<PAGE>   1
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(MARK ONE)
[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT
         FOR THE TRANSITION PERIOD FROM _______ TO ________
         COMMISSION FILE NUMBER 0-23637

                               THE WMA CORPORATION
                 (Name of small business issuer in its charter)

           DELAWARE                                             58-2179041
(State or other jurisdiction of                               (IRS Employer
Incorporation or organization)                              Identification No.)

                11315 JOHNS CREEK PARKWAY, DULUTH, GEORGIA 30097
                    (Address of principal executive offices)

Issuer's telephone number: (770) 248-3311

          Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes X No

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

         Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13, or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes No

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares outstanding of each of the Issuer's classes
of common equity, as of the latest practicable date:

         As of September 30, 1999, there were 2,495,010 shares of common stock
(.001 par value) outstanding.

         Transitional Small Business Disclosure Format (Check one): Yes No X


<PAGE>   2



                                TABLE OF CONTENTS

                                     PART I

<TABLE>
<CAPTION>
                                                                                                       PAGE NO.
                                                                                                       --------
<S>             <C>                                                                                    <C>

ITEM 1          Financial Statements                                                                       3

ITEM 2          Management's Discussion and Analysis or Plan of Operation                                 10

                                     PART II

ITEM 1          Legal Proceedings                                                                         20
ITEM 2          Changes in Securities                                                                     20
ITEM 3          Defaults Upon Senior Securities                                                           21
ITEM 4          Submission of Matters to a Vote of Security Holders                                       21
ITEM 5          Other Information                                                                         21
ITEM 6          Exhibits and Reports on Form 8-K                                                          22
</TABLE>


                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]


                                                                               2
<PAGE>   3


                               THE WMA CORPORATION

                           CONSOLIDATED BALANCE SHEETS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                             SEPTEMBER 30,       DECEMBER 31,
                                                                                  1999              1998
                                                                                  ----              ----
<S>                                                                          <C>                <C>
                                  ASSETS
Fixed maturity securities - available for sale (amortized cost
 of $2,123,024 and $9,501,564 for 1999 and 1998, respectively)               $  2,091,718       $  9,869,679
Cash and cash equivalents                                                       2,711,102          6,617,710
Investment income due and accrued                                                  30,110            136,196
Reinsurance balances receivable                                                   299,524            101,034
Reinsured policy loans                                                            231,741             45,502
Deferred acquisition costs                                                     58,330,715         27,537,866
Deferred organization costs (net of accumulated amortization
 of $186,869 and $98,565 at 1999 and 1998, respectively)                               --             88,304
Prepaid expenses                                                                  345,163            216,746
Due from World Marketing Alliance, Inc.                                                --              3,507
Fixed assets (net of accumulated depreciation of $43,175 and $7,649 for
 1999 and 1998, respectively)                                                     100,174             84,820
Other assets                                                                           --            179,810
                                                                             ------------       ------------
    Total assets                                                             $ 64,140,247       $ 44,881,174
                                                                             ============       ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
  Future policy benefits                                                     $  4,651,435       $  2,624,020
  Reinsurance balances due and accrued                                         17,329,420          5,425,467
  Accrued expenses                                                                 89,648            105,854
  Accounts payable                                                                 45,810             70,376
  Due to World Marketing Alliance, Inc.                                             3,878                 --
  Accrued interest payable                                                        451,985            101,099
  Short term debt                                                               5,303,562         10,000,000
  Note payable - long term                                                      5,000,000                 --
  Deferred tax liability                                                        3,782,669          2,181,219
                                                                             ------------       ------------
    Total liabilities                                                          36,658,407         20,508,035
                                                                             ------------       ------------

Stockholders' equity:
  Common stock, par value $.001, 50,000,000 authorized: 2,500,000
     Shares issued in 1999 and 1998                                                 2,500              2,500
  Additional paid-in capital                                                   20,228,973         20,228,973
  Accumulated other comprehensive income (loss)                                   (20,661)           242,977
  Retained earnings                                                             7,320,928          3,948,589
  Treasury stock, at cost (4,990 shares for 1999 and 1998)                        (49,900)           (49,900)
                                                                             ------------       ------------
    Total stockholders' equity                                                 27,481,840         24,373,139
                                                                             ------------       ------------
    Total liabilities and stockholders' equity                               $ 64,140,247       $ 44,881,174
                                                                             ============       ============
</TABLE>

          See accompanying notes to consolidated financial statements.

                                                                               3



<PAGE>   4


                               THE WMA CORPORATION

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                    THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                                       SEPTEMBER 30,                       SEPTEMBER 30,
                                                                  1999              1998              1999              1998
                                                                  ----              ----              ----              ----
<S>                                                           <C>               <C>               <C>                <C>

Revenues:
  Premiums                                                    $ 2,074,400       $ 1,853,639       $  6,186,176       $ 5,383,901
  Reinsured policy revenues                                     4,535,519         1,346,430         10,893,157         2,236,421
  Net investment income                                            95,983           258,971            380,253           786,978
  Net realized (loss) gain on investments                        (144,925)          110,424           (123,299)           94,635
                                                              -----------       -----------       ------------       -----------
    Total revenue                                               6,560,977         3,569,464         17,336,287         8,501,935
Benefits and expenses:
  Benefits, claims and settlement expenses                        921,420           595,465          3,402,163         2,410,778
  Change in future policy benefits                                 (1,358)            6,763             18,845            27,869
  Reinsurance premium allowances, net                           1,418,235           728,749          3,736,775         1,808,581
  Amortization of deferred acquisition costs, net               1,282,089           377,136          3,371,907           933,918
  Professional fees and other expenses                            249,281           193,518            727,473           378,477
  Interest expense                                                431,022                --            933,644                --
  Consulting fees to World Marketing Alliance, Inc.                12,771            45,767             35,876           224,399
                                                              -----------       -----------       ------------       -----------
    Total benefits and expenses                                 4,313,460         1,947,398         12,226,683         5,784,022
                                                              -----------       -----------       ------------       -----------
    Income before income taxes                                  2,247,517         1,622,066          5,109,604         2,717,913
Income tax expense                                               (764,155)         (552,035)        (1,737,265)         (925,685)
                                                              -----------       -----------       ------------       -----------
    Net income                                                $ 1,483,362       $ 1,070,031       $  3,372,339       $ 1,792,228
                                                              ===========       ===========       ============       ===========

Basic and diluted income per share                            $      0.59       $      0.43       $       1.35       $      0.72
                                                              ===========       ===========       ============       ===========

Weighted-average common shares outstanding                      2,495,010         2,495,010          2,495,010         2,496,018
                                                              ===========       ===========       ============       ===========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                                                               4



<PAGE>   5


                              THE WMA CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                        NINE MONTHS ENDED
                                                                                          SEPTEMBER 30,
                                                                                   1999                    1998
                                                                                   ----                    ----
<S>                                                                              <C>                <C>
Cash flows from operating activities:
  Net income                                                                     $  3,372,339       $  1,792,228
  Adjustments to reconcile net income to net cash
    provided by (used in) operating activities:
  Amortization and depreciation                                                     3,495,737            961,246
  Deferred tax expense                                                              1,737,265            925,685
  Net realized loss (gain) on investments                                             123,299            (94,635)
  Change in:
    Investment income due and accrued                                                 106,086            109,033
    Reinsurance balances receivable                                                  (198,490)           121,991
    Reinsured policy loans                                                           (186,239)                --
    Deferred acquisition costs                                                    (34,164,756)       (16,713,939)
    Prepaid expenses                                                                 (128,417)          (679,034)
    Due from World Marketing Alliance, Inc.                                             3,507             (2,607)
    Other assets                                                                      179,810                783
    Future policy benefits                                                          2,027,415            641,557
    Reinsurance balances payable                                                   11,903,953          5,171,280
    Accrued expenses                                                                  (16,206)           (11,235)
    Accounts payable                                                                  (24,566)            12,959
    Accrued interest payable                                                          350,886                 --
    Due to WMA Management Services, Inc.                                                   --           (120,000)
    Due to World Marketing Alliance, Inc.                                               3,878             (1,916)
                                                                                 ------------       ------------
      Net cash used in operating activities                                       (11,414,499)        (7,886,604)
                                                                                 ------------       ------------

Cash flows from investing activities:
  Proceeds from sales of available-for-sale securities                              7,255,209          8,103,247
  Purchase of fixed assets                                                            (50,880)            (2,918)
                                                                                 ------------       ------------
      Net cash provided by investing activities                                     7,204,329          8,100,329
                                                                                 ------------       ------------

Cash flows from financing activities:
  (Decrease) increase of principal due on short-term debt                          (4,696,438)         5,000,000
  Proceeds from long-term note                                                      5,000,000                 --
  Purchase of treasury stock                                                               --            (27,900)
                                                                                 ------------       ------------
    Net cash provided by financing activities                                         303,562          4,972,100
                                                                                 ------------       ------------
    Net (decrease) increase in cash and cash equivalents                           (3,906,608)         5,185,825
Cash and cash equivalents at beginning of period                                    6,617,710          1,469,663
                                                                                 ------------       ------------
Cash and cash equivalents at end of period                                       $  2,711,102       $  6,655,488
                                                                                 ============       ============
Supplemental disclosure of cash flow information:
  Interest paid                                                                  $         --       $         --
                                                                                 ============       ============
  Income taxes paid                                                              $         --       $         --
                                                                                 ============       ============
</TABLE>


          See accompanying notes to consolidated financial statements.

                                                                               5

<PAGE>   6


                               THE WMA CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               SEPTEMBER 30, 1999

(1)   BASIS OF PRESENTATION

         The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions for Form 10-QSB of Regulation
S-B. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for the nine months ended September 30, 1999 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 1999. The unaudited financial statements should be read in
conjunction with the Company's audited financial statements included in the
Company's 1998 Form 10-KSB Annual Report as filed with the Securities and
Exchange Commission.

(2)   DEFERRED TAX

         Deferred income tax liabilities and related expenses are determined in
accordance with Statement of Financial Accounting Standards No. 109, Accounting
for Income Taxes (SFAS No. 109) using an effective federal tax rate of 34%. SFAS
No. 109 specifically excludes recognition of the "small life insurance company
deduction" available under Section 806 of the Internal Revenue Code for
qualifying life insurance companies. This special deduction can reduce the
effective federal income tax rate from 34% to less than 20% depending upon the
amount of taxable income. Consequently, the effective tax rate on the Company's
earnings may ultimately prove to be less than the deferred income tax
liabilities and related expenses determined under SFAS No.109, at September 30,
1999.

(3)   COMPREHENSIVE INCOME

         Statement of Financial Accounting Standards No. 130, Reporting
Comprehensive Income (SFAS No.130) establishes standards for reporting and
displaying comprehensive income and its components in a full set of
general-purpose financial statements. The Company adopted SFAS No. 130 effective
January 1, 1998. The primary component of the difference between net income and
comprehensive income for the Company is unrealized gains on securities. Total
comprehensive income for the quarter ended September 30, 1999 was $1,484,854
compared to $1,104,412 for the quarter ended September 30, 1998. Total
comprehensive income for the nine months ended September 30, 1999 was $3,108,701
compared to $2,023,689 for the nine months ended September 30, 1998.

(4)   ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards No. 133, Accounting for Derivative Instruments
and Hedging Activities (SFAS No. 133). This statement establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in investment securities and other contracts, and for
hedging activities. It requires that an entity recognize all derivatives as
either assets or liabilities in the balance sheet and measure those instruments
at fair value. The accounting for changes in the fair value of a derivative will
be included in either earnings or other comprehensive income depending on the
intended use of the derivative instrument. In June 1999, FASB issued Statement
of Financial Accounting Standards No. 137, Accounting for Derivative Instruments
and Hedging Activities--Deferral of the Effective Date of FASB Statement No.133
(SFAS No. 137). This statement defers the effective date of SFAS No. 133. The
provisions of SFAS No.137 are effective for all fiscal quarters of fiscal years
beginning after June 15, 2000; however, the Company does not believe such
provisions will have a significant impact on the financial statements upon
adoption.

                                                                               6

<PAGE>   7



         In December 1997, the Accounting Standards Executive Committee (AcSEC)
issued Statement of Position (SOP) 97-3, Accounting by Insurance and Other
Enterprises for Insurance-Related Assessments. This SOP provides guidance for
determining when an entity should recognize a liability for guaranty fund and
other insurance-related assessments. It also provides guidance on how to measure
the liability. The Company adopted SOP 97-3 effective January 1, 1999. The
provisions of SOP 97-3 do not have a significant impact on the financial
statements of the Company.

         In April 1998, the AcSEC also issued SOP 98-5, Reporting on the Costs
of Start-Up Activities. This SOP provides guidance regarding the capitalization
and expense treatment of start-up activities, including organization costs. This
SOP is effective for 1999, with any impact upon adoption recorded at the
beginning of the fiscal year in which the SOP is initially adopted. The Company
adopted SOP 98-5 effective January 1, 1999 and as a result, wrote off $88,304 of
remaining deferred organization costs during the first quarter of 1999.

(5)   EARNINGS PER SHARE

         Basic income per share is computed on the weighted-average number of
shares outstanding in accordance with SFAS No. 128, Earnings Per Share. In
August 1999, the Company's stockholders authorized a 1999 stock option plan and
approved the issuance of options to purchase up to 450,000 shares of stock under
such stock option plan. Such stock options have been considered for purposes of
calculating diluted earnings per share, however, based on the per share exercise
price of the options granted, there is no difference between basic and diluted
earnings per share.

(6)   SEGMENT REPORTING

         The Company has two reportable segments: non-universal life-type
agreements and universal life-type agreements.* The reportable segments are
determined based on the nature of the reinsurance treaties and the accounting
treatment used for the various reinsurance treaties. The Company reinsures
certain variable universal life policies on a monthly renewable term ("MRT")
basis. MRT reinsurance involves the reinsurance of mortality risk whereby
premiums are not directly related to the premium rates on the original plan of
insurance and the ceding company is liable for the total net amount of risk of
the policies reinsured. The Company's MRT agreements are accounted for under
SFAS No. 60 accounting principles. The Company also reinsures certain variable
annuity contracts and variable universal life policies on a coinsurance and
modified coinsurance basis. Coinsurance involves the reinsurance of mortality
and investment risks on the same basis as that of the underlying policies. The
ceding life companies and the Company share in these risks in the same manner.
The Company's existing coinsurance agreements are accounted for under SFAS No.
97 accounting principles. Items not directly related to the business segments
and unallocated corporate items (i.e., other income, interest expense on
corporate debt and unallocated operating expenses) are shown separately,
consistent with the Company's internal measurement process. Segment assets
reported include those assets directly attributable to the reinsurance treaties
such as reinsurance balances receivable, deferred acquisition costs, policy
loans, prepaid expenses, invested assets and cash. Invested assets are allocated
to the treaties based upon the letters of credit posted in support of the
statutory reserves held which is consistent with the Company's internal
measurement process.

-----------------
* Non-universal life-type agreements and universal life-type agreements as
referenced in SFAS No. 97, Accounting and Reporting by Insurance Enterprises for
Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale
of Investments, paragraphs 44 and 45.

                                                                               7

<PAGE>   8


                                SEGMENT REPORTING

<TABLE>
<CAPTION>
                                                          Three months ended                            Three months ended
                                                          September 30, 1999                            September 30, 1998
                                                          ------------------                            ------------------

(Amounts shown in thousands)          Non-Universal  Universal                         Non-Universal  Universal
                                         Life-Type   Life-Type    Other       Totals     Life-Type    Life-Type   Other    Totals
<S>                                   <C>            <C>          <C>       <C>        <C>            <C>         <C>     <C>
Premiums                                  $2,074                            $  2,074       $1,854                         $ 1,854
Reinsured policy revenues                              4,535                   4,535                     1,346              1,346
Benefits, claims and
 settlement expenses                         489         431                     920          621          (19)               602
Reinsurance premium
 allowances, net                             527         891                   1,418          494          235                729
Amortization of deferred
 acquisition costs                            41       1,241                   1,282           15          362                377
                                          ------      ------      -------   --------       ------      -------    -----   -------
Underwriting profit                        1,017       1,972                   2,989          724          768              1,492

Net investment income (expense)               55          61          (20)        96           71          137       51       259
Net realized gain (loss)
 on investments                                                      (145)      (145)                               110       110
Other expenses                                13         240          440        693            5           31      203       239
                                          ------      ------      -------   --------       ------      -------    -----   -------
Segment operating income (loss)
 before tax                                1,059       1,793         (605)     2,247          790          874      (42)    1,622
Income tax expense (benefit)                 360         610         (206)       764          269          297      (14)      552
                                          ------      ------      -------   --------       ------      -------    -----   -------
Segment net income (loss)                 $  699       1,183         (399)  $  1,483       $  521          577      (28)  $ 1,070
                                          ======      ======      =======   ========       ======      =======    =====   =======
Segment assets                            $6,112      74,367      (16,339)  $ 64,140       $6,160       27,689    4,950   $38,799
                                          ======      ======      =======   ========       ======      =======    =====   =======
</TABLE>


<TABLE>
<CAPTION>
                                                          Nine months  ended                            Three months ended
                                                          September 30, 1999                            September 30, 1998
                                                          ------------------                            ------------------

(Amounts shown in thousands)   Non-Universal   Universal                          Non-Universal  Universal
                                 Life-Type     Life-Type      Other      Totals     Life-Type    Life-Type   Other        Totals
<S>                            <C>             <C>            <C>        <C>      <C>            <C>         <C>          <C>
Premiums                          $ 6,186                               $ 6,186      $5,384                               $ 5,384
Reinsured policy revenues                        10,893                  10,893                    2,236                    2,236
Benefits, claims and
 settlement expenses                2,068         1,353                   3,421       2,413           26                    2,439
Reinsurance premium
 allowances, net                    1,579         2,158                   3,737       1,445          363                    1,808
Amortization of deferred
 acquisition costs                    136         3,235                   3,371         131          803                      934
                                  -------       -------       -------   -------      ------      -------      ------      -------
Underwriting profit                 2,403         4,147                   6,550       1,395        1,044                    2,439

Net investment income                 127           143           110       380         138          137         512          787
Net realized gain (loss)
 on investments                                                  (123)     (123)                                  95           95
Other expenses                         25           359         1,313     1,697          13           94         496          603
                                  -------       -------       -------   -------      ------      -------      ------      -------
Segment operating income
 (loss) before tax                  2,505         3,931        (1,326)    5,110       1,520        1,087         111        2,718
Income tax expense (benefit)          852         1,336          (451)    1,737         517          370          39          926
                                  -------       -------       -------   -------      ------      -------      ------      -------
Segment net income (loss)         $ 1,653         2,595          (875)  $ 3,373       1,003          717          72      $ 1,792
                                  =======       =======       =======   =======      ======      =======      ======      =======
Segment assets                    $ 6,112        74,367       (16,339)  $64,140      $6,160       27,689       4,950      $38,799
                                  =======       =======       =======   =======      ======      =======      ======      =======
</TABLE>

                                                                               8

<PAGE>   9



         Of the total premiums and reinsured policy revenues above, 89% and 90%
relate to business reinsured by Western Reserve Life Assurance Co. of Ohio
("Western Reserve"), for the three months ended September 30, 1999 and 1998,
respectively. For the nine-month periods ending September 30, 1999 and 1998, 88%
and 90% of the total premiums and reinsured policy revenues shown above relate
to business reinsured by Western Reserve. Of the total underwriting profit
above, 88% and 84% relate to business reinsured by Western Reserve for the three
months ended September 30, 1999 and 1998, respectively. For the nine months
ended September 30, 1999 and 1998, 87% and 83% of the total underwriting profit
above relate to business reinsured by Western Reserve.

(7)   RECLASSIFICATION

         The Company has reclassified the presentation of certain 1998
information to conform to the 1999 presentation.

(8)   SUBSEQUENT EVENTS

         WMA Life Insurance Company Limited ("WMA Life") entered into a letter
of intent with Western Reserve to reinsure two new products introduced for sale
in late 1999. The agreement provides for the reinsurance of the WRL Freedom
Protector Term (including riders and supplemental benefits), a term life
insurance product, and the WRL Financial Freedom Accumulator (including riders
and supplemental benefits), a flexible premium whole life insurance product sold
by producers of WMA Securities, Inc. and issued by the reinsured. Western
Reserve will cede and WMA Life will coinsure policies of these plans on a twenty
percent (20%) quota share, commencing with policies issued on or after January
1, 2000. The cession is contingent on WMA Life demonstrating that its unassigned
invested securities, together with anticipated cash flows, are sufficient to
meet expected reinsurance settlements through Year 2000 under the proposed
agreement.

         The Company has been exploring alternatives to restructure its line of
credit with Money Services, Inc. ("MSI"), of which all outstanding balances of
principal and interest under this line of credit become due and payable upon the
earlier of: (i) December 31, 1999; or (ii) the closing of the Company's
offerings related to the private sale of preferred and common stock to
institutional and other accredited investors. If sufficient proceeds are not
obtained from the private placement offerings and alternative sources of
financing are not obtainable at an acceptable cost before December 31, 1999, the
Company will be unable to repay amounts borrowed from MSI under this line of
credit agreement. The alternatives have focused on: (i) an extension which
defers the balance of any remaining amounts due under the line of credit until
the closing of the Company's offerings; and (ii) obtaining a $5.8 million term
note to be applied toward the existing outstanding balances on the line of
credit. There can be no assurance that such alternatives would be available to
the Company at an acceptable cost, if at all. If alternative sources of
financing cannot be obtained at an acceptable cost, Western Reserve, pursuant to
the terms of the line of credit agreement with MSI, would, upon the Company's
failure to timely repay loans obtained under the line of credit agreement, have
the right to recapture a portion of the business ceded to WMA Life during 1998.
The recapture of business, previously ceded to WMA Life, would result in a
material disruption in the Company's earnings, growth and business plan.

         The Company has also been discussing with Western Reserve the recapture
of all or a portion of the variable universal life and variable annuity business
ceded to WMA Life during 1999 on a coinsurance and modified coinsurance basis.
In accordance with the terms of the reinsurance agreements amended in 1999, the
Company has been deferring settlements due Western Reserve for business ceded to
the Company during 1999. If sufficient proceeds are not obtained from the
private placement offerings and alternative sources of financing are not
obtainable at an acceptable cost before December 31, 1999, the Company will be
unable to pay the deferred settlements on that date, thereby allowing Western
Reserve the option to recapture business previously ceded during 1999. The
recapture of business, previously ceded to WMA Life would result in a material
disruption in the Company's earnings, growth and business plan.

         For further discussion regarding the MSI line of credit, the deferred
reinsurance settlements, and the private placement offerings, refer to the
Liquidity and Capital Resources Section of the Management's Discussion and
Analysis or Plan of Operations.

                                                                               9
<PAGE>   10


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Management's Discussion and Analysis or Plan of Operation ("MD&A") addresses the
financial condition of the Company as of September 30, 1999, compared with
December 31, 1998, and its results of operations for the third quarter and nine
months ended September 30, 1999 compared with the equivalent 1998 periods. This
discussion should be read in conjunction with the MD&A in the Company's 1998
Form 10-KSB Annual Report.

OVERVIEW

         The WMA Corporation (the "Company") is a holding company, owning all of
the outstanding capital stock of WMA Life Insurance Company Limited ("WMA
Life"), a Bermuda life insurance corporation. WMA Life began reinsurance
operations at the end of the second quarter of 1996. WMA Life presently provides
reinsurance to certain life insurance companies ("Ceding Life Companies") with
respect to variable universal life ("VUL") and variable annuity policies sold
through World Marketing Alliance, Inc., a Georgia corporation which operates a
multi-product independent insurance agency. World Marketing Alliance, Inc., and
certain affiliated entities and persons that are involved in the marketing and
sale of life insurance, annuities and other financial services, are referred to
herein as "WMA Agency", unless the context indicates otherwise. Where securities
licenses are required for the sale of variable annuity and VUL products, such
licenses are obtained through WMA Securities, Inc., a registered securities
broker-dealer ("WMA Securities"), under a dual licensing arrangement with WMA
Agency. S. Hubert Humphrey, Jr. ("Mr. Humphrey") owns substantially all of WMA
Agency and all of WMA Securities. Mr. Humphrey also beneficially owns
approximately 36.1% of the Company's Common Stock.

         All of the Company's reinsurance business is generated by the marketing
efforts of WMA Agency which places business with the Ceding Life Companies. The
Company does not use reinsurance intermediaries or engage in any direct
marketing activities. As a consequence, the Company is dependent upon and
benefits from WMA Agency marketing those products which the Company reinsures.
WMA Agency and WMA Securities are independent entities separate and apart from
the Company.

         The following tables show, by Ceding Life Company, the percentage of
WMA Agency business reinsured by the Company.

                         Life Insurance Applications(1)


<TABLE>
<CAPTION>
                                                               NINE MONTHS ENDED
Ceding Life Company                                                 9/30/99          1998             1997
-------------------                                                 -------          ----             ----
<S>                                                            <C>                   <C>              <C>

Western Reserve Life Assurance Co. of Ohio ("Western
Reserve")                                                             79%             81%              85%

Kemper Investors Life Insurance Company ("Kemper")                     3               4                2
                                                                     ----            ----             ----
Total Subject to Reinsurance                                          82%             85%              87%
Total Not Subject to Reinsurance                                      18              15               13
                                                                     ----            ----             ----
Total Applications Submitted                                         100%            100%             100%
</TABLE>

                             Annuity Applications(1)
<TABLE>
<CAPTION>
                                                               NINE MONTHS ENDED
                                                                    9/30/99              1998            1997
                                                                    -------              ----            ----
<S>                                                            <C>                       <C>             <C>
Ceding Life Company
-------------------
Western Reserve                                                       66%                  44%             0%

American Skandia Life Assurance Corporation ("American
Skandia")                                                             11                   16             13
                                                                     ---                  ---            ---
Total Subject to Reinsurance                                          77%                  60%            13%
Total Not Subject to Reinsurance                                      23                   40             87
                                                                     ---                  ---            ---
Total Applications Submitted                                         100%                 100%           100%
</TABLE>

(1)      As reported to WMA Agency by life insurance companies, of applications
         for life insurance and annuity policies submitted by WMA Agency, and
         that WMA Agency monitors on a regular basis.

                                                                              10

<PAGE>   11

         WMA Life's revenues do not, and are not expected to, bear any
relationship to the distribution of business placed by the companies with whom
WMA Agency does business as illustrated by the above tables. The reasons WMA
Life's revenues will diverge from the relationships noted above include, but are
not limited to, the nature, mix and pricing of the products reinsured; the terms
of the various reinsurance agreements; and the prescribed generally accepted
accounting for such products and reinsurance structures.

         Under a reinsurance agreement, the economic consequences of certain
insurance risks are transferred from the ceding company to the reinsurer.
Depending upon the type of reinsurance agreement, these risks may include:
mortality, persistency, expense and investment. Key considerations in evaluating
the risks include: industry experience, the ceding company's pricing and
assumptions, the type of product, the ceding company's underwriting practices
and procedures, the type of distribution system, the ceding company's recent
experience and the market for the product.

         The Ceding Life Companies retain responsibility for the payment of all
claims, surrender values, commissions and expenses involved in issuing and
maintaining the policies. In addition, the Ceding Life Companies administer the
reinsurance contracts and, on a monthly basis, provide WMA Life with information
regarding premiums, reserves, benefits, claims and settlement expenses for
policies reinsured.

         At September 30, 1999, WMA Life's reinsurance inforce on life insurance
policies, including riders, constituted 250,963 policies and riders with an
aggregate face amount of $7.65 billion. This is an increase of 42,642 life
insurance policies and riders, or 20%, and $1.53 billion of inforce face amount,
or 25%, from December 31, 1998. At September 30, 1999, WMA Life had reinsurance
inforce with respect to variable annuities for 20,937 policies with reinsured
annuity contract benefits of $310 million. This is an increase of 10,909 annuity
policies, or 109%, and $152 million of annuity contract benefits, or 96%, from
December 31, 1998.

         The following table indicates the percentage of WMA Life's reinsurance
revenues derived from the Ceding Life Companies:

<TABLE>
<CAPTION>
                                     NINE MONTHS
                                        ENDED
CEDING LIFE COMPANY                     9/30/99    1998      1997
-------------------                     -------    ----      ----
<S>                                     <C>        <C>       <C>

Western Reserve                           88%       89%       95%
American Skandia                           9         9         4
Kemper                                     3         2         1
                                         ---       ---       ---
      Total                              100%      100%      100%
</TABLE>


MRT REINSURANCE

         WMA Life's reinsurance indemnity agreements include two Monthly
Renewable Term ("MRT") agreements relating to VUL policies. MRT reinsurance is a
variation of Yearly Renewable Term Insurance. The reinsurance of the VUL
policies includes business previously and currently being sold through WMA
Agency and issued by Western Reserve and Kemper. Under the MRT reinsurance
agreements, WMA Life assumes a portion of the mortality risk related to the VUL
policies written by Western Reserve and Kemper.

COINSURANCE AND MODIFIED COINSURANCE

         Under a coinsurance arrangement, WMA Life assumes a proportionate share
of the risks and expenses and receives a proportionate share of the premiums and
revenues from the underlying policies. The assumed risks include mortality,
lapses, cash surrenders and investment risk. Additionally, under coinsurance WMA
Life must establish a proportionate share of the policy reserves. Modified
coinsurance ("ModCo") is a variation of coinsurance. ModCo is similar to
coinsurance except that the reserves and the assets related to the reserves,
which would otherwise be recorded and held by the Company, are retained by the
Ceding Life Company. ModCo is used primarily for products that develop cash
values which allows the Ceding Life Company to retain the associated assets for
investment purposes. Under coinsurance and modified coinsurance, the mortality,
persistency and investment risks are reinsured on the same plan as that of the
original policy. The Ceding Life Companies and the Company share in these risks
in the same manner.

                                                                              11

<PAGE>   12

         WMA Life has a modified coinsurance agreement with American Skandia and
a coinsurance and modified coinsurance agreement with Western Reserve providing
for the reinsurance of a portion of certain variable annuity policies sold
through WMA Agency. WMA Life also has a coinsurance and modified coinsurance
agreement with Western Reserve reinsuring a portion of certain VUL policies sold
through WMA Agency.

         The Company and Western Reserve amended the variable annuity and VUL
coinsurance and modified coinsurance agreements effective January 1, 1999 to
defer financial settlements on variable annuities and VUL policies issued during
1999 until December 30, 1999. Beginning April 1, 1999, a reinsurance fee of 9%
per annum accrues on the deferred reinsurance settlement balances. Settlements
on policies issued prior to 1999 under these agreements continue to be settled
on a quarterly basis. (See further discussion under Liquidity and Capital
Resources.)


ACCOUNTING

         WMA Life recognizes premiums as earned on MRT reinsurance for the
mortality risk reinsured. Reinsured policy revenues that are reported in the
period reflect policy mortality and expense charges, policy administration
charges, asset based allowances and deferred sales charges that have been
assessed against the reinsured policy account balances under the coinsurance and
modified coinsurance agreements, as they relate to universal life-type
contracts.

         Net investment income is the gross income earned from the invested
assets less the investment management expenses and custodial fees.

         WMA Life defers costs that vary with and are directly associated with
the acquisition of the reinsured policies. These expenses are deferred to the
extent that such costs are deemed recoverable from future policy revenues in
accordance with Generally Accepted Accounting Principles ("GAAP") and are
recorded as deferred acquisition costs on the balance sheet. Deferred
acquisition costs were $58.33 million at September 30, 1999, an increase of
$30.79 million, or 112%, for the first nine months of 1999. During this same
period, first-year life insurance premiums collected totaled $24.52 million, an
increase of $10.16 million, or 71%, and annuity premiums totaled $147.52
million, an increase of $31.25 million, or 27%.

         Deferred acquisition costs are amortized over the lives of the
underlying policies (with regard to the terms of the reinsurance agreement).
Under the MRT agreements, the amortization is in proportion to the ratio of
premiums collected during the then current period to total anticipated premiums.
The rate of amortization is based upon methods that include assumptions, such as
estimates of expected investment yields, mortality, persistency and expenses
applicable at the time the policies are reinsured. The assumptions include
provision for risk of adverse deviation.

         Under the coinsurance and modified coinsurance agreements, the
amortization of the deferred acquisition cost is in proportion to the ratio of
gross profits recognized during the then current period to total anticipated
gross profits. During each accounting period, assumptions used in calculating
the amortization of the Company's deferred acquisition expense reflect actual
experience for the then current accounting period. Management also reviews, on a
periodic basis, evolving experience with regard to the Company's assumptions,
concerning future experience with regard to mortality, persistency, investment
yields and expenses, in determining its estimate of future gross profits. To the
extent management believes variances from expected assumptions are permanent,
rather than temporal, assumptions used with regard to future experience will be
changed. Upon adoption of any change in assumptions used with regard to future
experience, the amortization of the Company's deferred acquisition cost will be
recalculated and will be reflected during the then current accounting period.

         Life insurance claims settled, claims reported and changes in estimates
of claims incurred but not reported related to reinsured VUL policies are
recorded as Benefits, claims and settlement expenses on the Consolidated
Financial Statements. The change in the liability for future policy benefits is
recorded separately as Change in future policy benefits in the Consolidated
Financial Statements.

         The liability for future policy benefits was $4.65 million at September
30, 1999, an increase of $2.03 million, or 77% for the first nine months of
1999. The liability at September 30, 1999 is comprised of two components: the
liabilities related to the coinsurance of variable annuity and VUL policyholder
obligations, and liabilities under the Company's MRT reinsurance agreements. The
liability, with regard to the MRT reinsurance, which represents the present
value of future benefits to be paid and related expenses, less the present value
of future net premiums (that portion of the premium required to provide for all
benefits and expenses), is estimated using the same methods and

                                                                              12

<PAGE>   13
assumptions used to amortize the deferred acquisition costs under the MRT
agreements. The liability for the fixed account portions of the Western Reserve
variable annuity and VUL coinsurance agreements is equal to reinsured policy
account balances. To date, management believes the assumptions used regarding
its liability for future policy benefits are appropriate for its circumstances.

RESULTS OF OPERATIONS

         Revenues. Revenues increased by $2.99 million, or 84%, and $8.83
million, or 104%, for the third quarter and the nine months ended September 30,
1999, respectively, as compared to the same periods in 1998. The increase was
primarily attributable to the growth in revenues associated with the coinsurance
and modified coinsurance agreements. To a lesser extent, the increase was
attributable to the growth in premiums associated with the MRT agreements.

         Premiums. Premiums increased by $221,000, or 12%, and $802,000, or 15%,
for the third quarter and the nine months ended September 30, 1999,
respectively, as compared to the same periods in 1998. The increase in premiums
was primarily attributable to the increasing duration of the policies in force
because premiums increase with the advancing age of the insured. However, the
number of policies and riders reinsured on a MRT basis decreased by 10,097, or
6%, from 160,588 at September 30, 1998 to 150,491 at September 30, 1999 due to
the discontinuation of Western Reserve's Financial Freedom Builder VUL policies
reinsured on a MRT basis, for policies issued after March 31, 1998, and the
lapsing of in force policies. Management expects the MRT inforce business to
continue to decline as policyholders terminate their policies either as a result
of surrender or premium lapse.

         Reinsured Policy Revenues. Reinsured policy revenues increased by $3.19
million, or 236%, and $8.65 million, or 386%, for the third quarter and the nine
months ended September 30, 1999, respectively, as compared to the same periods
of 1998. The revenue increase was largely attributable to the VUL coinsurance
and modified coinsurance agreement with Western Reserve and also to the variable
annuity agreements with Western Reserve and American Skandia. Of the $10.89
million Reinsured policy revenues for the nine months ended September 30, 1999,
$3.32 million was attributable to the variable annuity agreements compared to
$850,000 for the same period in 1998, an increase of $2.47 million, or 291%. The
remaining $7.57 million of Reinsured policy revenues for the nine months ended
September 30, 1999, was attributable to the VUL coinsurance and modified
coinsurance agreement as compared to $1.39 million for the same period in 1998,
an increase of $6.18 million, or 445%. These revenues reflect policy cost of
insurance charges, mortality and expense charges, policy administration charges,
asset based allowances and deferred sales charges under the coinsurance and
modified coinsurance agreements, as they relate to universal life-type
contracts.

         Net Investment Income and Net Realized Gain (Loss) on Investments. Net
investment income decreased by $163,000, or 63%, and $407,000, or 52%, for the
third quarter and the nine months ended September 30, 1999, respectively, as
compared to the same periods in 1998. Investment income is earned from the
investment in securities (fixed income and equity) and cash equivalents.
Investment expenses of $54,000 and $23,000 for the first nine months of 1999
and 1998, respectively, related to investment advisor fees and custodial fees,
were netted with gross investment income excluding realized gains and losses.
The decrease in net investment income was primarily due to the reduction in
total investments resulting from the sale of fixed income securities in order
to pay the Ceding Life Companies for reinsurance expense allowances and
benefits. The principal components of these payments are attributable to the
Western Reserve VUL and variable annuity coinsurance and modified coinsurance
agreements. The sale of fixed income securities in the third quarter of 1999
resulted in a Net realized loss on investments of $145,000, a decrease of
$255,000, or 232%, for the quarter ended September 30, 1999, as compared to the
same period in 1998. The sale of fixed income securities for the first nine
months of 1999 resulted in a Net realized loss on investments of $123,000, or a
decrease of $218,000, or 229%, as compared to the same period in 1998.

         Benefits, Claims and Settlement Expenses. Benefits, claims and
settlement expenses increased by $326,000, or 55%, and $991,000, or 41%, for the
third quarter and the nine months ended September 30, 1999, respectively, as
compared to the same periods in 1998. This increase primarily resulted from an
increase in volume of in force business. The amount of in force business at
September 30, 1999 was $7.65 billion as compared to $5.76 billion at September
30, 1998, which represents a $1.89 billion, or 33% increase.

         Benefits, claims and settlement expenses decreased $402,000, or 30%, to
$921,000 for the three month period ending September 30, 1999 from $1,323,000
for three month period ending June 30, 1999. The decrease was attributable
primarily to lower than expected mortality experience, and, to a lesser extent,
to a reversal of $102,000 due to denied claims reported during prior periods.
The Company's profitability, in part, depends on the volume and amount of death
claims incurred. While death claims are reasonably predictable over a period of
many years, claims become less predictable over shorter periods, and are subject
to fluctuation from quarter to quarter and year to year.

                                                                              13

<PAGE>   14

Claims paid plus those incurred in the third quarter of 1999 were approximately
25% lower than otherwise expected based upon prior claims activity. Estimated
additional net income was $270,000 for the third quarter due to this lower than
expected claims activity. A review of October 1999 claims activity indicates
there has not been a delay in reporting of claims incurred. However, management
believes this activity is unique to third quarter results and is not indicative
of future experience.

         Changes in Future Policy Benefits. The Change in future policy benefits
decreased by $8,000, or 114%, and decreased by $9,000, or 32%, for the third
quarter and the nine months ended September 30, 1999, respectively, as compared
to the same periods in 1998. The change in the liability for future policy
benefits related to MRT policies has been relatively static from period to
period, especially due to the discontinuation of new VUL business reinsured on a
MRT basis that is now being reinsured on a coinsurance and modified coinsurance
basis. The liabilities under the Company's MRT reinsurance agreements increased
$23,000, or 11%, from September 30, 1998 to September 30, 1999.

         Reinsurance Premium Allowances Net. Net reinsurance premium allowances
increased by $689,000, or 95%, and $1.93 million, or 107%, for the third quarter
and the nine months ended September 30, 1999, respectively, as compared to the
same periods in 1998. Gross reinsurance premium allowances represent a portion
of reinsurance premiums paid or allowed by WMA Life to the Ceding Life Companies
for each policy reinsured. A certain portion of the gross reinsurance
allowances, with regard to the production of new business was related to the
Company's share of commissions, underwriting costs and other expenses from the
production of new business incurred by the Ceding Life Companies on the business
reinsured. These amounts have been deferred to the extent that such costs are
deemed recoverable from future policy revenue in accordance with GAAP. The
balance of those amounts not deferred are reflected as net reinsurance premium
allowances and are often a level percentage of individual policy revenues (e.g.,
renewal reinsurance allowances). Similar to the increase in revenues, the
increase in net reinsurance premium allowances was due to an increase in the MRT
premiums in force and placement of the variable annuity and the VUL business
reinsured on a coinsurance and modified coinsurance basis.

         Amortization of Deferred Acquisition Costs. Amortization of deferred
acquisition costs increased by $905,000, or 240%, and $2.44 million, or 262%,
for the third quarter and the nine months ended September 30, 1999,
respectively, as compared to the same periods in 1998. The increase in
amortization of deferred acquisition costs was attributable to increased
revenues, primarily reinsured policy revenues, associated with business
reinsured and with the placement of new business.

         Professional Fees and Other Expenses. Professional fees and other
expenses increased by $56,000, or 29%, and $349,000, or 92%, for the third
quarter and the nine months ended September 30, 1999, respectively, as compared
to the same periods in 1998. Expenses include professional fees for legal,
actuarial and accounting expenses incurred, operating expenses, and other
miscellaneous expenses. The increase in expenses was primarily associated with
an increase in the amount of reinsurance business activities and expenses
relating to the administration of the Company. Salary expenses are included in
the first nine months of 1999, but not for the corresponding period in 1998 due
to the Company's utilization of WMA Agency's employees for administrative
functions in 1998. (See discussion below.)

         Consulting Fees to World Marketing Alliance Inc. Consulting fees to
World Marketing Alliance, Inc. decreased by $33,000, or 72%, and $188,000, or
84%, for the third quarter and the nine months ended September 30, 1999,
respectively, as compared to the same periods of 1998. Consulting fees to WMA
Agency consist of the funding of certain operating and travel-related expenses
for the Company. During the first seven months of 1998, WMA Agency employees
performed administrative functions for the Company until the Company completed
the hiring of its employees. The Company paid WMA Agency a monthly payroll
allocation based upon the amount of time the WMA Agency employees provided
services to the Company.

         The Company has a Sublease Agreement with WMA Agency, pursuant to which
the Company pays annual rent of $18,675 to WMA Agency for 1,500 square feet of
office space. The Company also has a Corporate Services Agreement with WMA
Agency pursuant to which WMA Agency provides corporate services to the Company
for a fixed monthly fee of $2,250, adjusted annually.

         Interest Expense. Interest expense increased by $431,000 and $934,000
for the third quarter and the nine months ended September 30, 1999. This
increase was due to interest incurred on the short-term financing received from
Money Services, Inc. ("MSI"), a five-year term note issued to MSI, and to the
reinsurance fees associated with the deferred settlements on the variable
annuity and VUL policies. (See further discussion under Liquidity and Capital
Resources.)

                                                                              14

<PAGE>   15

         Income Taxes. Income taxes increased by $212,000, or 38%, and $811,000,
or 88%, for the third quarter and the nine months ended September 30, 1999,
respectively, as compared to the same periods in 1998 due to higher levels of
Income before income taxes. The Company's effective tax rate was 34% in 1999 and
1998.

         Net Income. As a result of the foregoing, net income for the quarter
ended September 30, 1999 was $1.48 million compared to $1.07 million, an
increase of $413,000, or 39%, for the comparable period ended September 30,
1998. Net income for the nine months ended September 30, 1999 was $3.37 million
compared to $1.79 million, an increase of $1.58 million, or 88%, for the nine
months ended September 30, 1998.

LIQUIDITY AND CAPITAL RESOURCES

         The principal sources of the Company's cash flow have been premiums
received from Ceding Life Companies, investment income, maturing investments and
proceeds from sales of invested assets, issuance of the Company's Common Stock
and short term financing. In addition to the need for cash flow to meet
operating expenses, the liquidity requirements of the Company relate primarily
to the payment of gross reinsurance allowances, investment purchases, and
reinsurance claims.

         Premiums are generally received in advance of related claims payments.
Under the MRT reinsurance agreements, premiums vary in proportion to the
expected mortality claims reinsured. The Company's cash inflows under the MRT
agreements equal premiums for the mortality risk reinsured. The Company's cash
outflows equal reinsurance expense allowances and death benefit claims. The
reinsurance expense allowances represent the Company's share of acquisition and
maintenance expenses incurred by the Ceding Life Company that are attributable
to the risks reinsured.

         Under the coinsurance and modified coinsurance agreements, since the
Company is reinsuring risks on essentially the same plan as that of the original
policy, reinsurance premiums are materially greater than premiums paid on the
MRT reinsurance. During the first year in which a policy is reinsured on a
coinsurance basis, the Company is required to reimburse the Ceding Life Company
for its share of acquisition costs, including first year commissions and
issuance expenses. Thereafter, the Company reimburses the Ceding Life Company
for its share of renewal commissions and maintenance expenses. Further, under
modified coinsurance, the Company will allow the Ceding Life Company to retain
assets related to reserves in support of reinsured policy benefits (e.g., cash
values). Accordingly, because of the type of reinsurance and the plan reinsured,
the net cash outlays could be as much as, or more than, the first year premiums
paid for life insurance, and as much as 10% of annuity premiums.

         The Company's cash requirements for operating and investment expenses
consist of: salaries and benefits; management service fees; investment
management and custodial account fees; accounting and consulting services fees;
expenses related to regulatory issues and compliance with corporate and tax
matters; and other incidental administrative expenses.

         For the nine-month period ended September 30, 1999, net cash flows used
in operating activities were $11.41 million, compared to $7.89 million for the
same period ended September 30, 1998. This increase was due primarily to
additional cash required to reimburse Western Reserve for first-year reinsurance
allowances as a result of the VUL and variable annuity coinsurance and modified
coinsurance agreements, which became effective in 1998. Further, the period
ended September 30, 1999 reflects activity associated with reinsured VUL
policies issued over the preceding eighteen months, as compared to only six
months of similar activity for the period ending September 30, 1998. First year
life insurance premiums reinsured under the coinsurance and modified coinsurance
agreement, increased by $31.52 million, or 238%, for the nine month period ended
September 30, 1999, as compared to the nine-month period ended September 30,
1998. The increase in cash flows also reflects, to a lesser extent, increases in
business written under the variable annuity agreements with American Skandia and
Western Reserve. Annuity premiums reinsured increased by $57.50 million, or 64%,
for the nine-month period ended September 30, 1999, as compared to the
nine-month period ended September 30, 1998.

         On September 30, 1998, the Company entered into a $10 million line of
credit agreement with Money Services, Inc. ("MSI"), a subsidiary of AEGON USA,
Inc., pursuant to the terms of which the Company borrowed $10 million to cover
its cash needs. Through March 31, 1999, interest accrued at the rate of 8% on
amounts drawn under this line of credit. On April 1, 1999, accrued interest
through March 31, 1999 was added to the outstanding principal balance and the
interest rate increased from 8% to 9%. On July 30, 1999, $5 million from
proceeds made available from the


                                                                              15


<PAGE>   16

issuance of a five-year term note to MSI (discussed below) were applied to
reduce the outstanding principal balance. All remaining balances of principal
and interest under this line of credit become due and payable upon the earlier
of: (i) December 31, 1999; or (ii) the closing of the Company's offerings
related to the private sale of preferred and common stock to institutional and
other accredited investors. As of September 30, 1999, the Company had an
outstanding principal balance of $5,303,562 million and accrued interest of
$387,259 in regard to the line of credit.

         On July 30, 1999, the Company issued a $5 million, five year term note
to MSI due on July 29, 2004. Interest is payable at 7.5% per annum (except in
the event of redemption), on the 29th of each succeeding January and July
through and including July 29, 2004. MSI may convert, after December 31, 1999
and prior to July 29, 2004, the outstanding principal balance of this note into
Common Stock of the Company. Upon conversion, the number of shares of Common
Stock which may be obtained per each $100.00 of the outstanding principal amount
of the note shall be the greater of (a) 4.17 shares; or (b) 62.5 divided by the
average price per share of Common Stock sold by the Company in private
placements of its Common Stock in 1999. The note may be redeemed after July 29,
2002, in whole or in part, at the Company's option, at the redemption price,
which shall include all accrued but unpaid interest to the date of redemption.
If the note is redeemed prior to July 29, 2004, interest shall accrue on the
outstanding principal amount at the rate of 9% per annum from the date of the
note through the date of redemption. As of September 30, 1999, the Company had
an outstanding principal balance of $5,000,000 million and accrued interest of
$64,726 in regard to the term note.

         The Company has proceeded with a private placement offering up to
1,000,000 shares of Series A Convertible Preferred Stock (the "Preferred Stock")
to a limited number of independent sales associates contractually associated
with WMA Agency, WMA Agency employees and certain other investors acceptable to
the Company that qualify as "accredited investors" within the meaning of Rule
501 of Regulation D under The Securities Act of 1933. Additionally, the Company
has proceeded with a private placement offering up to 4,333,333 shares of Common
Stock (the "Common Stock Offering") to certain institutional investors, which if
completed will be closed following the Preferred Stock offering. Upon closing of
the Common Stock Offering (assuming net proceeds to the Company of at least $10
million), the Preferred Stock will convert to shares of Common Stock. The
Company reserves the right, in its absolute discretion, to decline to offer
Preferred Stock or Common Stock to any and all prospective investors, as the
case may be, who may be willing to accept an offer to sell. There can be no
assurance the Company will sell any shares of Preferred Stock in the Preferred
Stock offering or Common Stock in the Common Stock Offering.

         If sufficient proceeds are not obtained from the private placement
offerings and alternative sources of financing are not obtainable at an
acceptable cost before December 31, 1999, the Company would be unable to repay
amounts that it had borrowed from MSI under the line of credit agreement.
Western Reserve, pursuant to the terms of the line of credit agreement with MSI,
would, upon the Company's failure to timely repay loans obtained under the line
of credit agreement, have the right, until such loans are paid in full, to (i)
recapture business previously ceded to the Company for reinsurance, and (ii)
reduce the Company's quota share of new business to be reinsured under its
reinsurance agreements with WMA Life to a level where the Company's available
cash could meet its continuing obligations under the reinsurance agreements,
which reduction could be to zero. In such a case, Western Reserve would no
longer be required to cede new policies to the Company for reinsurance under the
agreements.

         Since Company's management is not anticipating it will secure
sufficient proceeds from the private placement offerings before December 31,
1999, the Company has been exploring alternatives to restructure its line of
credit with MSI. The alternatives have focused on: (i) an extension which defers
the balance of any remaining amounts due under the line of credit until the
closing of the Company's offerings, and (ii) obtaining a $5.8 million term note
to be applied toward the existing outstanding balances on the line of credit.
There can be no assurance that such alternatives would be available to the
Company at an acceptable cost, if at all. If alternative sources of financing
cannot be obtained at an acceptable cost, Western Reserve, pursuant to the terms
of the line of credit agreement with MSI, would, upon the Company's failure to
timely repay loans obtained under the line of credit agreement, have the right
to recapture a portion of the business ceded to WMA Life during 1998. The
recapture of business previously ceded to WMA Life would result in a material
disruption in the Company's earnings, growth and business plan.

         Effective January 1, 1999, with regard to variable annuities and VUL
policies issued during 1999, the Company and Western Reserve amended the
variable annuity and VUL coinsurance and modified coinsurance agreements to
defer financial settlements until December 30, 1999. If the Company does not
settle before December 31, 1999, Western Reserve will have the option to
recapture the reinsurance placed with WMA Life on the policies issued during
1999, at which time the deferred


                                                                              16


<PAGE>   17

reinsurance settlements otherwise due Western Reserve will be extinguished. In
addition to the existing terms of the agreements, a reinsurance fee at an
effective annual rate of 9% accrues on the deferred reinsurance settlement
balances beginning April 1, 1999. As of September 30, 1999, approximately $13
million of the Reinsurance balances due and accrued were deferred under the VUL
coinsurance and modified coinsurance agreement. Approximately $3 million of the
Reinsured balances due and accrued were deferred as of September 30, 1999 under
the variable annuity coinsurance and modified coinsurance agreement. With regard
to variable annuities and VUL policies issued during 1998, financial activity
will continue to be settled on a quarterly basis.

         If sufficient proceeds are not obtained from the private placement
offering and alternative sources of financing are not obtainable at an
acceptable cost before December 31, 1999, the Company would be unable to settle
the deferred reinsurance balances under the variable annuity and VUL coinsurance
and modified coinsurance agreements with Western Reserve. Western Reserve,
pursuant to the terms of the agreement would, upon the company's failure to
timely settle the deferred reinsurance balances, have the right to recapture
variable annuity and VUL policies issued during 1999 and previously ceded to the
company. Company management estimates that if, in accordance with the terms of
the agreements, Western Reserve were to recapture these policies for the
nine-month period ended September 30, 1999, net income would be reduced
approximately $700,000 or 21%. Further, recapture of business previously ceded
to WMA Life would result in a material disruption in the Company's earnings,
growth and business plan.

         Considering Company's management is not anticipating it will secure
sufficient proceeds from the private placement offerings before December 31,
1999, the Company has been discussing with Western Reserve the recapture of the
variable annuity and VUL policies issued during 1999, and reinsured with WMA
Life. During these discussions, the Company and Western Reserve have explored
certain alternatives to the recapture of all policies issued during 1999, and
reinsured by WMA Life. The proposed alternatives include (i) amending the VUL
coinsurance and modified coinsurance agreement to entitle WMA Life to retain the
mortality risk previously ceded by Western Reserve, and (ii) reducing the quota
share on the variable annuity coinsurance and modified coinsurance agreement to
a level that can be supported by the Company's invested securities and future
cash flows. While these alternatives could slightly reduce the charge to
earnings that may otherwise occur upon recapture of all policies issued and
reinsured during 1999 under these agreements, there can be no assurance that
these proposals will be acceptable to either the Company or Western Reserve.

         The Company's primary source of liquidity was $2.71 million in cash and
cash equivalents at September 30, 1999, a decrease of $3.94 million from
September 30, 1998. The effective duration of the Company's fixed income
portfolio is 3.8 years, with 100% of the fixed income securities having an
effective maturity of less than 10 years. The Company's fixed income portfolio
represents 100% of the total invested assets, and has an average quality rating
of Aa2 by Moody's.

         In addition to the financing activities described above, the Company
has used its principal paydowns from its mortgage-backed securities and sales of
its fixed securities to reimburse the Ceding Life Companies for allowances
associated with the American Skandia and Western Reserve agreements. The net
cash provided by investing activities for the nine-month period ended September
30, 1999 was $7.20 million, compared to $8.10 million for the same period ended
September 30, 1998. Net cash provided by financing activities for the nine-month
period ended September 30, 1999 was $303,562, due to the capitalization of
interest on short term debt in the second quarter of 1999 and to the issuance of
a $5 million term note of which the proceeds were applied to reduce the
outstanding principal balance of the short-term debt during the third quarter of
1999. For the same period ended September 30, 1998, $4.97 million used in
financing activities was due primarily to the issuance of short-term debt in the
third quarter of 1998.

         The WMA Corporation is a holding company with no direct operations, and
its principal asset is the capital stock of WMA Life and $209,000 of cash and
invested assets. The Company relies primarily on funds retained at the holding
company level and potential dividends from WMA Life to meet ongoing cash
requirements of the holding company. The ability of WMA Life to pay dividends to
the Company is subject to, among other things, regulatory restrictions under the
insurance laws of Bermuda. As of September 30, 1999, WMA Life had the statutory
capacity to pay $4.59 million in dividends.

         Under the Company's reinsurance agreements, the Company is required to
provide security through a Letter of Credit ("LOC") for the benefit of the
Ceding Life Companies. The Company has three LOCs with Western Reserve as
beneficiary under each of the reinsurance agreements in place with Western
Reserve for a total of $3.70 million in support of reserve credits. WMA Life
also has previously secured a LOC of $140,000 in favor of Kemper. The LOCs were
issued by IBJ Whitehall Bank & Trust Company, the Company's custodian, and
collateralized by the Company's assets held with the custodian. In September
1999, IBJ Whitehall notified the Company that they were exiting the custody
business. As a result, the Company has been actively searching for a new
custodian. Negotiations have begun with a new custodian and conversion of the
custody accounts is expected to be complete by the end of 1999.


                                                                              17

<PAGE>   18

         As a result of the 1995 offering, the Company sold 2,000,000 shares of
Common Stock and 500,000 warrants for gross proceeds of $20.5 million (excluding
deferred organization costs of $517,000). The Company believes that its existing
sources of cash, together with the net proceeds from the sale of all Preferred
Stock and Common Stock shares offered to institutional and other accredited
investors, will be sufficient to meet the Company's cash needs for its current
business through the end of 2000. If sufficient proceeds are not available from
the sale of Preferred Stock and Common Stock in the private offerings, or if the
Company's cash requirements are greater than anticipated, the Company will have
to resort to other methods of raising the necessary capital to finance its
capital and liquidity needs, such as retrocessions of reinsured business,
borrowing from financial institutions or the sale of additional securities in
other private or public offerings. There can be no assurance that such
alternatives would be available to the Company at an acceptable cost, if at all.
If alternative sources of financing cannot be obtained at an acceptable cost,
the Company may seek to terminate or amend one or more reinsurance agreements in
light of its inability to meet its requirements under such agreements. The
termination or amendment of one or more reinsurance agreements would result in a
material disruption in the Company's earnings, growth and business plan.


YEAR 2000 COMPLIANCE

          The Company has performed an initial assessment of its internal
business systems and believes its systems, primarily its computer systems, will
process date information accurately and without interruption when required to
process dates in the year 1999 and beyond. This assessment has focused primarily
on the Company's computer systems as the Company's business centers around the
processing of financial data and is not significantly impacted by embedded
technology such as micro controllers. Additionally, the Company is dependent on
the data processing systems of the Ceding Life Companies for the year 2000 and
beyond. Due to this dependence, the failure of the systems of the Ceding Life
Companies to be year 2000 compliant could have a material adverse effect upon
the Company, as a result of business interruption or loss of revenue sources.

          The Company has solicited and received written notice from the Ceding
Life Companies as to the status of their year 2000 compliance programs. The
Company's largest reinsurance relationship is with Western Reserve, who has
advised the Company that all of their mission-critical systems are year 2000
compliant and ready. Western Reserve has also advised the Company that it will
continue validation and revalidation testing of its internal systems as well as
those systems which interface with third partners throughout 1999. However,
there can be no guarantees that their efforts to remediate their internal
systems will be trouble free.

          Due to the nature of its internal computer systems, the Company does
not incur significant recurring technology costs and has not been, nor is it
expected to be, required to expend significant resource to address the year 2000
issue. Since the Company will not be required to incur significant costs related
to system replacement but will be involved primarily in monitoring third party
suppliers, the estimated future costs of remediation will primarily consist of
personnel costs.

         In the event that the Ceding Life Companies are not year 2000
compliant, the Company's operations could be significantly impacted by the
Company's ability to enter into reinsurance agreements with other companies at
the same or similar terms.

FORWARD-LOOKING STATEMENTS

         Certain statements made in this report are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 and
are subject to the safe harbor provisions of that Act. These statements include,
but are not limited to, statements relating to increases in reinsurance revenues
and net income in future periods resulting from, among other things, the Company
expanding the types of reinsurance written, expanded reinsurance capacity and
investment results. Because such forward-looking statements involve risks, both
known and unknown, and uncertainties, there are important factors that could
cause actual results to differ materially from those expressed or implied by
such forward-looking statements, including but not limited to: changes in the
Company's relationship with WMA Agency, adverse reinsurance experience,
increased competition from within the insurance industry, the extent to which
the Company is able to develop new reinsurance programs and markets for its
reinsurance, changes in the control of the Company, the Company's cash
requirements, the outcome of regulatory examinations and investigations, and the
availability capital on acceptable terms and other factors discussed in this
report. These forward-looking statements are subject to change and uncertainty
which are, in many instances, beyond the Company's control and have been made
based upon management's expectations and beliefs concerning future developments
and their potential effect

                                                                              18


<PAGE>   19

on the Company. There can be no assurance that future developments will be in
accordance with management's expectations or that the effect of future
developments on the Company will be those anticipated by management. Actual
results could differ materially from those expected by the Company, depending on
the outcome of certain factors, including those described in the forward-looking
statements.

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                                                                              19

<PAGE>   20


                                     PART II

ITEM 1. LEGAL PROCEEDINGS.

         At September 30, 1999, neither the Company nor its subsidiary were
involved in any legal proceedings.

ITEM 2. CHANGES IN SECURITIES.

Stock Options

         On June 15, 1999, the Company's Board of Directors, subject to
ratification of the stockholders of the Company at its 1999 annual meeting,
authorized a 1999 stock option plan for the directors, officers and employees of
the Company (the "Plan") that contemplates the issuance of up to 450,000 shares
of the Company's authorized, but unissued, Common Stock upon the exercise of
options granted under the Plan. On the same date, the Board of Directors also
granted options to purchase up to 450,000 shares of Common Stock under the Plan
to several directors, officers and employees of the Company, including 300,000
shares to Mr. Humphrey, a director and President of the Company. The Board of
Directors granted these options to Mr. Humphrey as further recognition of his
contributions to the growth of the Company.

         The per share exercise price of options granted under the Plan is the
price per share of shares to be offered in its Common Stock offering in 1999, or
if there is no such offering, the fair market value per share determined by the
Board of Directors. The Plan will be administered by the Audit and Compensation
Committee created by the Board of Directors. The Board of Directors may amend or
terminate the Plan at any time except that stockholder approval of any amendment
must be obtained whenever necessary to comply with applicable legal
requirements. The Company will receive no monetary consideration for granting
these options.

         The Board of Directors limited the number of shares, which can be
purchased upon exercise of the options granted in 1999, to a formula amount
determined by multiplying the number of shares by a fraction, the numerator of
which is the proceeds received by the Company from the sale of the Company's
Preferred Stock or Common Stock on or before December 31, 1999, and the
denominator of which is $75,000,000. The Board of Directors felt this limitation
would encourage the officers of the Company to direct their attention to the
Company's capital needs. The shares owned by the optionees upon exercise of
their options will not be registered and shall be considered restricted shares
which may only be resold pursuant to an effective registration statement, an
exemption from registration, or Rule 144.

         The stockholders ratified and approved the Plan and the issuance of
options at the Annual Meeting.

Warrants

         On June 15, 1999, the Company's Board of Directors, subject to
ratification of the stockholders of the Company at its 1999 annual meeting,
authorized the issuance of warrants to purchase up to 300,000 shares of the
Company's Common Stock ("Warrants") to key management employees of and
independent sales agents contractually associated with WMA Agency and its
affiliated corporations as consideration for the agreement of WMA Agency to use
its "best efforts" to encourage life insurance companies whose policies it sells
to reinsure such policies with the Company. There will be no monetary
consideration given to the Company for the issuance of the Warrants. No Warrants
will be issued to directors of the Company.

         The exercise price per share of the Warrants issued in 1999 will be the
price per share as provided in the Company's Common Stock offering in 1999, or
if there is no such offering, the fair market value per share determined by the
Board of Directors. Thereafter, the price will be the fair market per share
value of the Company's Common Stock on the date of issue.

         Each Warrant issued in 1999 entitles the holder to purchase one share
of Common Stock. The Board of Directors limited the number of shares, which can
be issued upon exercise of a Warrant, to a formula amount determined by
multiplying the number of shares by a fraction, the numerator of which is the
proceeds received by the Company from the sale of the Company's Preferred Stock
or Common Stock on or before December 31, 1999, and the denominator of which is
$75,000,000. Neither the Warrants nor the Common Stock to be issued upon
exercise of the Warrants will be registered. The Common Stock shall be
considered restricted shares, which may only be resold pursuant to an effective
registration statement, an exemption from registration, or Rule 144. There are
no registration rights contained in the terms of the Warrant.

         The stockholders ratified and approved the issuance of Warrants at the
Annual Meeting.

                                                                              20

<PAGE>   21

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

         There have been no defaults in the payment of principal or interest of
any indebtedness of the issuer.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         The Company's Annual Meeting of stockholders was held in Duluth,
Georgia on August 16, 1999. The purpose of the meeting was to elect five
directors; to ratify and approve the Company's stock option plan (the "Plan")
and the grant of options to certain officers and employees of the Company; to
ratify and approve the Company's authorization to issue Warrants to purchase the
Company's Common Stock and the issuance of Warrants to certain key independent
sales agents and employees of affiliated companies; to consider and act upon the
selection of KPMG LLP as independent auditors of the Company for 1999; and to
transact such other business as may properly come before the Annual Meeting.

         Set forth below are the results of the election of the Directors of the
Company:

<TABLE>
<CAPTION>
Name of Nominee                       Votes "FOR"           Votes "AGAINST"        ABSTENTIONS
<S>                                   <C>                   <C>                    <C>
S. Hubert Humphrey, Jr.               1,367,185             5,000                  None
Thomas W. Montgomery                  1,367,185             5,000                  None
Edward F. McKernan                    1,367,185             5,000                  None
C. Simon Scupham                      1,367,185             5,000                  None
Joseph F. Barone                      1,367,185             5,000                  None
</TABLE>


         The ratification and approval of the Plan and the grant of options was
approved by 1,372,185 FOR, none AGAINST, and none ABSTAINING.

         The ratification and approval of the issuance of Warrants was approved
by 1,372,140 FOR, 26 AGAINST, and 19 ABSTAINING.

         The ratification of the selection of KPMG LLP as the Company's
independent auditors for 1999 was approved by 1,372,166 FOR, none AGAINST, and
19 ABSTAINING.

         No other business came before the meeting which required a vote of the
stockholders.

ITEM 5. OTHER INFORMATION.

         On December 18, 1998, the California Department of Corporations issued
to WMA Agency, WMA Securities and WMA Investment Advisors, Inc. ("WMA Investment
Advisors"), a Desist and Refrain Order ("Order") to refrain from further offers
or sales of franchises in California. WMA Agency and affiliates have challenged
this order on the grounds that their activities do not fall within the scope of
the California franchise laws and are pursuing available administrative remedies
in an effort to resolve this issue. While legal counsel to WMA Agency does not
believe that the Order was validly issued, WMA Agency has reduced its initial
processing fee charged to individuals to an amount that it believes will fall
within an exemption to the California franchise law, if it is otherwise
determined to be applicable. An administrative judge recently issued a decision
in which the Order was upheld. WMA Agency has represented to the Company that in
response to what WMA Agency and its legal counsel believe to be an incorrect
decision, WMA Agency is now seeking judicial relief by filing a motion in the
appropriate court seeking to have the Order set aside. If the Order is
ultimately upheld after all rights of appeal have been exhausted or have
expired, monetary penalties could be imposed on WMA Agency and its affiliates
and the manner in which they conduct certain of their business activities could
have to be modified. If WMA Agency is fined or its business practices are
modified, such a disruption could cause a significant interruption in the
production of new business reinsured by the Company due to the Company's
dependence upon WMA Agency, WMA Securities, and WMA Sales Associates for the
marketing of new VUL and variable annuity policies which the Company may then
reinsure.

                                                                              21

<PAGE>   22



ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

         No reports were required to be filed on Form 8-K.

<TABLE>
<CAPTION>
EXHIBIT
NUMBER   DESCRIPTION OF EXHIBIT
-------  ----------------------

<S>      <C>
4.1      1999 Stock Option Plan and Stock Option Agreement Form (1)

4.2      Form of Warrant (1)

10.1     Amendment Number 1 to the Automatic Variable Annuity Reinsurance
         Agreement between Western Reserve Life Assurance Co. of Ohio and WMA
         Life Insurance Company Limited effective January 1, 1999 (Attached)

10.2     Third Amendment of Revolving Line of Credit Promissory Note between The
         WMA Corporation and Money Services, Inc. dated July 30, 1999 (Attached)


10.3     Five Year Term Note issued by The WMA Corporation on July 30, 1999 to
         Money Services, Inc. in the principal sum of $5,000,000 (Attached)

27.1     Financial Data Schedule (Attached) (for SEC use only)




                                    FOOTNOTES

(1)      Filed on May 19, 1999 as an Exhibit to the Proxy Statement and
         incorporated herein by reference pursuant to Rule 12b-32.
</TABLE>


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                                                                              22

<PAGE>   23



                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

(Registrant) The WMA Corporation



By                      /s/ Edward F. McKernan          Date: November 15, 1999
                        ---------------------------
                        Edward F. McKernan, Senior Vice
                        President, Chief Financial Officer,
                        Actuary, and Director



                                                                             23