    
    
    26,324
    
    
    
    
    
    
    
    47,767Dividends to policyowners
    
    
    24,537
    
    
    
    1
    
    
    
    
    
    
    
    24,538160,464
    
    
    
    163,137
    
    
    
    6,425
    
    
    
    330,026Segment pre-tax operating income
    
    $
    34,024
    
    
    $
    41,573
    
    
    $
    (4,204
    )
    
    
    71,393Realized/unrealized gains on open block assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,443Unrealized losses on open block options and
trading investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,841
    )Change in option value of indexed
products and market value adjustments on
total return strategy annuities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,629
    )Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (140
    )Amortization of DAC and VOBA due to open
block gains and losses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,495Other income from non-insurance operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25
    )Income from continuing operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    66,696Interest (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,810
    )Income tax (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,024
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    42,862Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    42,862
 21




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##### Table of Contents



Nine Months Ended September 30, 2005Protection
    
    
    Accumulation
    
    
    
    
    
    
    TotalProducts
    
    
    Products
    
    
    All Other
    
    
    ConsolidatedRevenues:Insurance premiums
    
    $
    174,587
    
    
    $
    2,263
    
    
    $
    1,300
    
    
    $
    178,150Product charges
    
    
    139,073
    
    
    
    39,537
    
    
    
    
    
    
    
    178,610Net investment income
    
    
    268,799
    
    
    
    554,531
    
    
    
    1,062
    
    
    
    824,392Realized/unrealized losses on closed
block investments
    
    
    (560
    )
    
    
    
    
    
    
    
    
    
    
    (560
    )Other income:Income from Independent Marketing Organizations
    
    
    
    
    
    
    23,495
    
    
    
    
    
    
    
    23,495Other
    
    
    2,597
    
    
    
    7,755
    
    
    
    1,630
    
    
    
    11,982584,496
    
    
    
    627,581
    
    
    
    3,992
    
    
    
    1,216,069Benefits and expenses:Policyowner benefits
    
    
    256,293
    
    
    
    388,152
    
    
    
    67
    
    
    
    644,512Underwriting, acquisition, and other expenses:Operating expenses
    
    
    57,352
    
    
    
    21,391
    
    
    
    21,762
    
    
    
    100,505Expenses from Independent Marketing Organizations
    
    
    
    
    
    
    19,376
    
    
    
    
    
    
    
    19,376Amortization of DAC and VOBA, net of
open block gain adjustment of $3,703
    
    
    74,576
    
    
    
    68,236
    
    
    
    
    
    
    
    142,812Dividends to policyowners
    
    
    70,633
    
    
    
    4
    
    
    
    
    
    
    
    70,637458,854
    
    
    
    497,159
    
    
    
    21,829
    
    
    
    977,842Segment pre-tax operating income
    
    $
    125,642
    
    
    $
    130,422
    
    
    $
    (17,837
    )
    
    
    238,227Realized/unrealized losses on open block assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,133
    )Unrealized losses on open block options and
trading investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,623
    )Change in option value of indexed
products and market value adjustments on
total return strategy annuities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19,403Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    112Amortization of DAC and VOBA due to open
block gains and losses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,703
    )Litigation following class certification, net
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,380
    )Other income from non-insurance operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (205
    )Income from continuing operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    225,698Interest (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (23,696
    )Early extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,082
    )Income tax (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (47,246
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    135,674Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    135,674
 22




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##### Table of Contents





Operating Segment Income($ in thousands) Nine Months Ended September 30, 2004Protection
    
    
    Accumulation
    
    
    
    
    
    
    TotalProducts
    
    
    Products
    
    
    All Other
    
    
    ConsolidatedRevenues:Insurance premiums
    
    $
    194,972
    
    
    $
    2,123
    
    
    $
    2,015
    
    
    $
    199,110Product charges
    
    
    122,128
    
    
    
    43,173
    
    
    
    
    
    
    
    165,301Net investment income
    
    
    246,353
    
    
    
    520,080
    
    
    
    3,741
    
    
    
    770,174Realized/unrealized losses on closed
block investments
    
    
    (1,732
    )
    
    
    
    
    
    
    
    
    
    
    (1,732
    )Other income:Income from Independent Marketing Organizations
    
    
    
    
    
    
    21,526
    
    
    
    
    
    
    
    21,526Other
    
    
    2,644
    
    
    
    8,058
    
    
    
    2,000
    
    
    
    12,702564,365
    
    
    
    594,960
    
    
    
    7,756
    
    
    
    1,167,081Benefits and expenses:Policyowner benefits
    
    
    280,950
    
    
    
    356,152
    
    
    
    222
    
    
    
    637,324Underwriting, acquisition, and other expenses:Operating expenses
    
    
    54,207
    
    
    
    21,334
    
    
    
    17,362
    
    
    
    92,903Expenses from Independent Marketing Organizations
    
    
    
    
    
    
    18,558
    
    
    
    
    
    
    
    18,558Amortization of DAC and VOBA, net of
open block loss adjustment of $3,247
    
    
    66,211
    
    
    
    82,003
    
    
    
    
    
    
    
    148,214Dividends to policyowners
    
    
    60,955
    
    
    
    3
    
    
    
    
    
    
    
    60,958462,323
    
    
    
    478,050
    
    
    
    17,584
    
    
    
    957,957Segment pre-tax operating income
    
    $
    102,042
    
    
    $
    116,910
    
    
    $
    (9,828
    )
    
    
    209,124Realized/unrealized losses on open block assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (30,138
    )Unrealized losses on open block options and
trading investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (10,252
    )Change in option value of indexed
products and market value adjustments on
total return strategy annuities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,926Cash flow hedge amortization
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (953
    )Amortization of DAC and VOBA due to open
block gains and losses
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,247
    )Other income from non-insurance operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,136Income from continuing operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    171,596Interest (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (24,144
    )Income tax (expense)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (26,074
    )Income from discontinued operations, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,899Cumulative effect of change in accounting, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (510
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    124,767Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    124,767
 23




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##### Table of Contents



Item 2. Managements Discussion And Analysis Of Financial Condition And Results Of Operations
  NATURE OF OPERATIONS
  FINANCIAL HIGHLIGHTS
  For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004($ in thousands, except share data)Segment pre-tax operating income:Protection Products
    
    $
    40,286
    
    
    $
    34,024
    
    
    $
    125,642
    
    
    $
    102,042Accumulation Products
    
    
    47,867
    
    
    
    41,573
    
    
    
    130,422
    
    
    
    116,910Other operations
    
    
    (6,605
    )
    
    
    (4,204
    )
    
    
    (17,837
    )
    
    
    (9,828
    )Total segment pre-tax operating income
    
    
    81,548
    
    
    
    71,393
    
    
    
    238,227
    
    
    
    209,124Non-segment expense, net (A)
    
    
    42,929
    
    
    
    28,531
    
    
    
    102,553
    
    
    
    84,357Net income
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    124,767Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    $
    38,619
    
    
    $
    42,862
    
    
    $
    135,674
    
    
    $
    124,767Diluted net income available to common stockholders per common
share
    
    $
    0.91
    
    
    $
    1.04
    
    
    $
    3.17
    
    
    $
    3.06
 September 30,
    
    
    December 31,2005
    
    
    2004Total assets
    
    $
    24,527,137
    
    
    $
    23,170,869Stockholders equity
    
    $
    1,697,899
    
    
    $
    1,623,469
 
 (A)
    
    Non-segment expense, net consists primarily of open block realized/unrealized gains and losses, derivative related market value adjustments,
litigation, non-insurance operations, interest expense, early extinguishment of debt, income taxes, discontinued operations and cumulative
effect of change in accounting. 24




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##### Table of Contents



PROTECTION PRODUCTS
  25




---



##### Table of Contents



For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004$( in thousands)Revenues:Insurance premiums
    
    $
    53,535
    
    
    $
    62,829
    
    
    $
    174,587
    
    
    $
    194,972Product charges
    
    
    51,350
    
    
    
    45,029
    
    
    
    139,073
    
    
    
    122,128Net investment income
    
    
    88,930
    
    
    
    83,909
    
    
    
    268,799
    
    
    
    246,353Realized gains (losses) on closed block investments
    
    
    (650
    )
    
    
    1,911
    
    
    
    (560
    )
    
    
    (1,732
    )Other income
    
    
    879
    
    
    
    810
    
    
    
    2,597
    
    
    
    2,644Total revenues
    
    
    194,044
    
    
    
    194,488
    
    
    
    584,496
    
    
    
    564,365Benefits and expenses:Policyowner benefits
    
    
    87,918
    
    
    
    96,350
    
    
    
    256,293
    
    
    
    280,950Underwriting, acquisition and other expenses
    
    
    19,473
    
    
    
    18,134
    
    
    
    57,352
    
    
    
    54,207Amortization of DAC and VOBA, net of open block
gain/loss adjustment
    
    
    27,598
    
    
    
    21,443
    
    
    
    74,576
    
    
    
    66,211Dividends to policyowners
    
    
    18,769
    
    
    
    24,537
    
    
    
    70,633
    
    
    
    60,955Total benefits and expenses
    
    
    153,758
    
    
    
    160,464
    
    
    
    458,854
    
    
    
    462,323Pre-tax operating income  Protection Products segment
    
    $
    40,286
    
    
    $
    34,024
    
    
    $
    125,642
    
    
    $
    102,042
  Sales.
 Sales Activity by ProductFor The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004($ in thousands)Traditional life insurance:Interest-sensitive whole life
    
    $
    159
    
    
    $
    1,076
    
    
    $
    392
    
    
    $
    5,905Term and other life
    
    
    2,835
    
    
    
    3,229
    
    
    
    9,241
    
    
    
    10,384Universal lifeFlexible premium without no lapse guarantee
    
    
    2,651
    
    
    
    6,700
    
    
    
    10,913
    
    
    
    23,469Indexed life:Flexible premium without no lapse guarantee
    
    
    17,694
    
    
    
    12,452
    
    
    
    48,703
    
    
    
    39,178Flexible premium with no lapse guarantee
    
    
    3,386
    
    
    
    1,900
    
    
    
    9,955
    
    
    
    4,390Fixed premium excess interest whole life
    
    
    2,843
    
    
    
    3,005
    
    
    
    7,473
    
    
    
    10,383Total
    
    $
    29,568
    
    
    $
    28,362
    
    
    $
    86,677
    
    
    $
    93,709
  26




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##### Table of Contents



Premiums and Product Charges.
  Persistency.
 Net Investment Income.
 Mortality and Benefit Expense.
 Underwriting, Acquisition and Other Expenses.
 Amortization of DAC and VOBA.
 Dividends to Policyowners.
 27




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##### Table of Contents



Outlook.
 ACCUMULATION PRODUCTS
  For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004($ in thousands)Revenues:Immediate annuity and supplementary contract premiums
    
    $
    727
    
    
    $
    541
    
    
    $
    2,263
    
    
    $
    2,123Product charges
    
    
    13,589
    
    
    
    16,426
    
    
    
    39,537
    
    
    
    43,173Net investment income
    
    
    189,332
    
    
    
    177,599
    
    
    
    554,531
    
    
    
    520,080Other income
    
    
    2,551
    
    
    
    2,681
    
    
    
    7,755
    
    
    
    8,058Total revenues
    
    
    206,199
    
    
    
    197,247
    
    
    
    604,086
    
    
    
    573,434Benefits and expenses:Policyowner benefits
    
    
    130,529
    
    
    
    121,073
    
    
    
    388,152
    
    
    
    356,152Underwriting, acquisition and other expenses
    
    
    7,230
    
    
    
    7,896
    
    
    
    21,391
    
    
    
    21,334Amortization of DAC and VOBA
    
    
    22,030
    
    
    
    26,324
    
    
    
    68,236
    
    
    
    82,003Dividends to policyowners
    
    
    1
    
    
    
    1
    
    
    
    4
    
    
    
    3Total benefits and expenses
    
    
    159,790
    
    
    
    155,294
    
    
    
    477,783
    
    
    
    459,492IMO Operations:Other income
    
    
    7,331
    
    
    
    7,463
    
    
    
    23,495
    
    
    
    21,526Other expenses
    
    
    5,873
    
    
    
    7,843
    
    
    
    19,376
    
    
    
    18,558Net IMO operating income (loss)
    
    
    1,458
    
    
    
    (380
    )
    
    
    4,119
    
    
    
    2,968Pre-tax operating income  Accumulation Products segment
    
    $
    47,867
    
    
    $
    41,573
    
    
    $
    130,422
    
    
    $
    116,910
  28




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##### Table of Contents



Deposits.
 Deposits by ProductFor The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004$( in thousands)Annuities
Deferred fixed annuities:Traditional fixed annuities
    
    $
    52,917
    
    
    $
    68,222
    
    
    $
    191,277
    
    
    $
    228,969Indexed annuities
    
    
    632,875
    
    
    
    358,773
    
    
    
    1,778,971
    
    
    
    1,004,130Variable annuities
    
    
    864
    
    
    
    561
    
    
    
    2,002
    
    
    
    2,219Total annuities
    
    
    686,656
    
    
    
    427,556
    
    
    
    1,972,250
    
    
    
    1,235,318Funding agreements
    
    
    
    
    
    
    
    
    
    
    26,200
    
    
    
    85,000Total
    
    
    686,656
    
    
    
    427,556
    
    
    
    1,998,450
    
    
    
    1,320,318Reinsurance ceded
    
    
    (1,883
    )
    
    
    (2,063
    )
    
    
    (6,117
    )
    
    
    (9,130
    )Total deposits, net of reinsurance
    
    $
    684,773
    
    
    $
    425,493
    
    
    $
    1,992,333
    
    
    $
    1,311,188
  Product Charges.
 Persistency.
 Product Spread.
 29




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##### Table of Contents



For The Rolling Four Quarters Ended September 30,2005
    
    
    2004Asset earned rate
    
    
    5.73
    %
    
    
    5.76
    %Liability credited rate
    
    
    3.58
    %
    
    
    3.60
    %Product spread
    
    
    2.15
    %
    
    
    2.16
    %
   Underwriting, Acquisition and Other Expenses.
 Amortization of DAC and VOBA.
 IMO Operations.
 Outlook.
 OTHER
  30




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##### Table of Contents



INCOME STATEMENT RECONCILIATION
  For The Three Months Ended September 30,
    
    
    For The Nine Months Ended September 30,2005
    
    
    2004
    
    
    2005
    
    
    2004($ in thousands)
    
    
    ($ in thousands)Segment pre-tax operating income:Protection Products
    
    $
    40,286
    
    
    $
    34,024
    
    
    $
    125,642
    
    
    $
    102,042Accumulation Products
    
    
    47,867
    
    
    
    41,573
    
    
    
    130,422
    
    
    
    116,910Other operations
    
    
    (6,605
    )
    
    
    (4,204
    )
    
    
    (17,837
    )
    
    
    (9,828
    )Total segment pre-tax operating income
    
    
    81,548
    
    
    
    71,393
    
    
    
    238,227
    
    
    
    209,124Non-segment items  increases (decreases) to income:Realized and unrealized gains (losses) on assets and liabilities:Realized/unrealized gains (losses) on open block assets
    
    
    (793
    )
    
    
    3,443
    
    
    
    (2,133
    )
    
    
    (30,138
    )Unrealized gains (losses) on open block options and
trading investments
    
    
    24,805
    
    
    
    (2,841
    )
    
    
    (16,623
    )
    
    
    (10,252
    )Change in option value of indexed products
and market value adjustments on total return
strategy annuities
    
    
    6,814
    
    
    
    (7,629
    )
    
    
    19,403
    
    
    
    5,926Cash flow hedge amortization
    
    
    35
    
    
    
    (140
    )
    
    
    112
    
    
    
    (953
    )(Amortization) restoration of DAC and VOBA due to
open block gains and losses
    
    
    (9,086
    )
    
    
    2,495
    
    
    
    (3,703
    )
    
    
    (3,247
    )Litigation following class certification, net
    
    
    (9,380
    )
    
    
    
    
    
    
    (9,380
    )
    
    
    Other income (loss) from non-insurance operations
    
    
    160
    
    
    
    (25
    )
    
    
    (205
    )
    
    
    1,136Income from continuing operations
    
    
    94,103
    
    
    
    66,696
    
    
    
    225,698
    
    
    
    171,596Interest expense
    
    
    (7,725
    )
    
    
    (7,810
    )
    
    
    (23,696
    )
    
    
    (24,144
    )Early extinguishment of debt
    
    
    (19,082
    )
    
    
    
    
    
    
    (19,082
    )
    
    
    Income tax expense
    
    
    (28,677
    )
    
    
    (16,024
    )
    
    
    (47,246
    )
    
    
    (26,074
    )Net income from continuing operations
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    121,378Income from discontinued operations, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,899Cumulative effect of change in accounting, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (510
    )Net income
    
    
    38,619
    
    
    
    42,862
    
    
    
    135,674
    
    
    
    124,767Dividends on preferred stock
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Net income available to common stockholders
    
    $
    38,619
    
    
    $
    42,862
    
    
    $
    135,674
    
    
    $
    124,767
 Realized and Unrealized Gains (Losses) on Assets and Liabilities.
 31




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##### Table of Contents



Litigation Following Class Certification, Net.
 Early Extinguishment of Debt.
 Income Tax Expense.
 32




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##### Table of Contents



Discontinued Operations.
 Change in Accounting.
 ACCOUNTING DEVELOPMENTS
   LIQUIDITY AND CAPITAL RESOURCES
 AmerUs Group Co.
   33




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##### Table of Contents



34




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##### Table of Contents



Insurance Subsidiaries
    35




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##### Table of Contents



36




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##### Table of Contents



Item 3. Quantitative and Qualitative Disclosures About Market Risk
      37




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##### Table of Contents



3 months
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Expected2005
    
    
    2006
    
    
    2007
    
    
    2008
    
    
    2009
    
    
    2010
    
    
    Thereafter
    
    
    Cash Flows
    
    
    Fair Value$( in thousands)Fixed maturity securities
available-for-sale
    
    $
    275
    
    
    $
    880
    
    
    $
    1,053
    
    
    $
    1,173
    
    
    $
    920
    
    
    $
    655
    
    
    $
    11,459
    
    
    $
    16,415
    
    
    $
    16,639Average interest rate
    
    
    7.6
    %
    
    
    6.6
    %
    
    
    5.9
    %
    
    
    5.8
    %
    
    
    6.0
    %
    
    
    5.6
    %
    
    
    5.6
    %Fixed maturity securities
held for trading purposes
    
    $
    67
    
    
    $
    132
    
    
    $
    177
    
    
    $
    217
    
    
    $
    183
    
    
    $
    131
    
    
    $
    558
    
    
    $
    1,465
    
    
    $
    1,465Average interest rate
    
    
    3.5
    %
    
    
    3.1
    %
    
    
    3.2
    %
    
    
    2.6
    %
    
    
    2.5
    %
    
    
    3.0
    %
    
    
    4.1
    %Mortgage loans
    
    $
    13
    
    
    $
    60
    
    
    $
    59
    
    
    $
    72
    
    
    $
    64
    
    
    $
    75
    
    
    $
    625
    
    
    $
    968
    
    
    $
    980Average interest rate
    
    
    6.7
    %
    
    
    7.0
    %
    
    
    7.0
    %
    
    
    6.9
    %
    
    
    6.9
    %
    
    
    6.9
    %
    
    
    6.6
    %Total
    
    $
    355
    
    
    $
    1,072
    
    
    $
    1,289
    
    
    $
    1,462
    
    
    $
    1,167
    
    
    $
    861
    
    
    $
    12,642
    
    
    $
    18,848
    
    
    $
    19,084
      
 Item 4. Controls and Procedures
   38




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##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
     
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  39




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##### Table of Contents



(c) Total number
    
    
    (d) Maximum numberof shares (or
    
    
    (or approximate dollar(a) Total
    
    
    
    
    
    
    (b) Average
    
    
    units) purchased
    
    
    value) of sharesnumber of
    
    
    
    
    
    
    price paid
    
    
    as part of publicly
    
    
    (or units) that mayshares (or units)
    
    
    
    
    
    
    per share
    
    
    announced plans
    
    
    yet be purchased underPeriod
    
    purchased (1)
    
    
    
    
    
    
    (or units)
    
    
    or programs
    
    
    the plans or programs (3)01/01/2005-01/31/2005
    
    
    
    
    
    
    
    
    
    $
    
    
    
    
    
    
    
    
    2,027,50002/01/2005-02/28/2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,027,50003/01/2005-03/31/2005
    
    
    441,236
    
    (2)
    
    
    
    
    
    47.36
    
    
    
    414,000
    
    
    
    1,613,50004/01/2005-04/30/2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,613,50005/01/2005-05/31/2005
    
    
    107,500
    
    
    
    
    
    
    
    46.48
    
    
    
    107,500
    
    
    
    1,506,00006/01/2005-06/30/2005
    
    
    436
    
    
    
    
    
    
    
    47.83
    
    
    
    436
    
    
    
    6,000,00007/01/2005-07/31/2005
    
    
    239,500
    
    
    
    
    
    
    
    48.80
    
    
    
    239,500
    
    
    
    5,760,50008/01/2005-08/31/2005
    
    
    2,230,000
    
    
    
    
    
    
    
    51.32
    
    
    
    2,230,000
    
    
    
    3,530,50009/01/2005-09/30/2005
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,530,500Total
    
    
    3,018,672
    
    
    
    
    
    
    $
    50.37
    
    
    
    2,991,436
 
 (1)
    
    Does not include shares withheld from employee stock awards to satisfy applicable tax withholding obligations.(2)
    
    The March 2005 shares purchased included 27,236 shares which were not part of the repurchase program.(3)
    
    On June 24, 2005, our board of directors authorized a repurchase program of up to 6 million shares of our
outstanding common stock. The program replaced and terminated a previous program which authorized
repurchase of up to 3 million shares. There is no expiration date for this program. 
 Item 6. Exhibits
  40




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##### Table of Contents



SIGNATURES
  DATED: November 8, 2005
    
    AMERUS GROUP CO.By
    
    /s/ Melinda S. Urion

     Melinda S. UrionExecutive Vice President,Chief Financial Officer and Treasurer(Principal Financial Officer)By
    
    /s/ Brenda J. Cushing

     Brenda J. CushingSenior Vice President and Controller(Principal Accounting Officer)
 41




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##### Table of Contents



AMERUS GROUP CO. AND SUBSIDIARIES
 
 INDEX TO EXHIBITS
 ExhibitNo.
    
    Description2.1
    
    Combination and Investment Agreement, dated February 18, 2000, among American Mutual
Holding Company, AmerUs Life Holdings, Inc., Indianapolis Life Insurance Company and The
Indianapolis Life Group of Companies, Inc., filed as Exhibit 2.1 to AmerUs Life Holdings,
Inc.s report on Form 8-K/A on March 6, 2000, is hereby incorporated by reference.2.2
    
    Purchase Agreement, dated as of February 18, 2000, by and between American Mutual
Holding Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.5 on Form 10-K, dated March 8, 2000, is hereby
incorporated by reference.2.3
    
    Agreement and Plan of Merger, dated December 17, 1999, by and between American Mutual
Holding Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.6 on Form 10-K, dated March 8, 2000, is hereby
incorporated by reference.2.4
    
    Amendment No. 1 to Agreement and Plan of Merger, dated February 18, 2000, by and between
American Mutual Holding Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.7 on Form 10-K, dated March 8, 2000, is
hereby incorporated by reference.2.5
    
    Letter Agreement, dated December 17, 1999, by and between American Mutual Holding
Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.8 on Form 10-K, dated March 8, 2000, is hereby incorporated by
reference.2.6
    
    Notification Agreement, dated as of February 18, 2000, by and among American Mutual
Holding Company, AmerUs Life Holdings, Inc. and Bankers Trust Company, filed as Exhibit 2.9 on Form 10-K, dated March 8,
2000, is hereby incorporated by reference.2.7
    
    Amendment No. 2 to Agreement and Plan of Merger, dated April 3, 2000, by and between American
Mutual Holding Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.10 on Form 10-Q,
dated May 15, 2000, is hereby incorporated by reference.2.8
    
    Amendment No. 1 to the Purchase Agreement, dated April 3, 2000, by and between American
Mutual Holding Company and AmerUs Life Holdings, Inc., filed as Exhibit 2.11 on Form 10-Q,
dated May 15, 2000, is hereby incorporated by reference.2.9
    
    Amendment to Combination and Investment Agreement dated February 18, 2000 among American
Mutual Holding Company, AmerUs Life Holdings, Inc., Indianapolis Life Insurance Company and
The Indianapolis Life Group of Companies, Inc., dated September 18, 2000, filed as Exhibit 2.2
to Form 8-K12G3 of the Registrant dated September 21, 2000, is hereby incorporated by
reference.2.10
    
    Stock Purchase Agreement, dated January 1, 2002, by and among AmerUs Annuity Group Co., and
the Stockholders of Family First Advanced Estate Planning and Family First Insurance Services,
filed as Exhibit 2.13 on Form 10-Q dated August 12, 2002, is hereby incorporated by reference.3.1*
    
    Amended and Restated Articles of Incorporation of the Registrant as of September 26, 2005.3.2
    
    Amended and Restated Bylaws of the Registrant, filed as Exhibit 3.2 on Form 10-Q, dated
August 6, 2004, is hereby incorporated by reference.4.1
    
    Amended and Restated Trust Agreement dated as of February 3, 1997 among AmerUs Life Holdings,
Inc., Wilmington Trust Company, as property trustee, and the administrative trustees named
therein (AmerUs Capital I business trust), filed as Exhibit 3.6 to the registration statement
of AmerUs Life Holdings, Inc. and AmerUs Capital I on Form S-1, Registration Number 333-13713,
is hereby incorporated by reference.4.2
    
    Indenture dated as of February 3, 1997 between AmerUs Life Holdings, Inc. and Wilmington
Trust Company relating to the Companys 8.85% Junior Subordinated Debentures, Series A, filed
as Exhibit 4.1 to the registration statement of AmerUs Life Holdings, Inc. and AmerUs Capital
I on Form S-1, Registration Number, 333-13713, is hereby incorporated by reference.4.3
    
    Guaranty Agreement dated as of February 3, 1997 between AmerUs Life Holdings, Inc., as
guarantor, and Wilmington Trust Company, as trustee, relating to the 8.85% Capital Securities,
Series A, issued by AmerUs
 42




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##### Table of Contents



ExhibitNo.
    
    DescriptionCapital I, filed as Exhibit 4.4 to the registration statement on Form S-1, Registration Number, 333-13713, is hereby
incorporated by reference.4.4
    
    Certificate of Trust of AmerUs Capital III filed as Exhibit 4.7 to the registration statement of
AmerUs Life Holdings, Inc., AmerUs Capital II and AmerUs Capital III, on Form S-3 (No.
333-50249), is hereby incorporated by reference.4.5
    
    Senior Indenture, dated as of June 16, 1998, by and between AmerUs Life Holdings, Inc. and
First Union National Bank, as Indenture Trustee, relating to the AmerUs Life Holdings, Inc.s
6.95% Senior Notes, filed as Exhibit 4.14 on Form 10-Q, dated August 13, 1998, is hereby
incorporated by reference.4.6
    
    Subordinated Indenture, dated as of July 27, 1998, by and between AmerUs Life Holdings, Inc.
and First Union National Bank, as Indenture Trustee, relating to AmerUs Life Holdings, Inc.s
6.86% Junior Subordinated Deferrable Interest Debentures, filed as Exhibit 4.15 on Form 10-Q,
dated August 13, 1998, is hereby incorporated by reference.4.7
    
    First Supplement to Indenture dated February 3, 1997 among American Mutual Holding Company,
AmerUs Life Holdings, Inc. and Wilmington Trust Company as Trustee, relating to the Companys
8.85% Junior Subordinated Debentures, Series A, dated September 20, 2000, filed as Exhibit
4.14 on Form 10-Q dated November 14, 2000, is hereby incorporated by reference.4.8
    
    Assignment and Assumption Agreement to Amended and Restated Trust Agreement, dated February
3, 1997 between American Mutual Holding Company and AmerUs Life Holdings, Inc., dated
September 20, 2000, filed as Exhibit 4.15 on Form 10-Q dated November 14, 2000, is hereby
incorporated by reference.4.9
    
    Assignment and Assumption to Guaranty Agreement, dated February 3, 1997 between American
Mutual Holding Company and AmerUs Life Holdings, Inc., dated September 20, 2000, filed as
Exhibit 4.16 on Form 10-Q, dated November 14, 2000, is hereby incorporated by reference.4.10
    
    First Supplement to Senior Indenture dated June 16, 1998, relating to AmerUs Life Holdings,
Inc.s 6.95% Senior Notes, among American Mutual Holding Company, AmerUs Life Holdings, Inc.
and First Union National Bank, as Trustee, dated September 20, 2000, filed as Exhibit 4.23 on
Form 10-Q, dated November 14, 2000, is hereby incorporated by reference.4.11
    
    Form of Purchase Contract Agreement between AmerUs Group Co. and Wachovia Bank, National
Association (formerly known as First Union National Bank), as Purchase Contract Agent, filed
as Exhibit 4.1 on Form 8-A12B, dated May 22, 2003, is hereby incorporated by reference.4.12
    
    Form of Pledge Agreement among AmerUs Group Co., BNY Midwest Trust Company, as Collateral
Agent, Custodial Agent and Securities Intermediary and Wachovia Bank, National Association
(formerly known as First Union National Bank), as Purchase Contract Agent, filed as Exhibit
4.2 on Form 8-A12B dated May 22, 2003, is hereby incorporated by reference.4.13
    
    Form of Remarketing Agreement among AmerUs Group Co., Wachovia Bank, National Association
(formerly known as First Union National Bank), as Purchase Contract Agent, and the Remarketing
Agent named therein, filed as Exhibit 4.3 on Form 8-A12B dated May 22, 2003, is hereby
incorporated by reference.4.14
    
    Form of Income PRIDES (included in Exhibit 4.1 as Exhibit A thereto), filed as Exhibit 4.1 on
Form 8-A12B, dated May 22, 2003, is hereby incorporated by reference.4.15
    
    Officers Certificate attaching form of Senior Notes initially due 2008, filed as Exhibit 4.7
on Form 8-A12B, dated May 22, 2003, is hereby incorporated by reference.4.16
    
    Officers Certificate dated August 5, 2005 providing for issuance of 5.95% Senior Notes,
filed as Exhibit 4.1 on Form 8-K dated August 8, 2005, is hereby incorporated by reference.4.17
    
    Senior Indenture between AmerUs Group Co. and The Bank of New York Trust Company, N.A., filed
as Exhibit 4.2 on Form 8-K on August 8, 2005, is hereby incorporated by reference.4.18
    
    Form of Global Note for 5.95% Senior Notes filed as Exhibit 4.3 on Form 8-K on August 8,
2005, is hereby incorporated by reference.4.19
    
    Certificate of Series A Non-Cumulative Perpetual Preferred Stock, filed as Exhibit 4.1 on
Form 8-K on September 27, 2005, is hereby incorporated by reference.10.1
    
    Confirmation between J.P. Morgan Securities Inc., as agent for JPMorgan Chase
bank, National Association, London Branch and AmerUs Group Co. Dated August 24, 2005 for
purchase of 2,230,000 shares of common stock filed as Exhibit 99.1 on Form 8-K on August 24,
2005, is hereby incorporated by reference.
 43




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##### Table of Contents



ExhibitNo.
    
    Description10.2
    
    Declaration of Covenant, dated as of September 26, 2005, by AmerUs Group Co.,
filed as Exhibit 99.1 on Form 8-K on September 27, 2005, is hereby incorporated by reference.11.1
    
    Statement Re: Computation of Per Share Earnings is included in note 2 to the consolidated
financial statements.12*
    
    Computation of Ratios of Earnings to Fixed Charges.31.1*
    
    Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a-15(e) or Rule 15d-15(e).31.2*
    
    Certification of Chief Financial Officer of Periodic Report Pursuant to Rule 13a-15(e) or Rule 15d-15(e).32.1*
    
    Certification of Chief Executive Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350.32.2*
    
    Certification of Chief Financial Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350.
 
 *
    
    Included herein 44