--------------------------------------------------------------------------------
                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D. C.

                                    FORM 10-K/A
                                Amendment No. 1

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF l934

  For the fiscal year ended December 31, 2000    Commission file number: 0-2047
                            -----------------                            ------

                        CAPITOL TRANSAMERICA CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

    A Wisconsin Corporation                                  39-1052658
- ------------------------------------                    ----------------------
  (State or other jurisdiction                             (I.R.S. Employer
 of incorporation or organization)                       Identification Number)

      4610 University Avenue
         Madison, Wisconsin                                  53705-0900
   -----------------------------------------               --------------
   (Address of principal executive offices)                  (Zip code)

     Registrant's telephone number, including area code      (608) 231-4450
                                                        -------------------

          Securities registered pursuant to Section 12 (g) of the Act:

                          COMMON STOCK, $1.00 PAR VALUE
                          -----------------------------
                                (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required
to  be  filed  by  Section  13  or 15 (d) of the Securities Exchange Act of l934
during  the  preceding  twelve  months  (or  for  such  shorter  period that the
registrant  was required to file such reports), and (2) has been subject to such
filing  requirements  for  the  past  90  days.

                                 YES _X_       NO ___

Indicate by a check mark if disclosure of delinquent filers pursuant to Item 405
of  Regulation  S-K  (Sec. 229.405 of this chapter) is not contained herein, and
will  not  be  contained,  to  the best of registrant's knowledge, in definitive
proxy  or  information  statements incorporated by reference in Part III of this
Form  10-K.  [   ].

Based  on  the  closing  average  of  the bid (13 1/4) and asked price (14), the
aggregate  market value of voting stock held by non-affiliates of the registrant
as  of  March  9,  2001  was  approximately  $149,177,700.

Indicate  the number of shares of each of the issuer's class of common stock, as
of  the  latest  practicable  date:

                                At March 9, 2001

                         Common Stock, $1.00 Par Value;

                              Issued:   11,560,189

                           Outstanding:   10,948,822


                      DOCUMENTS INCORPORATED BY REFERENCE
                                     None.

<PAGE>
                                Explanatory Note
                                ----------------

This Amendment No. 1 to the Annual Report for the fiscal year ended December 31,
2000 of Capitol Transamerica Corporation (the "Company") is being filed by the
Company to amend and restate Item 1 of Part I, Items 6, 7 and 8 of Part II and
Item 14 of Part IV. In accordance with Rule 12b-15 promulgated under the
Securities Exchange Act of 1934, as amended, the text of the amended items is
amended and restated in its entirety as set forth in this Amendment No. 1.

                            Form 10-K (Annual Report)
                            -------------------------
                        Capitol Transamerica Corporation
                        --------------------------------
                                     Part I
                                     ------
Item  1.  Business
-------   --------
     (a)  General  Development  of  Business
          ----------------------------------
          Capitol  Transamerica  Corporation  (CTC)  is  a  holding company with
          assets exceeding $283 million. CTC was formed in 1965 and owns 100% of
          Capitol  Indemnity  Corporation  (CIC),  Capitol  Specialty  Insurance
          Corporation (CSIC), and Capitol Facilities Corporation (CFC). Both CIC
          and  CSIC  are property and casualty insurance companies. CIC writes a
          complete  portfolio  of  fidelity  and  surety  bonds  and  specialty
          insurance  coverages,  while  CSIC  has  been  largely inactive due to
          market  conditions.  CIC  operates  on an admitted basis in thirty-six
          states  and  on  an  excess/surplus lines basis in one state. CFC is a
          non-insurance  entity  available  for  other  business  opportunities.

          Some  of  the  specialty  property and casualty coverages written are:
          Barber  & Beauty Shops, Bowling Alleys, Contractors/Manufacturers, Day
          Care  Centers,  Deer  Hunters  Accident,  Detective/Guard  Agencies,
          Equipment  Breakdown,  Golf  Courses,  Nurses  Professional,
          Resorts/Campgrounds,  Restaurants,  Special Events, Clubs, Sportsman's
          Accident,  Tanning/Toning  Salons  and  Taverns.

          The  full  line  of  surety  and fidelity bonds includes: Contractor's
          Performance  and Payment Bonds, License/Permit Bonds, Fiduciary Bonds,
          Judicial  Bonds  and  Commercial  Fidelity  Bonds.

          The results of operations have remained most favorable since 1986 with
          substantial  increases  in  premium  volume,  profitability  and
          shareholders'  investment.

     (b)  Information  about  Industry  Segments
          --------------------------------------
          General:
          -------
          The subsidiaries of the Company, through licensed agents, are involved
          only  in the business of underwriting property, casualty, fidelity and
          surety insurance on selected risks. The Company conducts business with
          insurance  agents located throughout the United States. As of December
          31,  2000 and 1999, no amount due from agents located in any one state
          exceeded  15%  of  total  balances;  no  industry  segment  other than
          insurance amounted to 10% or more of the Company's gross or net income
          and  no  agent  had  writings  in excess of 10% of the Company's gross
          premiums  in  2000,  1999  or 1998. During 2000, 1999 and 1998, direct
          premiums written in Wisconsin accounted for approximately 19%, 19% and
          17%,  respectively,  and direct premiums written in Illinois accounted
          for  approximately 14%, 14% and 14%, respectively, of the total direct
          premiums  written  by  the  Company.  No  other  state  exceeded  10%.

     (c)  Narrative  Description  of  Business
          ------------------------------------
          Competitive  Conditions:
          -----------------------
          All business written by the Company is highly competitive in the areas
          of  price,  service  and  agent  relationships.  The  large  number of
          insurers  transacting  business  at  rates  which  are  independently
          regulated  by  their  respective  insurance  departments  compete
          aggressively  for  desirable  business.  Because  of  limitations  in
          capacity  and other regulatory restrictions, companies the size of CIC
          are  sometimes  at a disadvantage when competing with larger insurance
          companies.

          CIC  is  required  by  the  Insurance  Commissioner  of  the  State of
          Wisconsin to maintain a minimum compulsory surplus (surplus as regards
          policyholders)  of  25%  of  net premiums written during the preceding
          twelve months. As of December 31, 2000, CIC reported $107.9 million in
          surplus  as  regards  policyholders,  approximately  $84.6  million in
          excess  of the required amount. In addition, CIC is required to report
          a  minimum  60% loss and loss expense ratio for the most current three
          years on certain liability lines as well as a minimum 65% ratio on the
          workers  compensation  line.  Based upon actual historical experience,
          the  Company's  ratios are substantially less than the requirement and
          had  the  company  not  included  the  excess  statutory reserves over
          statement  reserves  in  reporting  to regulatory authorities, surplus
          would  have  been  $110.6  million  at  December  31,  2000.

          Importance  and  Effect  of  Licenses:
          -------------------------------------
          Generally speaking, insurance companies must be licensed by the states
          in  which  the  insurance  is written. Forms and rates for each policy
          offered  are  filed  with  individual  state  insurance  departments.

          Number  of  Persons  Employed:
          -----------------------------
          Capitol Transamerica Corporation and subsidiaries employ approximately
          200  people.

                                       2
<PAGE>
Item  1(c).          (continued)
-----------

     Information  as  to  Similar  Products  or  Services:
     -----------------------------------------------------
     Gross  premiums written, reinsurance ceded and net premiums written for the
     past  five  years  are  as  follows:

<TABLE>
<CAPTION>
                                            2000
                           -------------------------------------
                              Gross        Ceded         Net
                           ------------  ----------  -----------
<S>                        <C>           <C>         <C>
Accident and Health        $  2,234,341  $1,940,917  $   293,424
Burglary and Theft               13,838           -       13,838
Fidelity                      1,315,459      87,659    1,227,800
Fire and Allied Lines           233,707       4,008      229,699
Inland Marine                 1,067,314     802,577      264,737
Liability                    10,841,327     265,893   10,575,434
Commercial Multiple Peril    60,080,487   3,926,534   56,153,953
Workers' Compensation         5,607,168       9,339    5,597,829
Surety                       20,716,575   1,181,507   19,535,068
                           ------------  ----------  -----------
                           $102,110,216  $8,218,434  $93,891,782
                           ============  ==========  ===========
</TABLE>

<TABLE>
<CAPTION>
                                            1999
                           -------------------------------------
                              Gross       Ceded         Net
                           -----------  ----------  -----------
<S>                        <C>          <C>         <C>
Accident and Health        $ 1,783,585  $1,493,857  $   289,728
Burglary and Glass               8,043           -        8,043
Fidelity                     1,529,920      77,098    1,452,822
Fire and Allied Lines          219,222       3,986      215,236
Inland Marine                  523,766     383,631      140,135
Liability                    8,086,932     163,639    7,923,293
Commercial Multiple Peril   50,787,804   2,734,476   48,053,328
Workers' Compensation        4,549,679           -    4,549,679
Surety                      18,513,849     952,737   17,561,112
                           -----------  ----------  -----------
                           $86,002,800  $5,809,424  $80,193,376
                           ===========  ==========  ===========
</TABLE>

<TABLE>
<CAPTION>
                                            1998
                           -------------------------------------
                              Gross       Ceded         Net
                           -----------  ----------  -----------
<S>                        <C>          <C>         <C>
Accident and Health        $ 1,884,645  $1,596,313  $   288,332
Burglary and Glass               4,897           -        4,897
Fidelity                     1,172,166      50,915    1,121,251
Fire and Allied Lines          319,109       5,621      313,488
Inland Marine                  828,791     714,331      114,460
Liability                    9,669,318     136,386    9,532,932
Commercial Multiple Peril   49,502,961   1,914,558   47,588,403
Workers' Compensation        4,059,756           -    4,059,756
Surety                      20,487,509     735,055   19,752,454
                           -----------  ----------  -----------
                           $87,929,152  $5,153,179  $82,775,973
                           ===========  ==========  ===========
</TABLE>


                                       3
<PAGE>
Item  1(c).          (continued)
-----------

<TABLE>
<CAPTION>
                                            1997
                           -------------------------------------
                              Gross       Ceded         Net
                           -----------  ----------  -----------
<S>                        <C>          <C>         <C>
Accident and Health        $ 5,090,314  $4,817,208  $   273,106
Burglary and Glass               4,189           -        4,189
Fidelity                     1,230,700      22,697    1,208,003
Fire and Allied Lines          424,516       4,296      420,220
Inland Marine                1,076,850     953,052      123,798
Liability                   10,967,296     143,567   10,823,729
Commercial Multiple Peril   52,132,045   1,599,619   50,532,426
Workers' Compensation        3,381,685           -    3,381,685
Surety                      25,200,251     402,612   24,797,639
                           -----------  ----------  -----------
                           $99,507,846  $7,943,051  $91,564,795
                           ===========  ==========  ===========
</TABLE>

<TABLE>
<CAPTION>
                                            1996
                           -------------------------------------
                              Gross        Ceded         Net
                           -----------  -----------  -----------
<S>                        <C>          <C>          <C>
Accident and Health        $   238,615  $        -   $   238,615
Burglary and Glass              32,189           -        32,189
Fidelity                     1,317,643      25,958     1,291,685
Fire and Allied Lines          698,783        (271)      699,054
Inland Marine                  987,201       2,802       984,399
Liability                   13,048,828     130,503    12,918,325
Commercial Multiple Peril   48,790,958   1,027,117    47,763,841
Workers' Compensation        2,470,176      17,104     2,453,072
Surety                      23,354,994     492,849    22,862,145
                           -----------  -----------  -----------
                           $90,939,387  $1,696,062   $89,243,325
                           ===========  ===========  ===========
</TABLE>


                                       4
<PAGE>
(d)  Discussion  Topics
     ------------------

     The  following  discussion  topics,  if  applicable,  have been included in
     Management's  Discussion and Analysis of Financial Condition and Results of
     Operations  and/or  the  Notes to Consolidated Financial Statements and the
     accompanying  Schedules  which  appear  elsewhere  in  this  Annual Report:

          (1)  Reinsurance transactions which have a material effect on earnings
               or  reserves.

          (2)  Significant reserving assumptions including any recent changes.

          (3)  The nature of recent changes in the terms under which reinsurance
               is  ceded  to  other  insurers.

          (4)  Changes  in  the  mix  of  business, including but not limited to
               changes  in the location of business, geographic mix and types of
               risks  assumed.

          (5)  Changes  in  payment  patterns  due  to portfolio loss transfers,
               structured  settlements and other transactions and circumstances.

          (6)  Unusually  large  losses  or  gains.


(e)  Reconciliation  of  Loss  and  Loss  Adjustment  Expense  Reserves:
     -------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                 2000          1999          1998
                                                             ------------  ------------  ------------
<S>                                                          <C>           <C>           <C>
Balances at January 1,                                       $77,256,192   $78,504,050   $71,472,338
Reinsurance balances                                             121,478    (1,101,770)         (594)
                                                             ------------  ------------  ------------
Net reserves                                                  77,377,670    77,402,280    71,471,744

Incurred losses and loss adjustment expenses related to:
     Current year                                             60,051,007    47,749,455    49,862,090
     Prior years:
        Direct losses (net of recoveries)                     (1,744,893)     (562,627)    4,091,923
        Direct loss adjustment expenses (net of recoveries)      520,814    (2,379,899)   (1,956,631)
        Discontinued assumed reinsurance                      (1,325,553)      493,912       379,732
                                                             ------------  ------------  ------------
            Total prior years                                 (2,549,632)   (2,448,614)    2,515,024

Total incurred                                                57,501,375    45,300,841    52,377,114
                                                             ------------  ------------  ------------

Paid losses and loss adjustment expenses related to:
     Current year                                             25,045,636    18,642,962    20,035,517
     Prior years                                              29,411,213    26,682,489    26,370,166
                                                             ------------  ------------  ------------
Total paid                                                    54,456,849    45,325,451    46,405,683
                                                             ------------  ------------  ------------

Other adjustments, net                                                 -             -       (40,895)
                                                             ------------  ------------  ------------

Net balance at December 31                                    80,422,196    77,377,670    77,402,280
Reinsurance balances                                          (2,441,223)     (121,478)    1,101,770
                                                             ------------  ------------  ------------

Balances at December 31,                                     $77,980,973   $77,256,192   $78,504,050
                                                             ============  ============  ============
</TABLE>


                                       5
<PAGE>
<TABLE>
<CAPTION>
(f)     Loss Reserve Development                          Consolidated (in millions of dollars)

  Year ended:                                     1991     1992     1993     1994     1995     1996     1997   1998   1999   2000
                                                 -------  -------  -------  -------  -------  -------  ------  -----  -----  -----
<S>                                              <C>      <C>      <C>      <C>      <C>      <C>      <C>     <C>    <C>    <C>
  Reserves for losses and loss
    adjustment expenses                          $ 14.5   $ 18.1   $ 19.3   $ 27.5   $ 38.5   $ 47.7   $71.5   $78.5  $77.3  $78.0

  Re-estimated reserves:
    One year later                                 19.5     21.2     25.5     33.8     43.4     65.8    75.1    74.9   73.3
    Two years later                                21.3     23.8     31.2     37.5     57.7     65.9    72.0    71.0      -
    Three years later                              22.7     28.3     33.5     51.4     56.2     65.6    67.0       -      -
    Four years later                               25.9     30.7     43.6     48.2     54.4     60.9       -       -      -
    Five years later                               27.9     38.6     42.7     45.3     51.7        -       -       -      -
    Six years later                                34.7     38.0     40.0     43.8        -        -       -       -      -
    Seven years later                              34.2     37.1     38.3        -        -        -       -       -      -
    Eight years later                              34.2     35.3        -        -        -        -       -       -      -
    Nine years later                               32.6        -        -        -        -        -       -       -      -

  Cumulative (deficiency) redundancy              (18.1)   (17.2)   (19.0)   (16.3)   (13.2)   (13.2)    4.5     7.5    4.0
                                                 =======  =======  =======  =======  =======  =======  ======  =====  =====
  Cumulative (deficiency) redundancy
  from discontinued reinsurance
  assumed operations                              (12.2)   (11.0)   (10.0)    (8.9)    (8.0)    (6.5)   (5.2)    0.4    0.8
                                                 -------  -------  -------  -------  -------  -------  ------  -----  -----
  Cumulative (deficiency)
      redundancy from
  continuing operations                            (5.9)    (6.2)    (9.0)    (7.4)    (5.2)    (6.7)    9.7     7.1    3.2
                                                 =======  =======  =======  =======  =======  =======  ======  =====  =====

  Cumulative amount of liability paid through:

    One year later                                  7.6      9.4      9.9     12.2     16.2     21.2    26.4    26.7   29.1
    Two years later                                12.7     14.1     17.2     21.4     26.6     34.6    40.5    43.8      -
    Three years later                              15.4     18.9     23.6     27.5     34.2     44.3    50.0       -      -
    Four years later                               18.7     23.0     27.0     31.7     38.4     48.9       -       -      -
    Five years later                               21.6     25.0     28.7     33.3     41.6        -       -       -      -
    Six years later                                22.8     26.5     29.5     34.9        -        -       -       -      -
    Seven years later                              23.9     27.2     30.1        -        -        -       -       -      -
    Eight years later                              24.5     27.3        -        -        -        -       -       -      -
    Nine years later                               24.6        -        -        -        -        -       -       -      -
</TABLE>

This  table  does  not  present  accident or policy year development data, which
readers  may  be  more  accustomed to analyzing. Conditions and trends that have
affected  development  of the liability in the past may not necessarily occur in
the  future.  Accordingly,  it  may  not  be  appropriate  to extrapolate future
redundancies  or  deficiencies  based  on  this  table.  There  are  no specific
provisions  for  the  effects  of  inflation  or other factors which may cause a
future  change  in  claim  costs.

The deficiencies in the early and mid-1990's were due to two factors. First, the
continuing operations of the surety & fidelity bonds and property & casualty
insurance businesses had explosive growth, going from $12.9 million in gross
premiums written in 1985 to $32.7 million in 1991 and $102.1 million in 2000.
With this growth came the development of losses over time. The Company addressed
these losses by establishing new underwriting standards in 1998 and 1999 and
recording reserves using the Company's best estimate for losses and loss
adjustment expenses relating to liability for the ultimate cost of reported
claims and incurred but not reported claims. Second, along with the rest of the
insurance industry that wrote asbestos and environmental liability in the 1960's
and 1970's, the Company developed its reserves for potential asbestos and
environmental losses as these claims become more apparent from the ceding
companies. After consulting with its independent actuary, the Company
implemented a reserving methodology widely used to determine reserves for
asbestos and environmental claims.

The establishment of appropriate reserves, including reserves for catastrophes,
is an inherently uncertain process. The Company regularly updates its reserve
estimates as new facts become known and further events occur which may impact
the resolution of unsettled claims. Changes in prior year reserve estimates,
which may be material, are reflected in the results of operations in the period
such changes are determinable.

                                       6
<PAGE>

The redundancies in recent years are a direct result of reporting reserves at
conservative levels.

The Company was involved in providing reinsurance coverage by assuming a portion
of risks underwritten by other insurance companies and risk pools, including
asbestos and environmental risks. Although the Company withdrew from this
reinsurance business in 1976, liability remains for losses on policies written
during the period in which it participated as a reinsurer. The discontinued
reinsurance assumed loss reserves are based on current information available
from the ceding companies and are continually reviewed for accuracy and
reasonableness. Establishing net loss reserves for environmental and asbestos
claims is subject to uncertainties that are greater than those presented by
other types of claims. Among the complications are lack of historical data, long
reporting delays, uncertainty as to the number and identity of insureds with
potential exposure, unresolved legal issues regarding policy coverage,
availability of reinsurance and the extent and timing of any such contractual
liability. The legal issues concerning the interpretation of various insurance
policy provisions and whether those losses are, or were ever intended to be,
covered are complex. Courts have reached different and sometimes inconsistent
conclusions as to when losses are deemed to have occurred and which policies
provide coverage; what types of losses are covered; whether there is an insurer
obligation to defend; how policy limits are determined; how policy exclusions
and conditions are applied and interpreted; and whether clean-up costs represent
insured property damage. Management believes these issues are not likely to be
resolved in the near future. See also Note 4(b) of the Notes to the Consolidated
Financial Statements for more discussion of the Discontinued Reinsurance Assumed
Business.

(g)  Reconciliation  of  Statutory  to  Generally Accepted Accounting Principles
     (GAAP)  reserves:

<TABLE>
<CAPTION>
                                                                    For the Year  Ended  December  31,
                                                                    ----------------------------------
                                                                     2000          1999          1998
                                                                 ------------  ------------  ------------
<S>                                                              <C>           <C>           <C>
Balance,  December  31,  as reported to the
     Insurance Commissioner of the
     State of Wisconsin:
                  - CIC                                          $80,127,074   $77,044,646   $77,094,939

                   CSIC                                                    -             -       367,612

Funds withheld from reinsurers, reclassified to
     loss reserves on a GAAP basis                                   417,789       412,481       408,516

Reserve for return of disability premiums, reclassified
     to loss reserves on a GAAP basis                                  3,369        19,517        24,064

GAAP adjustment to gross up reserves
     for the effect of reinsurance                                (2,494,771)     (185,866)      669,190

Other, net                                                           (72,488)      (34,586)      (60,271)
                                                                 ------------  ------------  ------------

Balance, December 31, on a GAAP basis                            $77,980,973   $77,256,192   $78,504,050
                                                                 ============  ============  ============
</TABLE>

                                       7
<PAGE>
                                    PART II
                                    -------

<TABLE>
<CAPTION>
Item  6.  FIVE  YEAR  CONSOLIDATED  SUMMARY  OF SELECTED FINANCIAL DATA:
--------  --------------------------------------------------------------

                                                            2000           1999           1998           1997           1996
                                                        -------------  -------------  -------------  -------------  -------------
<S>                                                     <C>            <C>            <C>            <C>            <C>
Gross Premiums Written                                  $102,110,215   $ 86,002,801   $ 87,929,152   $ 99,507,846   $ 90,939,387
                                                        =============  =============  =============  =============  =============
Net Premiums Written                                    $ 93,891,782   $ 80,193,376   $ 82,775,973   $ 91,564,795   $ 89,243,325
                                                        =============  =============  =============  =============  =============
Premiums Earned                                         $ 88,184,842   $ 82,841,104   $ 88,629,476   $ 87,451,620   $ 77,347,319
Net Investment Income                                      9,163,062      9,136,244      9,119,936      8,580,713      7,155,382
Realized Investment Gains                                 11,805,350      8,184,101     13,198,139     15,370,384      8,468,911
Other Revenues                                               355,208        249,672        113,005         36,801        382,130
                                                        -------------  -------------  -------------  -------------  -------------
Total Revenues                                           109,508,462    100,411,121    111,060,556    111,439,518     93,353,742
                                                        -------------  -------------  -------------  -------------  -------------
Losses and Loss Adjustment Expenses Incurred              57,501,375     45,300,841     52,377,114     61,128,402     41,165,776
Underwriting and Other Expenses                           32,688,826     31,199,583     30,682,454     28,587,186     26,680,657
                                                        -------------  -------------  -------------  -------------  -------------
Total Losses Incurred and Expenses                        90,190,201     76,500,424     83,059,568     89,715,588     67,846,433
                                                        -------------  -------------  -------------  -------------  -------------
Income from Operations Before Income Taxes                19,318,261     23,910,697     28,000,988     21,723,930     25,507,309
Income Tax Expense                                         4,864,944      7,198,234      8,577,075      6,532,051      7,158,151
                                                        -------------  -------------  -------------  -------------  -------------
Consolidated Net Income                                 $ 14,453,317   $ 16,712,463   $ 19,423,913   $ 15,191,879   $ 18,349,158
                                                        =============  =============  =============  =============  =============
Weighted Average Number of Shares Outstanding- Basic      11,124,074     11,252,358     11,206,018     11,151,428     11,077,501
                                                        =============  =============  =============  =============  =============
Weighted Average Number of Shares Outstanding- Diluted    11,158,462     11,297,289     11,280,442     11,285,751     11,315,758
                                                        =============  =============  =============  =============  =============
Income Per Share - Basic                                $       1.30   $       1.49   $       1.73   $       1.36   $       1.66
                                                        =============  =============  =============  =============  =============
Income Per Share - Diluted                              $       1.30   $       1.48   $       1.72   $       1.35   $       1.62
                                                        =============  =============  =============  =============  =============
Total Cash Dividends Per Share                          $       0.28   $       0.28   $       0.28   $       0.38   $       0.33
Consolidated Net Income and Cash Dividends Stated
   as a Ratio to Beginning Shareholders' Equity                 13.2%          14.1%          16.2%          16.7%          23.8%
Year End Financial Position:
   Assets                                               $283,258,052   $257,622,581   $277,359,597   $286,682,275   $228,885,454
   Shareholders' Investment                              145,699,869    133,226,210    141,315,973    139,342,141    116,581,883
   Book Value Per Share                                 $      13.23   $      11.82   $      12.59   $      12.46   $      10.50
                                                        -------------  -------------  -------------  -------------  -------------
Shares Outstanding                                        11,008,900     11,267,899     11,222,180     11,178,882     11,103,297
                                                        -------------  -------------  -------------  -------------  -------------
Insurance Operating Ratios (GAAP Basis):
   Losses and Loss Adjustment Expenses to
     Net Premiums Earned                                        65.2%          54.7%          59.1%          69.9%          53.2%
   Operating Expenses to Net Premiums Earned                    36.7%          37.4%          34.5%          32.6%          34.0%
                                                        -------------  -------------  -------------  -------------  -------------
   Combined Ratio                                              101.9%          92.1%          93.6%         102.5%          87.2%
                                                        =============  =============  =============  =============  =============
A. M. BEST Rating                                             A+             A+             A+             A+             A+
                                                           Superior       Superior       Superior       Superior       Superior
                                                        =============  =============  =============  =============  =============
</TABLE>


                                        8
<PAGE>
Item  7.  Management's  Discussion  and  Analysis  of Financial Condition and
--------  -------------------------------------------------------------------
          Results  of  Operations
          -----------------------

OVERVIEW

Capitol Transamerica Corporation (the "Company") is an insurance holding company
operating in 37 states which writes, through its subsidiaries, both
property-casualty and fidelity-surety insurance. The property-casualty segment
accounts for approximately 77% of the business written in 2000 while the
fidelity-surety segment accounts for approximately 23% of the Company's business
written in 2000.

The  underwriting  cycles  of the property-casualty insurance industry have been
characterized  by peak periods of adequate rates, underwriting profits and lower
combined  ratios,  while  the  downward  side  of  the cycle is characterized by
inadequate  rates, underwriting losses and, as a result, higher combined ratios.
The  adequacy  of  premium  rates  is  affected  primarily  by  the severity and
frequency  of  claims  which,  in  turn,  are  affected  by  natural  disasters,
regulatory  measures  and  court  decisions  which  continue to uphold the "deep
pocket"  theory  in  awarding against insurance companies. Unfortunately for the
insurance  industry,  the trend of increasing price competition has continued as
has  the  number of significant natural disasters. This combination has resulted
in  a considerable reduction in underwriting profitability for the industry as a
whole.

Adequate  premium  rates  continue  to  be  of  concern  to  the Company and the
property-casualty  insurance industry as a whole. Management feels strongly that
rate  regulators  have  been slow to adjust rates in response to increased claim
costs  from  the  factors  noted  above.  This,  when  combined  with  increased
competition  in  the  Companys'  niche  market,  has  presented an unprecedented
challenge  to  management.  The  Company  has  responded  to this challenge with
increased  marketing  efforts as well as the addition of innovative programs and
alliances  that  should  position  the  Company  for  continued  expansion  and
profitability.

OPERATING  RESULTS

Total revenues increased by approximately $9.1 million, or 9%, in 2000 compared
to 1999 due primarily to higher earned premiums and increases in realized
investment gains. Total revenues decreased by approximately $10.6 million, or
9.6%, in 1999 compared to 1998 due to lower earned premiums and decreases in
realized investment gains. Underwriting income decreased by $8.3 million in 2000
compared to 1999 due primarily to larger than expected losses on a few specific
claims as well as a $6.9 million reserve strengthening for increased premium
volume. Underwriting income increased by approximately $770,000 in 1999 compared
to 1998 due primarily to decreased loss and loss adjustment expenses. Net income
decreased to $14.5 million in 2000 from $16.7 million in 1999 and $19.4 million
in 1998. A more detailed analysis of the Company's results of operations
follows.

                                       9
<PAGE>
Premiums written are earned and recognized as revenues after a reduction for
reinsurance ceded and after establishing a provision for the pro rata unearned
portion of the premiums written. The following table illustrates the premiums
for 1998 through 2000.

                                       2000           1999             1998
  ------------------------------  --------------- -------------- --------------
  Gross Premiums Written            $102,110,215    $86,002,801    $87,929,152
  Reinsurance Ceded                    8,218,433      5,809,425      5,153,179
  ------------------------------  --------------- -------------- --------------
  Net Premiums Written               $93,891,782    $80,193,376    $82,775,973
  ==============================  =============== ============== ==============
  Net Premiums Earned                $88,184,842    $82,841,104    $88,629,476
  ==============================  =============== ============== ==============
  Net Unearned Premium Reserve       $45,587,586    $39,454,257    $41,541,432
  ==============================  =============== ============== ==============

Gross premiums written increased by $16.1 million, or approximately 18.7%, in
2000 compared to 1999 and decreased by $1.9 million, or approximately 2.2%, in
1999 compared to 1998. In 1998 and 1999, the Company established new
underwriting standards. With new underwriting standards in place, the Company
began to increase the gross premiums written in late 1999 and throughout 2000.
The fidelity-surety gross premiums written in 2000 grew by approximately 11%
compared to 1999 due primarily to volume increases. The property-casualty gross
premiums written in 2000 grew by approximately 21% compared to 1999 due
primarily to volume increases and to a lesser extent rate increases.

The Company's loss and loss adjustment expense levels on a GAAP basis increased
to approximately 65.2% of net premiums earned in 2000 compared to approximately
54.7% and 59.1% in 1999 and 1998, respectively. The increase in loss and loss
adjustment expenses in 2000 was due primarily to $8.1 million in unexpected
losses and $6.9 million in reserve strengthening, both of which are described in
more detail below. The Company sustained higher than expected losses on a select
group of seven claims in 2000. On the property-casualty side, there were two
casualty claims with net incurred losses (after reinsurance) of $3 million and
one property claim with net incurred losses of $1 million. On the
fidelity-surety side, there were four claims with incurred losses of $4.1
million. The Company took steps to improve its fidelity surety business
including not writing new bonds with certain bondholders and canceling certain
agents responsible for the production of unprofitable business. Had these losses
not occurred, the Company's loss and loss adjustment expense ratio for 2000
would have been approximately 55.5%, a level consistent with the Company's
history.

After detailed discussions internally and consultations with our independent
actuary, management believed it prudent to increase incurred but not reported
("IBNR") reserves in 2000 to address the losses inherent in the insurance
business as determined through an actuarial analysis as follows:
<TABLE>
<CAPTION>
                                                               IBNR Reserve
                                        ---------------------------------------------------------------
                                          Prior to Change        After Change             Change
                                        ---------------------------------------------------------------
<S>                                           <C>                 <C>                  <C>
   Fidelity & Surety                           $4,951,626          $5,914,404            $962,778
   Other Liability                              6,687,385           8,130,557           1,443,172
   Special Property                               121,997              14,617            (107,380)
   Commercial Multiple Peril                   22,580,923          25,735,155           3,154,232
   Workers Compensation                         2,351,321           3,298,398             947,077
   Reinsurance Assumed                          2,600,000           3,100,000             500,000
   All Other (Primarily Accident and
   Health)                                          6,748               6,869                 121
                                        ---------------------------------------------------------------
   Total                                      $39,300,000         $46,200,000          $6,900,000
                                        ===============================================================
</TABLE>

                                       10
<PAGE>
The Company's operating expenses increased throughout the early and mid-1990's
due to explosive premium growth, which, in turn, caused a need for more
resources. When the Company established new underwriting standards in 1998 and
1999, the expenses remained at a level consistent with the 1997 level for two
reasons. First, fixed expenses will not fluctuate with the premium volume and,
second, resource levels, specifically staffing levels, were kept constant in
anticipation of future growth. This resulted in the operating expense ratio
growing from 32.6% in 1997 to 34.5% in 1998 and 37.4% in 1999. Conversely, the
ratio decreased to 36.7% in 2000 because the fixed assets have remained constant
and the Company has been able to effectively handle the increased premium volume
with essentially the same staffing levels.

The Company's operating results from underwriting operations can be measured by
the combined loss and operating expense ratios determined in accordance with
generally accepted accounting principles ("GAAP"). Under GAAP, the loss, loss
adjustment expenses and operating expenses are all stated as a ratio of net
premiums earned. The combined ratio is useful because it shows the operating
profitability of the Company excluding income from investment-related
activities. Alternately stated, it shows the profitability of the insurance
operations.

A combined ratio greater than 100% means the Company's insurance operations are
operating at a loss, which the Company believes is typical on average for the
insurance industry in recent years. This, however, does not mean the Company is
losing money, because investment income and realized investment gains are also
included in the determination of net income. Conversely, if the Company's
combined ratio is less than 100%, the insurance operations are operating at a
gain. The combined ratio should not be considered in isolation from or as a
substitute for net income, cash flows from operating activities or other
combined income or cash flow data prepared in accordance with GAAP or as a
measure of overall profitability or liquidity. The following table depicts the
Company's combined ratios for 1998 through 2000 broken down into its loss and
operating expense components on a GAAP basis.

                                       2000             1999              1998
   -----------------------------------------------------------------------------
   Loss & Loss Adjustment Exp.         65.2%            54.7%             59.1%
   Operating Expenses                  36.7%            37.4%             34.5%
   -----------------------------------------------------------------------------
   Combined Ratio                     101.9%            92.1%             93.6%
   =============================================================================

Net investment income in 2000 amounted to $9,163,062 compared with $9,136,244
and $9,119,936 in 1999 and 1998, respectively. The Company holds a large
percentage of equity investments, which results in a comparatively lower rate of
return on invested assets. Investment income has been increasing due to the
Company concentrating investing in the fixed maturities market, most notably in
tax-exempt municipal bonds. The relationship of the increase in investment in
fixed maturities and net investment income is illustrated in the table below.

                                          2000         1999            1998
--------------------------------------------------------------------------------
Fixed Maturities (at amortized cost)  $85,369,980   $80,019,257     $68,210,546
Net Investment Income                   9,163,062     9,136,244       9,119,936
--------------------------------------------------------------------------------

Realized investment gains fluctuate due to both market conditions and the extent
of specific investments that the Company decides to sell. The Company's realized
investment gains fluctuated from $13.2 million in 1998 to $8.2 million in 1999
and $11.8 million in 2000.

The Company's income tax expense has decreased from $8.6 million in 1998 to $7.2
million in 1999 to $4.5 million in 2000 for two reasons. First, income from
underwriting operations has decreased for those periods and, second, the
Company's increased investment in municipal bonds has decreased the amount of
taxable income.

                                       11
<PAGE>

During  the year, the Company continued the program of purchasing treasury stock
for  contingent commission payments. Under this program, the Company distributes
shares  of  stock  as  additional compensation to agents based on achievement of
premium  growth  and  loss  ratio  targets for the agent's business in the prior
year.

REINSURANCE

The Company follows the customary practice of reinsuring with other companies,
i.e., ceding a portion of its exposure on the policies it has written. This
program of reinsurance permits the Company greater diversification of business
and the ability to write larger policies while limiting the extent of its
maximum net loss. It provides protection for the Company against unusually
serious occurrences in which a number of claims could produce a large aggregate
loss. Management continually monitors the Company's reinsurance program to
obtain protection that management believes should be adequate to ensure the
availability of funds for losses while maintaining future growth.

NET  INVESTMENT  INCOME  AND  REALIZED  GAINS

The  Company's  fixed  maturities  and  equity  securities  are  classified  as
available-for-sale  and  are  carried  at  fair  value. The unrealized gains and
losses,  net  of  tax,  are  reported as "Accumulated Other Comprehensive Income
(Loss)"  in  the  equity  portion  of  the  balance  sheet.

Interest and Dividend Income: Interest on fixed maturities is recorded as income
when  earned  and  is  adjusted  for  any  amortization  of  purchase premium or
accretion  of discount. Dividends on equity securities are recorded as income on
ex-dividend  dates.

Investments:                              2000          1999           1998
--------------------------------------------------------------------------------
          Invested Assets             232,367,776   $218,085,184   $238,140,592
          Net Investment Income         9,163,062      9,136,244      9,119,936
          Percent of Return to
             Average Carrying Value           4.0%           4.2%           4.5%
          Realized Gains               11,805,350      8,184,101     13,198,139
          Change in Unrealized Gains    4,239,902   $(21,981,943)  $(14,657,027)
--------------------------------------------------------------------------------

The  net  unrealized  gain  of $4,239,902 for 2000 was comprised of a $1,482,391
unrealized  gain  on  fixed  maturities  and a $2,757,511 unrealized gain on the
Company's  equity  portfolio.  Management  has  begun  to gradually increase its
tax-free  bond holdings and de-emphasize the equity portfolio, but is optimistic
that the recent downturn in the value of its equity investments is temporary and
that the current market conditions provide an even greater opportunity to invest
and  build  shareholder  value  over the long term. This appears to be coming to
fruition,  as  evidenced  by  the  current  year's increase in unrealized gains.


                                       12
<PAGE>

INCOME  TAXES

Income  tax expense is based on income reported for financial statement purposes
and  tax  laws  and  rates  in  effect for the years presented. Deferred federal
income  taxes  arise  from  timing differences between the recognition of income
determined for financial reporting purposes and income tax purposes. Such timing
differences are related principally to the deferral of policy acquisition costs,
the  recognition of unearned premiums and discounting of claims reserves for tax
purposes.  Deferred  taxes  are  also  provided  on unrealized gains and losses.

LOSS  RESERVES

Reserves for losses and loss adjustment expenses reflect the Company's best
estimate of the liability for the ultimate cost of reported claims and incurred
but not reported (IBNR) claims at the end of each period. The estimates are
based on past claim experience and consider current claim trends as well as
social and economic conditions. The Company's reserves for losses and loss
adjustment expenses were $77,980,973 as of December 31, 2000, compared with
$77,256,192 as of December 31, 1999 and $78,504,050 as of December 31, 1998.
Management continues to closely monitor the reserves for losses and loss
adjustment expenses to assure adequate recognition of the ultimate liability for
claims and claim expenses. The establishment of appropriate reserves, including
reserves for catastrophes, is an inherently uncertain process. The Company
regularly updates its reserve estimates as new facts become known and further
events occur which may impact the resolution of unsettled claims. Changes in
prior year reserve estimates, which may be material, are reflected in the
results of operations in the period such changes are determinable.


                                       13
<PAGE>
LIQUIDITY  AND  CAPITAL  RESOURCES

Liquidity  refers  to  the  Company's ability to meet obligations as they become
due.  The obligations and cash outflow of the Company include claim settlements,
acquisition  and  administrative expenses, investment purchases and dividends to
shareholders.  In  addition  to  satisfying obligations and cash outflow through
premium  collections,  there  is cash inflow obtained from interest and dividend
income,  maturities  and sales of investments. Because cash inflow from premiums
is  received  in  advance of cash outflow required to settle claims, the Company
accumulates  funds  which  it invests pending liquidity requirements. Therefore,
investments  represent  the  majority (82.0% in 2000, 84.7% in 1999 and 85.9% in
1998)  of  the  Company's  assets.  Cash  outflow  can  be unpredictable for two
reasons:  first,  a large portion of liabilities representing loss reserves have
uncertainty  regarding  settlement  dates;  and  second,  there is potential for
losses  occurring  either  individually  or  in  the aggregate. As a result, the
Company  maintains  adequate  short-term investment programs necessary to ensure
the availability of funds. The investment program is structured so that a forced
sale liquidation of fixed maturities should not be necessary during the ordinary
course of business. The Company has no material capital expenditure commitments.

MARKET  RISK

Market  risk  is  defined as exposure to adverse fluctuations in interest rates,
foreign  currency  exchange  rates,  and  commodity  or other price changes. The
Company  does  not invest in derivatives or similar financial instruments, which
are  highly  sensitive  to  market  risk and which are the main focus of the new
requirements.  However,  the requirements are broad enough in scope to encompass
the potential impact of interest rate fluctuations on the Company's fixed income
portfolio,  as well as the potential impact of a severe drop in the stock market
on  the  Company's  equity  investments.

The  following  table shows the interest rate sensitivity of the Company's fixed
income  investments  (bonds  and  preferred  stock)  by presenting the projected
impact  of  a  parallel  rise  or decline in interest rates of 100 and 200 basis
points. The interest rate fluctuation is assumed to occur on January 1, 2001 and
remain  in  effect  for  the  life  of  the  fixed  income  portfolio.

<TABLE>
<CAPTION>
                          Basis Point (Decrease) Increase
                                                     Current
Portfolio Characteristics     (200)      (100)     Market Rate     100       200
- -----------------------------------------------------------------------------------
<S>                         <C>        <C>        <C>            <C>       <C>
Market Value ($000's)       $105,278   $101,203   $     96,358   $90,834   $85,231
Market/Statement Value (%)     115.9%     111.4%         106.1%    100.0%     93.8%
Effective Duration (years)       3.9        4.2            4.5       4.8       5.0
</TABLE>

The valuation of the Company's common stock portfolio is subject to equity price
risk.  If market prices were to decrease 10%, the fair value of the common stock
portfolio  would  decrease  by an estimated $9.0 million, from $119.4 million to
$110.4  million.

The  Company's  investment  portfolio  is  actively managed to minimize downward
price  risk.


                                       14
<PAGE>
SEGMENT INFORMATION

The Company has three business segments, which are segregated based on the types
of products and services provided. The segments are 1) property and casualty, 2)
fidelity and surety, and 3) reinsurance assumed operations. These segments
constitute 100% of the operations of the Company. The Company maintains and
monitors its segment information on a statutory basis. Financial data by
segment, including a reconciliation to consolidated GAAP basis, for 1998 through
2000 is in footnote 13 to the Financial Statements.

The property and casualty segment provides specialty commercial coverages for
beauty and barber shops, bowling alleys, contractors/manufacturers, day care
centers, restaurants, detective/guard agencies, golf courses and taverns. This
segment also provides nurses professional, deerhunters and sportsmen's accident,
and special event coverages. The fidelity and surety segment offers a full range
of surety and fidelity bonds, including contractor's payment and performance
bonds, license/permit bonds, fiduciary and judicial bonds, as well as commercial
fidelity bonds. The reinsurance assumed segment consists of active reinsurance
assumed and discontinued reinsurance assumed. The Company's discontinued
reinsurance assumed business involved providing reinsurance coverage by assuming
a portion of the risks underwritten by other insurance companies and risk pools,
including asbestos and environmental risks. Although the Company withdrew from
this reinsurance business in 1976, liability remains for losses on policies
written during the period in which it participated as a reinsurer.

The Operating Results section discussed the premium growth as well as the loss
and loss adjustment expenses for the fidelity-surety and property-casualty lines
of business. Discontinued reinsurance assumed had an underwriting income of $1.3
million for 2000, compared to an underwriting loss of $522,000 and $470,000 for
1999 and 1998, respectively. In 2000, the Company decreased IBNR reserves by $2
million after consultation with the independent actuary retained by the Company
to assess the adequacy of these reserves. Had the Company not decreased these
reserves, the Company would have had an underwriting loss of $694,000 in 2000,
compared to an underwriting loss of $522,000 and $470,000 in 1999 and 1998,
respectively. In addition to the discontinued reinsurance assumed, the Company
is involved in active reinsurance assumed business, which is described in
footnote 4(c) to the Financial Statements. The active reinsurance assumed
business has a minimal effect on the overall underwriting operations of the
Company, contributing underwriting income of $108,000, $101,000 and $59,000 for
2000, 1999 and 1998, respectively.

Commissions, other underwriting expenses, investment income and income taxes are
allocated by line of business as described below.

Commissions and other underwriting expenses are allocated to the lines of
business based on premium volume and weighted average salaries by full-time
equivalent employees.

Investment income is allocated by line of business as well as to capital and
surplus based on a complex formula that incorporates premium volume, reserves
and surplus to allocate among the different lines of business as well as to
capital and surplus.

Income taxes are allocated to the lines of business based on the effective tax
rates for the different items affecting income - investment income (dividends,
interest and capital gains) and underwriting income.

YEAR  2000

In  prior  years,  the Company discussed the nature and progress of its plans to
become  year  2000  ready.  In  1999  the  Company completed its remediation and
testing  of systems. As a result of the planning and implementation efforts, the
Company  experienced  no significant disruptions in mission critical information
technology  and  non-information  technology  systems and believes those systems
successfully  responded  to  the  year  2000  date  change.

The  Company  expensed  approximately  $90,000  during  1999  in connection with
remediating  its  systems.  The  Company  is  not aware of any material problems
resulting  from year 2000 issues, either with our products, our internal systems
or  the  products  and  services  of third parties. The Company will continue to
monitor  its  mission critical computer applications and those of its agents and
vendors  throughout  the  year  2000 to ensure that any latent year 2000 matters
that  may  arise  are  addressed  promptly.

SAFE  HARBOR  STATEMENT
Some  of  the statements in this report, as well as statements by the Company in
periodic  press  releases and oral statements made by the Company's officials to
analysts  and  shareholders  in  the  course of presentations about the Company,
constitute  "forward-looking  statements"  within  the  meaning  fo  the Private
Securities  Litigations  Reform  act  of  1995.  Such forward-looking statements
involve  known  and unknown risks, estimates subject to change in circumstances,
uncertainties  and  other factors that may cause the actual results, performance
or  achievements  of  the  Company  to  be  materially different from any future
results, performance or achievements expressed or implied by the forward-looking
statements.

                                       15
<PAGE>
Item  8.  Financial  Statements  and  Supplementary  Data
--------  -----------------------------------------------

     Financial  Statements    The  financial  statements  filed  by  CTC  in
     ---------------------
                              connection  with  this  annual  report  are
                              consolidated  financial  statements  which present
                              all  of  the  operations of the parent company and
                              its  subsidiaries.

                                   (1)  Capitol  Transamerica  Corporation
                                        Consolidated  Financial  Statements.
                                   (2)  Report  of  independent  auditors.
                                   (3)  Consolidated  balance  sheets-  December
                                        31,  2000  and  1999.
                                   (4)  Consolidated  statements  of income- for
                                        each  of  the  three years in the period
                                        ended  December  31,  2000.
                                   (5)  Consolidated statements of shareholders'
                                        investment  and  comprehensive  income
                                        (loss)-  for  each of the three years in
                                        the  period  ended  December  31,  2000.
                                   (6)  Consolidated  statements  of cash flows-
                                        for  each  of  the  three  years  in the
                                        period  ended  December  31,  2000.
                                   (7)  Notes  to  consolidated  financial
                                        statements.




                                       16
<PAGE>
Item  14. Exhibits,  Financial  Statement  Schedules and Reports on Form 8-K

          (a)  1  and  2. Financial statements and financial statement schedules

               The  following  financial  statements  of  Capitol  Transamerica
               Corporation  and  Subsidiaries  are  included  in  Item  8.

               Consolidated  balance  sheets  -  December  31,  2000  and  1999.

               Consolidated  statements  of income - for each of the three years
               in  the  period  ended  December  31,  2000.

               Consolidated  statements  of  shareholders'  investment  and
               comprehensive  income-  for each of the three years in the period
               ended  December  31,  2000.

               Consolidated  statements  of  cash  flows - for each of the three
               years  in  the  period  ended  December  31,  2000.

               Notes  to  consolidated  financial  statements.

          The  following  financial  statement schedules of Capitol Transamerica
          Corporation  and  Subsidiaries  are  included  in  Item  14(d).

            Schedule I          Summary of Investments Other than Investments in
                                Related  Parties

            Schedule II         Condensed Financial Information of Registrant -
                                Parent  Company

            Schedule  III       Supplementary  Insurance  Information

            Schedule  IV        Reinsurance

            Schedule  VI        Supplemental  Information  Concerning
                                Property-Casualty  Insurance  Operations

          All  other  schedules  required by Article 7 of Regulation S-K are not
          required  under  the  related  instructions  or  are inapplicable, and
          therefore  have  been  omitted.

     (b)  No  Reports  on  Form  8-K were filed during the fourth quarter of the
          fiscal  year  ended  December  31,  2000.

     (c)  Exhibits

          The following is filed as an exhibit to this Report:

          Exhibit No.             Description
          ----------              -----------
            23            Consent of Ernst & Young LLP, independent auditors.

     (d)  Financial  Statement  Schedules
          Reference  is  made  to  the  financial  statement  schedules  above.


                                       17
<PAGE>
                                   SIGNATURES
                                   ----------


        Pursuant to the requirements of Section 13 and 15(d) of the Securities
Exchange Act of l934, the Company has duly caused this amendment to report to be
signed on its behalf by the undersigned, thereunto duly authorized on the
_______ day of October, 2001.


                                     CAPITOL TRANSAMERICA CORPORATION


                                     By:    /s/ George A. Fait
                                            -------------------------------
                                            George A. Fait
                                            Chairman of the Board, President and
                                            Director



                                       18
<PAGE>
RESPONSIBILITY  FOR  FINANCIAL  REPORTING

To  The Shareholders and Board of Directors of Capitol Transamerica Corporation:

The  Company  has prepared the consolidated financial statements, related notes,
and  other  financial  data appearing in this Annual Report. The statements were
developed  using  accounting  principles generally accepted in the United States
and  policies  considered  appropriate in the circumstances. They reflect, where
applicable,  management's best estimates and judgments.  The financial data also
includes  disclosures  and explanations that are relevant to an understanding of
the  financial  affairs of the Company.  To meet management's responsibility for
financial  reporting,  internal  control  systems and procedures are designed to
provide  reasonable assurance as to the reliability of the financial records and
compliance  with  corporate  policy  throughout  the  organization.

Ernst  & Young LLP, independent auditors, have audited the financial statements.
To  express  an opinion thereon, they review and evaluate the Company's internal
accounting  controls  and conduct such tests of the accounting records and other
auditing procedures as they deem necessary.  The Board of Directors oversees the
Company's financial reporting through its Audit Committee, which regularly meets
with  the  independent  auditors,  both  with and without management present, to
review  accounting,  auditing  and  financial  reporting  matters.  A  policy of
business  ethics  is  communicated annually to the Company's directors, officers
and  responsible  employees.  The Company monitors compliance with the policy to
help  assure  that  operations  are  conducted in a responsible and professional
manner  with  a  commitment  to  the  highest  standard  of  business  conduct.


                                   Paul  J.  Breitnauer
                                   Vice  President  and  Treasurer

--------------------------------------------------------------------------------

REPORT  OF  ERNST  &  YOUNG  LLP,  INDEPENDENT  AUDITORS

To  the Shareholders and Board of Directors of Capitol Transamerica Corporation:

We  have  audited  the  accompanying  consolidated  balance  sheets  of  Capitol
Transamerica  Corporation  (the "Company") as of December 31, 2000 and 1999, and
the  related consolidated statements of operations, shareholders' investment and
comprehensive  income,  and  cash  flows for the three years in the period ended
December  31,  2000.  Our audits also included the financial statement schedules
listed in the Index at Item 14(a).  These financial statements and schedules are
the  responsibility  of  the  Company's  management.  Our  responsibility  is to
express  an  opinion  on  these  financial statements and schedules based on our
audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States.  Those  standards  require that we plan and perform the
audit  to obtain reasonable assurance about whether the financial statements are
free  of  material  misstatement.  An audit includes examining, on a test basis,
evidence  supporting the amounts and disclosures in the financial statements. An
audit  also  includes  assessing  the accounting principles used and significant
estimates  made  by  management,  as  well  as  evaluating the overall financial
statement  presentation.  We  believe that our audits provide a reasonable basis
for  our  opinion.

In  our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Capitol
Transamerica  Corporation  at  December  31, 2000 and 1999, and the consolidated
results  of its operations and its cash flows for each of the three years in the
period  ended  December  31,  2000,  in  conformity  with  accounting principles
generally  accepted  in  the  United  States.  Also, in our opinion, the related
financial  statement  schedules,  when  considered  in  relation  to  the  basic
financial  statements  taken as a whole, present fairly in all material respects
the  information  set  forth  therein.


Ernst  &  Young  LLP
Milwaukee,  Wisconsin
February  16,  2001

                                       19
<PAGE>
<TABLE>
<CAPTION>
                                        CAPITOL  TRANSAMERICA  CORPORATION
                                          CONSOLIDATED  BALANCE  SHEETS
                                          December  31,  2000  and  1999

                                                                                         2000          1999
                                                                                     ------------  ------------
<S>                                                                                  <C>           <C>
Assets
  Investments (Notes (1)(b) and (2)):
     Available-for-sale investment securities, at fair value
        Fixed maturities (amortized cost $85,369,980 and $80,019,257, respectively)  $ 90,841,811  $ 83,210,487
        Equity securities:
          Common stock, (cost $123,504,211 and $125,913,872, respectively)            119,413,538   116,656,582
          Nonredeemable preferred stock, (cost $6,470,793 and
               $5,725,500, respectively)                                                5,516,567     5,695,567
     Investment real estate, at cost, net of depreciation                              11,008,554    10,540,426
     Short-term investments, at cost which approximates fair value (Note(2)(d))         5,587,306     1,982,122
                                                                                     ------------  ------------
Total Investments                                                                     232,367,776   218,085,184
                                                                                     ------------  ------------

  Cash                                                                                  3,641,628     1,080,435
  Accrued investment income                                                             1,953,466     1,927,901
  Receivables from agents, insureds and others, less allowance
     for doubtful accounts of $530,000 each year                                       18,438,610    14,892,647
  Balances due from reinsurers                                                          1,794,851             -
  Funds held by ceding reinsurers                                                          47,000        40,000
  Income taxes recoverable- current                                                        67,463       686,240
  Deferred income taxes (Notes (1)(f) and (5))                                          2,468,713     4,153,393
  Deferred insurance acquisition costs (Note (1)(e))                                   13,726,372    12,644,189
  Prepaid reinsurance premiums                                                          1,714,017     1,287,627
  Due from securities brokers                                                           4,218,650       639,136
  Other assets                                                                          2,819,506     2,114,074
                                                                                     ------------  ------------
Total Assets                                                                         $283,258,052  $257,550,826
                                                                                     ============  ============
</TABLE>

      The accompanying notes to the consolidated financial statements are
                an integral part of these financial statements.


                                       20
<PAGE>
<TABLE>
<CAPTION>
                              CAPITOL  TRANSAMERICA  CORPORATION
                                CONSOLIDATED  BALANCE  SHEETS
                                December  31,  2000  and  1999

                                                                                   2000           1999
                                                                               -------------  -------------
<S>                                                                            <C>            <C>
Liabilities
  Policy Liabilities and Accruals (Notes (1)(d), (3) and (4)):
     Reserve for losses                                                        $ 52,231,685   $ 53,575,780
     Reserve for loss adjustment expenses                                        25,749,288     23,680,412
     Unearned premiums                                                           45,587,586     39,454,257
                                                                               -------------  -------------
  Total Policy Liabilities and Accruals                                         123,568,559    116,710,449
                                                                               -------------  -------------

  Accounts payable                                                                4,203,407      3,950,898
  Claim drafts outstanding                                                        4,927,097      1,854,701
  Due to securities brokers                                                          34,125              -
  Balances due to reinsurers                                                      4,097,368      1,469,705
  Accrued premium taxes                                                             727,627        338,863
                                                                               -------------  -------------
  Total Other Liabilities                                                        13,989,624      7,614,167
                                                                               -------------  -------------
Total Liabilities                                                               137,558,183    124,324,616
                                                                               -------------  -------------
  Commitments and contingent liabilities (Notes (4) and (8))                              -              -

Shareholders' Investment (Notes (6) and (7))
     Common stock, $1.00 par value, authorized 15,000,000 shares,
        issued 11,558,767 and 11,538,970, respectively                           11,558,767     11,538,970
     Paid-in surplus                                                             22,733,088     22,594,538
     Accumulated other comprehensive income (loss), net of deferred taxes of
        $149,428 and ($2,133,595), respectively (Notes (1)(b) and (2))              277,504     (3,962,398)
     Retained earnings                                                          114,944,048    103,577,193
                                                                               -------------  -------------
Shareholders' investment before treasury stock                                  149,513,407    133,748,303
     Treasury stock, 549,867 and 271,071 shares, respectively, at cost           (3,813,538)      (522,093)
                                                                               -------------  -------------
Total Shareholders' Investment                                                  145,699,869    133,226,210
                                                                               -------------  -------------
Total Liabilities and Shareholders' Investment                                 $283,258,052   $257,550,826
                                                                               =============  =============
</TABLE>

      The accompanying notes to the consolidated financial statements are
                an integral part of these financial statements.


                                       21
<PAGE>
<TABLE>
<CAPTION>
                                        CAPITOL TRANSAMERICA CORPORATION
                                        CONSOLIDATED STATEMENTS OF INCOME
                              For The Years Ended December 31, 2000, 1999 and 1998

                                                                           2000           1999          1998
                                                                       -------------  ------------  ------------
<S>                                                                    <C>            <C>           <C>
Revenues:
   Premiums earned (Note (1)(c))                                       $ 88,184,842   $ 82,841,104  $ 88,629,476
   Net investment income (Note (2)(e))                                    9,163,062      9,136,244     9,119,936
   Realized investment gains (Notes (1)(b) and (2))                      11,805,350      8,184,101    13,198,139
   Other revenues                                                           355,208        249,672       113,005
                                                                       -------------  ------------  ------------
Total Revenues                                                          109,508,462    100,411,121   111,060,556
                                                                       -------------  ------------  ------------

Losses and Expenses Incurred (Notes (1)(d), (3) and (4)):
   Losses incurred                                                       43,728,496     34,407,096    43,994,221
   Loss adjustment expenses incurred                                     13,772,879     10,893,745     8,382,893
   Underwriting, acquisition and insurance expenses (Note (10))          32,299,497     28,920,512    28,558,650
   (Increase) decrease in deferred insurance acquisition costs           (1,082,183)       880,588       662,164
   Other expenses                                                         1,471,512      1,398,483     1,461,640
                                                                       -------------  ------------  ------------
Total Losses and Expenses Incurred                                       90,190,201     76,500,424    83,059,568
                                                                       -------------  ------------  ------------

Income from operations before income taxes                               19,318,261     23,910,697    28,000,988
Income tax expense (Note (5))                                             4,864,944      7,198,234     8,577,075
                                                                       -------------  ------------  ------------

Net Income                                                             $ 14,453,317   $ 16,712,463  $ 19,423,913
                                                                       =============  ============  ============


Income Per Share- basic  (Note (1)(g))                                 $       1.30   $       1.49  $       1.73
                                                                       =============  ============  ============

Weighted average number of shares outstanding- basic  (Note (1)(g))      11,124,074     11,252,358    11,206,018
                                                                       =============  ============  ============

Income Per Share- diluted  (Note (1)(g))                               $       1.30   $       1.48  $       1.72
                                                                       =============  ============  ============

Weighted average number of shares outstanding- diluted  (Note (1)(g))    11,158,462     11,297,289    11,280,442
                                                                       =============  ============  ============
</TABLE>

The accompanying notes to the consolidated financial statements are an integral
                      part of these financial statements.


                                       22
<PAGE>
<TABLE>
<CAPTION>
                                        CONSOLIDATED STATEMENTS OF SHAREHOLDERS' INVESTMENT
                                                  AND COMPREHENSIVE INCOME (LOSS)


                                             Common                                    Accumulated
                                              Stock                                       Other
                                           (Par Value     Paid-In     Comprehensive    Comprehensive     Retained       Treasury
                                             $1.00)       Surplus     Income (Loss)    Income (Loss)     Earnings        Stock
                                          ------------  -----------  ---------------  ---------------  -------------  ------------
<S>                                       <C>           <C>          <C>              <C>              <C>            <C>
Balance, January 1, 1998                  $11,502,520   $21,832,206  $            -   $   32,676,572   $ 73,732,118   $  (401,275)
  Comprehensive income (loss):
    Net income                                      -             -      19,423,913                -     19,423,913             -
                                                                     ---------------
    Other comprehensive loss:
      Unrealized depreciation on
        available-for-sale securities,
        net of deferred taxes                       -             -      (6,078,237)               -              -             -
      Less: reclassification adjustment,
        net of tax of $4,619,349,
        for gain included in net income             -             -      (8,578,790)               -              -             -
                                                                     ---------------
      Other comprehensive loss                      -             -     (14,657,027)     (14,657,027)             -             -
                                                                     ---------------
  Comprehensive income                              -             -       4,766,886                -              -             -
  Stock options exercised                      26,856       142,409               -                -              -       (18,952)
  Purchases and sales
    of treasury stock, net                          -       271,751               -                -              -       (75,332)
  Cash dividends paid                               -             -               -                -     (3,139,786)            -
                                          ------------  -----------  ---------------  ---------------  -------------  ------------
Balance, December 31, 1998                 11,529,376    22,246,366               -       18,019,545     90,016,245      (495,559)
  Comprehensive income (loss):
    Net income                                      -             -      16,712,463                -     16,712,463             -
                                                                     ---------------
    Other comprehensive loss:
      Unrealized depreciation on
        available-for-sale securities,
        net of deferred taxes                       -             -     (16,662,277)               -              -             -
      Less: reclassification adjustment,
        net of tax of $2,864,435,
        for gain included in net income             -             -      (5,319,666)               -              -             -
                                                                     ---------------
      Other comprehensive loss                      -             -     (21,981,943)     (21,981,943)             -             -
                                                                     ---------------
  Comprehensive loss                                -             -      (5,269,480)               -              -             -
  Stock options exercised                       9,594        57,748               -                -              -       (26,534)
  Purchases and sales
    of treasury stock, net                          -       290,424               -                -              -             -
  Cash dividends paid                               -             -               -                -     (3,151,515)            -
                                          ------------  -----------  ---------------  ---------------  -------------  ------------
Balance, December 31, 1999                $11,538,970   $22,594,538  $            -   $   (3,962,398)  $103,577,193   $  (522,093)
  Comprehensive income
    Net income                                      -             -      14,453,317                -     14,453,317             -
                                                                     ---------------
    Other comprehensive income:
      Unrealized appreciation on
        available-for-sale securities,
        net of deferred taxes                       -             -      11,913,380                -              -             -
      Less: reclassification adjustment,
        net of tax of $2,546,352,
        for gain included in net income             -             -      (7,673,478)               -              -             -
                                                                     ---------------
      Other comprehensive income                    -             -       4,239,902        4,239,902              -             -
                                                                     ---------------
  Comprehensive income                              -             -      18,693,219                -              -             -
  Stock options exercised                      19,797       138,550               -                -              -       (76,250)
  Stock-based compensation                          -             -               -                -         25,476             -
  Purchases and sales
    of treasury stock, net                          -             -               -                -              -    (3,215,195)
  Cash dividends paid                               -             -               -                -     (3,111,938)            -
                                          ------------  -----------  ---------------  ---------------  -------------  ------------
Balance, December 31, 2000                $11,558,767   $22,733,088  $            -   $      277,504   $114,944,048   $(3,813,538)
                                          ============  ===========  ===============  ===============  =============  ============
</TABLE>

The accompanying notes to the consolidated financial statements are an integral
                      part of these financial statements.

                                       23
<PAGE>
<TABLE>
<CAPTION>
                                      CAPITOL TRANSAMERICA CORPORATION
                                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                            For the Years Ended December 31, 2000, 1999 and 1998



                                                                            2000           1999           1998
                                                                        -------------  -------------  -------------
<S>                                                                     <C>            <C>            <C>
Cash flows provided by operating activities:
- ----------------------------------------------------------------------
  Net Income                                                            $ 14,453,317   $ 16,712,463   $ 19,423,913
    Adjustments to reconcile net income to net cash
      provided by operating activities:
        Depreciation                                                       1,215,024      1,161,702      1,195,955
        Realized investment gains                                        (11,805,350)    (8,184,101)   (13,198,139)
        Change in:
          Deferred insurance acquisition costs                            (1,082,183)       880,588        662,164
          Unearned premiums                                                6,133,329     (2,087,175)    (5,870,417)
          Allowance for doubtful accounts receivable from agents                   -         30,000         60,000
          Accrued investment income                                          (25,565)      (248,903)        28,694
          Receivables from agents, insureds and others                    (3,545,963)     2,294,999      3,542,835
          Balances due to/from reinsurers                                    149,564        317,498       (191,361)
          Reinsurance recoverable on paid and unpaid losses                  683,248      1,026,426       (897,506)
          Funds held by ceding reinsurers                                     (7,000)        (4,244)       (35,756)
          Income taxes payable/recoverable                                   618,777       (635,702)       633,804
          Deferred income taxes                                             (598,340)      (538,796)      (304,896)
          Due to/from securities brokers                                  (3,545,389)       763,512     (6,721,020)
          Prepaid reinsurance premiums                                      (426,390)      (560,553)        16,914
          Other assets                                                      (707,858)      (332,788)        (5,305)
          Reserves for losses and loss adjustment expenses                   724,781     (1,247,858)     7,031,712
          Accounts payable                                                 3,324,905       (371,947)       371,977
          Accrued premium taxes                                              388,764        101,692        (99,992)
                                                                        -------------  -------------  -------------
            Net cash provided by operating activities                      5,947,671      9,076,813      5,643,576
                                                                        -------------  -------------  -------------

Cash flows provided by (used for) investing activities:
- ----------------------------------------------------------------------
   Proceeds from sales of available-for-sale investments                  26,278,568     29,718,246     40,484,195
   Purchases of available-for-sale investments                           (26,716,842)   (44,377,254)   (49,573,482)
   Maturities of available-for-sale investments                            4,053,867      8,690,009      7,660,719
   Purchases of depreciable assets                                          (782,511)      (751,534)    (1,080,065)
                                                                        -------------  -------------  -------------
     Net cash provided by (used for) investing activities                  2,833,082     (6,720,533)    (2,508,633)
                                                                        -------------  -------------  -------------

Cash flows used for financing activities:
- ----------------------------------------------------------------------
  Cash dividends paid                                                     (3,111,938)    (3,151,515)    (3,139,786)
  Stock options exercised                                                     45,273         40,808        441,017
  Net (cost of) proceeds from sale (purchase) of treasury stock           (3,152,895)       290,424        (94,284)
                                                                        -------------  -------------  -------------
    Net cash used for financing activities                                (6,219,560)    (2,820,283)    (2,793,053)
                                                                        -------------  -------------  -------------

  Net increase (decrease) in cash                                          2,561,193       (464,003)       341,890
  Cash, beginning of year                                                  1,080,435      1,544,438      1,202,548
                                                                        -------------  -------------  -------------
  Cash, end of year                                                     $  3,641,628   $  1,080,435   $  1,544,438
                                                                        =============  =============  =============
Cash paid during the year for:
  Income taxes                                                          $  4,856,364   $  8,611,726   $  8,358,132
</TABLE>

     The accompanying notes to the consolidated financial statements are an
                  integral part of these financial statements.

                                       24
<PAGE>
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)       Summary  of  Significant  Accounting  Policies
          ----------------------------------------------
          Capitol  Transamerica  Corporation  (the  "Company")  is  an insurance
          holding  company,  which  writes, through its subsidiaries, commercial
          insurance  coverages  in  37  states.  The property-casualty insurance
          coverages  represent  approximately  77%  of  the  Company's  premiums
          written while fidelity-surety coverages represent approximately 23% of
          the  Company's  premiums  written. The Company's products are marketed
          through  independent  agents  located  throughout  the  United States.

          The consolidated financial statements are presented in accordance with
          accounting  principles  generally  accepted  in  the  United  States
          ("GAAP").  The  preparation  of  financial  statements  of  insurance
          companies  requires  management to make estimates and assumptions that
          affect  amounts  reported in the financial statements and accompanying
          notes. Actual results could differ significantly from those estimates.

     (a)  Principles  of  Consolidation
          -----------------------------
          The  consolidated  financial  statements  include  the accounts of the
          Company  and  its  wholly-owned  subsidiaries,  Capitol  Indemnity
          Corporation  ("CIC"), Capitol Specialty Insurance Corporation ("CSIC")
          and  Capitol  Facilities  Corporation  ("CFC").  All  significant
          inter-company  accounts  and  transactions  have  been  eliminated  in
          consolidation.

     (b)  Investments
          -----------
          The  Company  classifies  all  of  its  fixed  maturities  and  equity
          securities  as  available-for-sale.  Accordingly, investments in fixed
          maturities  and  equity  securities  are  reported at fair value, with
          unrealized  gains  and  losses  reported  in  a  separate component of
          shareholders'  investment,  net  of  tax  effect.  The  cost  of fixed
          maturities  is  adjusted for amortization of premiums and accretion of
          discounts  to  maturity. Fixed maturities and equity securities deemed
          to  have  declines  in value that are other than temporary are written
          down through the statement of income to carrying values equal to their
          estimated  fair  values.

          Investment  real  estate  is  carried  at  cost  net  of  accumulated
          depreciation  of $1,595,693 and $1,173,643 as of December 31, 2000 and
          December  31,  1999, respectively. The real estate is depreciated over
          the  estimated  useful  life  of  the  asset.

          Cost  of  investments  sold  is  determined  under  the  specific
          identification  method.

     (c)  Premiums
          --------
          Premiums  are  recognized as revenue on a pro-rata basis over the term
          of  the contracts. Approximately 18.5% and 13.9% of the total premiums
          written  are on risks located in Wisconsin and Illinois, respectively.
          No  other  state  exceeds  10%.

     (d)  Loss  and  Loss  Adjustment  Expenses
          -------------------------------------
          Losses  and  loss  adjustment  expenses  less  related reinsurance and
          subrogation  recoverable, are provided for as claims are incurred. The
          reserves  for  losses  and  loss  adjustment expenses include: (1) the
          accumulation  of  individual  estimates  for claims reported on direct
          business  prior  to  the close of the accounting period; (2) estimates
          received  from other insurers with respect to reinsurance assumed; (3)
          estimates  for  incurred  but  not  reported  claims  based  on  past
          experience  modified for current trends; and (4) estimates of expenses
          for  investigating  and  settling claims based on past experience. The
          liabilities  recorded  are  based  on  estimates  resulting  from  the
          continuing  review  process,  and  differences  between  estimates and
          ultimate payments are reflected in expense for the period in which the
          estimates  are  changed.

                                       25
<PAGE>
     (e)  Deferred  Insurance  Acquisition  Costs
          ---------------------------------------
          Deferred  insurance acquisition costs that vary with, and are directly
          related  to,  the  production  of  premiums  (principally commissions,
          premium  taxes,  compensation  and  certain underwriting expenses) are
          deferred.  Deferred  insurance  acquisition  costs  are  amortized  to
          expense  as  the  related  premiums  are  earned.

     (f)  Income  Taxes
          -------------
          Deferred  income  taxes  reflect  the  net  tax  effects  of temporary
          differences between the carrying amounts of assets and liabilities for
          financial  statement  purposes  and  the  amounts  used for income tax
          reporting.

     (g)  Income  Per  Share
          ------------------
          Basic  income  per  share  is  computed  by dividing net income by the
          weighted-average  number  of  shares  of  stock outstanding during the
          year.  Diluted  income per share is computed by dividing net income by
          the  weighted-  average  number  of  shares of common stock and common
          stock  equivalents  from options outstanding. The following table sets
          forth  the  computation  of  basic  and  diluted  EPS:

<TABLE>
<CAPTION>
                                               December 31,
                                     2000         1999         1998
                                 -----------  -----------  -----------
<S>                              <C>          <C>          <C>
Numerator:
  Consolidated net income        $14,453,317  $16,712,463  $19,423,913

Denominator:
Denominator for basic EPS -
  weighted average shares         11,124,074   11,252,358   11,206,018
Effect of dilutive securities -
  unexercised stock options           34,388       44,931       74,424
                                 -----------  -----------  -----------
Denominator for diluted EPS       11,158,462   11,297,289   11,280,442

Basic EPS                        $      1.30  $      1.49  $      1.73
Diluted EPS                      $      1.30  $      1.48  $      1.72
</TABLE>

     (h)  Comprehensive  Income  (Loss)
          -----------------------------
          Comprehensive  income  (loss)  is  defined as net income plus or minus
          other  comprehensive  income  (loss),  which  for  the  Company, under
          existing  accounting  standards,  consists  of  unrealized  gains  and
          losses,  net of income tax effects, on certain investments in debt and
          equity  securities.  Comprehensive  income  (loss)  is reported by the
          Company  in  the  consolidated  statements of changes in shareholders'
          investment  and  comprehensive  income  (loss).

     (i)  Reclassifications
          -----------------
          Certain  reclassifications  have  been  made  to  the  1999  financial
          statements  to  conform  with  the  2000  presentation.

                                       26
<PAGE>
(2)          Investments
             -----------
     (a)  The  amortized  cost  and estimated fair value of fixed maturities and
          equity  securities  are  as  follows:

<TABLE>
<CAPTION>
                                                      Gross         Gross
                                      Amortized    Unrealized    Unrealized        Fair
Type of investment                       Cost         Gains        Losses         Value
- -------------------------------------------------------------------------------------------
<S>                                  <C>           <C>          <C>            <C>
DECEMBER 31, 2000
Fixed maturities:
     U.S. Government bonds           $     33,930  $     1,690             -   $     35,620
     State, municipal and political
          subdivision bonds            84,236,162    5,559,420       (63,528)    89,732,054
     Corporate bonds and notes          1,099,888            -       (25,751)     1,074,137
- -------------------------------------------------------------------------------------------
   Total fixed maturities            $ 85,369,980  $ 5,561,110      ($89,279)  $ 90,841,811
===========================================================================================

Equity securities:
     Common stock                    $123,504,211  $26,442,675  ($30,533,348)  $119,413,538
     Non-redeemable preferred stock     6,470,793      185,332    (1,139,558)     5,516,567
- -------------------------------------------------------------------------------------------
   Total equity securities           $129,975,004  $26,628,007  ($31,672,906)  $124,930,105
===========================================================================================

DECEMBER 31, 1999
Fixed maturities:
     U.S. Government bonds           $     39,428  $     2,196             -   $     41,624
     State, municipal and political
          subdivision bonds            78,855,846    4,423,576    (1,204,274)    82,075,148
     Corporate bonds and notes          1,123,983            -       (30,268)     1,093,715
- -------------------------------------------------------------------------------------------
   Total fixed maturities            $ 80,019,257  $ 4,425,772   ($1,234,542)  $ 83,210,487
===========================================================================================

Equity securities:
     Common stock                    $125,913,872  $16,310,888  ($25,568,178)  $116,656,582
     Non-redeemable preferred stock     5,725,500      552,975      (582,908)     5,695,567
- -------------------------------------------------------------------------------------------
   Total equity securities           $131,639,372  $16,863,863  ($26,151,086)  $122,352,149
===========================================================================================
</TABLE>

     (b)  The  amortized  cost  and  estimated fair value of fixed maturities at
          December  31,  2000, by contractual maturity, is shown below. Expected
          maturities  will  differ from contractual maturities because borrowers
          may  have the right to call or prepay obligations with or without call
          or  prepayment  penalties.

                                                   Amortized      Fair
                                                     Cost         Value
          ----------------------------------------------------------------
          Due in one year or less                 $         -  $         -
          Due after one year through five years     3,014,408    3,125,891
          Due after five years through ten years   10,295,355   10,745,902
          Due after ten years                      72,060,217   76,970,018
          ----------------------------------------------------------------
          Total                                   $85,369,980  $90,841,811
          ================================================================


                                       27
<PAGE>
     (c)  Realized  gains  (losses)  and change in unrealized gains (losses) for
          the three years ended December 31, 2000, 1999 and 1998 are as follows:

<TABLE>
<CAPTION>
                                                 2000           1999            1998
- -----------------------------------------------------------------------------------------
<S>                                          <C>           <C>             <C>
Realized gains (losses):
  Fixed maturities
    Gross gains                              $    45,234   $      66,054   $      64,575
    Gross losses                                  (4,235)         (6,386)         (5,040)
  Equity securities
    Gross gains                               12,398,816       8,174,659      13,138,613
    Gross losses                                (634,465)        (50,226)             (9)
  Other                                                -               -               -
- -----------------------------------------------------------------------------------------
Net realized gains                           $11,805,350   $   8,184,101   $  13,198,139
=========================================================================================


Change in unrealized gains (losses):
  Fixed maturities                           $ 2,280,601     ($3,659,687)  $   2,214,372
  Equity securities                            4,242,324     (30,158,682)    (24,001,959)
- -----------------------------------------------------------------------------------------
Net change in unrealized gains (losses)        6,522,926     (33,818,369)    (21,787,587)
  Less effect of applicable deferred taxes     2,283,024     (11,836,426)     (7,130,560)
- -----------------------------------------------------------------------------------------
Net increase (decrease) in unrealized gains  $ 4,239,902    ($21,981,943)   ($14,657,027)
=========================================================================================
</TABLE>

          Following  is  a  summary  of  total  unrealized  gains (losses) as of
          December  31,  2000,  1999  and  1998:

<TABLE>
<CAPTION>
                                                 2000           1999           1998
- ---------------------------------------------------------------------------------------
<S>                                         <C>            <C>            <C>
Unrealized gains (losses):
  Fixed maturities
    Gross unrealized gains                  $  5,561,110   $  4,425,772   $  6,860,733
    Gross unrealized losses                      (89,279)    (1,234,542)        (9,819)
  Equity securities
    Gross unrealized gains                    26,628,007     16,863,863     32,173,006
    Gross unrealized losses                  (31,672,906)   (26,151,086)   (11,301,546)
- ---------------------------------------------------------------------------------------
Gross unrealized gains (losses)                  426,932     (6,095,993)    27,722,374
  Less effect of applicable deferred taxes       149,428     (2,133,595)     9,702,829
- ---------------------------------------------------------------------------------------
Net unrealized gains (losses)               $    277,504    ($3,962,398)  $ 18,019,545
=======================================================================================
</TABLE>

     (d)  The  fair  value  of  securities  on deposit with insurance regulators
          in  accordance  with statutory requirements was $3,936,264 at December
          31,  2000  and  $3,927,732  at  December  31,  1999.

          In  connection  with  the  reinsurance  assumed  operations,  CIC  has
          established  security trust fund agreements with a bank, consisting of
          cash and securities in the amount of $835,000 at December 31, 2000 and
          $865,000  at  December  31,  1999.

                                       28
<PAGE>
     (e)  Following  is  a  summary  of  investment income from each category of
          investments:

<TABLE>
<CAPTION>
                                      2000         1999         1998
- ------------------------------------------------------------------------
<S>                                <C>          <C>          <C>
Fixed maturities                   $ 4,927,452  $ 4,732,097  $ 4,619,471
Equity securities                    3,792,573    3,917,943    3,907,213
Investment real estate               2,343,288    2,458,961    2,383,255
Short-term                             350,688      252,387      186,341
- ------------------------------------------------------------------------
Total investment income             11,414,001   11,361,388   11,096,280
Investment expenses - real estate    1,484,161    1,434,580    1,310,113
Other investment expenses              344,742      406,518      321,016
Depreciation on real estate            422,036      384,046      345,215
- ------------------------------------------------------------------------
Net investment income              $ 9,163,062  $ 9,136,244  $ 9,119,936
========================================================================
</TABLE>

     (f)  The  Company  had  investments  in  state,  municipal  and  political
          subdivision  bonds with amortized costs of $84,236,162 and $78,855,846
          at December 31, 2000 and 1999 respectively. Approximately 93% of these
          bonds  were  special  assessment revenue bonds and approximately 7% of
          these  bonds  were  state  and  political  subdivision  obligations at
          December  31,  2000  and  1999.  The  Company monitors its exposure by
          investing its funds in accordance with guidelines set by the Company's
          investment  committee.  At December 31, 2000, approximately 40% of the
          municipal  bond  portfolio  consisted  of  securities of Wisconsin and
          Minnesota.  No  other  state  total  exceeded  10%.

     (g)  Fair  values  for  fixed  maturities  and  equity  securities  are
          determined from quoted market prices where available, or are estimated
          using values obtained from independent pricing services. Thinly traded
          fixed  maturities  are  individually priced based upon year-end market
          conditions, type of security, interest rate and maturity of the issue.

(3)       Reserves  for  Losses  and  Loss  Adjustment  Expenses
          ------------------------------------------------------
          The  table below provides a reconciliation of the beginning and ending
          reserves  for losses and loss adjustment expenses, net of reinsurance:


                                      29
<PAGE>

<TABLE>
<CAPTION>
                                                               2000          1999          1998
- ---------------------------------------------------------------------------------------------------
<S>                                                        <C>           <C>           <C>
Balance as of January 1,                                   $77,256,192   $78,504,050   $71,472,338
Reinsurance balances                                           121,478    (1,101,770)         (594)
- ---------------------------------------------------------------------------------------------------
Net reserves                                                77,377,670    77,402,280    71,471,744

Incurred losses and loss adjustment expenses related to:
     Current year                                           60,051,007    47,749,455    49,862,090
     Prior years
        Direct losses (net of ceded)                        (1,744,893)     (562,627)    4,091,923
        Direct loss adjustment expenses (net of ceded)         520,814    (2,379,899)   (1,956,631)
        Discontinued assumed reinsurance                    (1,325,553)      493,912       379,732
- ---------------------------------------------------------------------------------------------------
            Total prior years                               (2,549,632)   (2,448,614)    2,515,024

Total incurred                                              57,501,375    45,300,841    52,377,114
- ---------------------------------------------------------------------------------------------------

Paid losses and loss adjustment expenses related to:
     Current year                                           25,045,636    18,642,962    20,035,517
     Prior years                                            29,411,213    26,682,489    26,370,166
- ---------------------------------------------------------------------------------------------------
Total paid                                                  54,456,849    45,325,451    46,405,683
- ---------------------------------------------------------------------------------------------------

Other adjustments, net                                               -             -       (40,895)
- ---------------------------------------------------------------------------------------------------

Net balance at December 31                                  80,422,196    77,377,670    77,402,280
Reinsurance balances                                        (2,441,223)     (121,478)    1,101,770
- ---------------------------------------------------------------------------------------------------
Balance at December 31                                     $77,980,973   $77,256,192   $78,504,050
===================================================================================================
</TABLE>

                                       30
<PAGE>
          The  Company  continually  reviews  its  reserves  for losses and loss
          adjustment  expenses  and  the  related  reinsurance  recoverables. As
          explained  in  Note (1)(d), differences between estimates and ultimate
          payments  are  reflected  in  expense  for  the  period  in  which the
          estimates  are  changed.  As  a  result  of  the  variability in these
          estimates,  reserves have differed from actual experience during 2000,
          1999  and  1998.  The  actuarial  estimates  are  based  on past claim
          experience  and  consider  current  claim trends and premium volume as
          well  as  social  and  economic  conditions.

          While  the  Company has recorded its best estimate of its reserves for
          losses  and  loss adjustment expenses, it is reasonably possible these
          estimates,  net  of  estimated reinsurance recoverables, may change in
          the  future.  See  Note  4(b) for a discussion of discontinued assumed
          reinsurance.

(4)       Reinsurance
          -----------

     (a)  Ceded
          -----
          From  1996  through  2000,  the  Company reinsured losses in excess of
          $1,000,000  with  various  other  companies  through reinsurance ceded
          contracts.  These  arrangements provide for greater diversification of
          business,  allow  the  Company to control exposure to potential losses
          arising  from large risks, and provide additional capacity for growth.
          Amounts  recoverable  from reinsurers  are  estimated  in  a  manner
          consistent  with  the  claim  liability  associated with the reinsured
          policies.

          Reinsurance  ceded  contracts  do  not  relieve  the  Company from its
          obligations  to  policyholders.  The  Company  remains  liable  to its
          policyholders  for  the  portion  reinsured  to  the  extent  that any
          reinsurer  does not meet the obligations assumed under the reinsurance
          agreements.  To  minimize  its  exposure  to  losses  from  reinsurer
          insolvencies,  the  Company  continually  evaluates  the  financial
          condition  of  its  reinsurers.

     (b)  Assumed  -  Discontinued
          ------------------------

          The Company was involved in providing reinsurance coverage by assuming
          a portion of risks underwritten by other insurance companies and risk
          pools, including asbestos and environmental risks. Although the
          Company withdrew from this reinsurance business in 1976, liability
          remains for losses on policies written during the period in which it
          participated as a reinsurer. The discontinued reinsurance assumed loss
          reserves are based on current information available from the ceding
          companies and are continually reviewed for accuracy and
          reasonableness.

          Management believes that the reserves of $7,344,795 at December 31,
          2000 are adequate, but recognizes the uncertainty industry-wide
          concerning these exposures. Establishing net loss reserves for
          environmental and asbestos claims is subject to uncertainties that are
          greater than those presented by other types of claims. Among the
          complications are lack of historical data, long reporting delays,
          uncertainty as to the number and identity of insureds with potential
          exposure, unresolved legal issues regarding policy coverage,
          availability of reinsurance and the extent and timing of any such
          contractual liability. The legal issues concerning the interpretation
          of various insurance policy provisions and whether those losses are,
          or were ever intended to be covered, are complex. Courts have reached
          different and sometimes inconsistent conclusions as to when losses are
          deemed to have occurred and which policies provide coverage; what
          types of losses are covered; whether there is an insurer obligation to
          defend; how policy limits are determined; how policy exclusions and
          conditions are applied and interpreted; and whether clean-up costs
          represent insured property damage. Management believes these issues
          are not likely to be resolved in the near future. The Company has
          provided a letter of credit relating to reinsurance assumed of
          $130,000 at both December 31, 2000 and 1999.

                                       31
<PAGE>

     (c)  Assumed  -  Active
          ------------------
          CIC  participates  in  reinsurance programs in the accident and health
          and  commercial multiple peril lines of business. The exposure on this
          business  is  minimal.

          Net  written  and  earned  premiums  and  losses  and  loss adjustment
          expenses  included  in  this  reinsurance  activity  are  as  follows:

<TABLE>
<CAPTION>
                                   Written Premiums
                      -----------------------------------------
                          2000           1999          1998
- ---------------------------------------------------------------
<S>                   <C>            <C>           <C>
Direct                $100,103,877   $84,460,081   $86,329,672
Assumed                  2,006,338     1,542,719     1,599,480
Ceded                   (8,218,433)   (5,809,424)   (5,153,179)
- --------------------------------------------------------------
Net premiums written  $ 93,891,782   $80,193,376   $82,775,973
===============================================================
</TABLE>

<TABLE>
<CAPTION>
                                 Earned Premiums
                     ----------------------------------------
                         2000          1999          1998
- -------------------------------------------------------------
<S>                  <C>           <C>           <C>
Direct               $93,981,038   $86,565,885   $92,203,082
Assumed                1,995,850     1,524,090     1,596,487
Ceded                 (7,792,046)   (5,248,871)   (5,170,093)
- -------------------------------------------------------------
Net premiums earned  $88,184,842   $82,841,104   $88,629,476
=============================================================
</TABLE>

                                       32
<PAGE>
<TABLE>
<CAPTION>
                                            Losses and Loss Adjustment Expenses Incurred
                                                    2000          1999          1998
- ----------------------------------------------------------------------------------------
<S>                                             <C>           <C>           <C>
Direct                                          $66,443,778   $47,738,063   $53,447,519
Assumed - Losses                                   (408,609)    1,253,237       280,900
Assumed - Legal and audit                            30,571        17,084        98,832
Ceded                                            (8,564,365)   (3,707,543)   (1,450,137)
- ----------------------------------------------------------------------------------------
Net loss and loss adjustment expenses incurred  $57,501,375   $45,300,841   $52,377,114
========================================================================================
</TABLE>

(5)       Income  Taxes
          -------------
     (a)  The  Company  and  its subsidiaries file a consolidated federal income
          tax  return  and  separate  state franchise and premium tax returns as
          applicable.

     (b)  The components of income tax expense for the years 2000, 1999 and 1998
          are  as  follows:

<TABLE>
<CAPTION>
                                                            2000         1999         1998
- ----------------------------------------------------------------------------------------------
<S>                                                      <C>          <C>          <C>
Current expense:
   Federal                                               $4,827,862   $7,115,401   $8,096,181
   State                                                    635,425      621,630      785,787
- ----------------------------------------------------------------------------------------------
Total current expense                                     5,463,287    7,737,031    8,881,968

Deferred expense(benefit):
  Deferred insurance acquisition costs                      378,764     (308,206)    (231,757)
  Unearned premiums                                        (399,486)     185,341      409,745
  Discount on loss and loss adjustment expense reserves    (555,695)     (69,897)    (322,034)
  Unpaid commissions                                        (18,931)    (333,362)    (140,748)
  Other, net                                                 (2,995)     (12,673)     (20,099)
- ----------------------------------------------------------------------------------------------
Total deferred benefit                                     (598,343)    (538,797)    (304,893)
- ----------------------------------------------------------------------------------------------

Income tax expense                                       $4,864,944   $7,198,234   $8,577,075
==============================================================================================
</TABLE>

     (c)  A  reconciliation  of  the  effective income tax rate, as reflected in
          the consolidated statements of income, to the statutory federal income
          tax  rate,  is  as  follows:

<TABLE>
<CAPTION>
                                                       2000    1999    1998
- ----------------------------------------------------------------------------
<S>                                                   <C>     <C>     <C>
Statutory tax rate                                     35.0%   35.0%   35.0%
Municipal bond income, net of proration               (7.7%)  (5.9%)  (4.9%)
Dividend received exemption, net of proration         (2.1%)  (1.8%)  (1.7%)
State income tax expense, net of federal tax benefit    2.1%    1.7%    1.7%
Other, net                                            (2.1%)    1.1%    0.5%
- ----------------------------------------------------------------------------
Effective income tax rate                              25.2%   30.1%   30.6%
============================================================================
</TABLE>

                                       33

<PAGE>

     (d)  Significant  components  of  the  deferred  tax liabilities and assets
          are  as  follows:

<TABLE>
<CAPTION>
                                                         December 31,   December 31,
                                                             2000           1999
- -------------------------------------------------------------------------------------
<S>                                                      <C>            <C>
Deferred tax liabilities:
   Deferred insurance acquisition costs                  $   4,804,230  $   4,425,466
   Net unrealized gains on investment securities               149,425              -
   Other, net                                                  110,934         79,339
- -------------------------------------------------------------------------------------
  Total deferred tax liabilities                             5,064,589      4,504,805
- -------------------------------------------------------------------------------------

Deferred tax assets:
   Unearned premium reserve discounting                      3,071,150      2,671,664
   Loss and loss adjustment expense reserve discounting      3,197,269      2,641,574
   Net unrealized losses on investment securities                    -      2,133,595
   Unpaid commissions                                          858,601        839,670
  Other, net                                                   406,283        371,695
- -------------------------------------------------------------------------------------
  Total deferred tax assets                                  7,533,302      8,658,198
- -------------------------------------------------------------------------------------

Net deferred tax asset                                   $   2,468,713  $   4,153,393
=====================================================================================
</TABLE>

                                       34
<PAGE>
(6)       Common  Stock  Options
          ----------------------
          The  Company has elected to follow Accounting Principles Board Opinion
          No.  25,  "Accounting  for  Stock  Issued  to  Employees" (APB 25) and
          related Interpretations in accounting for its stock options. Under APB
          25, since the exercise price of the Company's stock options equals the
          market  price  of  the  underlying  stock at the date of the grant, no
          compensation  expense is recognized. The Company did recognize $25,476
          in  compensation  expense  during  2000  under  FASB Interpretation 44
          effective  July  1,  2000  for  APB  25  related to options which were
          repriced  to  the  stockmarket  value  in  1999.

          Had the Company elected to follow the fair value method under SFAS 123
          "Accounting for Stock-Based Compensation", net income and earnings per
          share  would not be materially different for the years 2000, 1999, and
          1998.  Pro  forma disclosure is required and has been determined as if
          the  Company  had  accounted  for its stock options under this method.

          The  fair  value  for these options was estimated at the date of grant
          using  a  Black-Scholes  option  pricing  model  with  the  following
          weighted-average  assumptions  for 2000, 1999, and 1998, respectively:
          risk-free  interest  rates of 6.4%, 6.1%, and 4.4%; dividend yields of
          2.4%,  2.0%, and 1.4%; volatility factors of the expected market price
          of  the  Company's  common  stock  of  .394,  .394  and  .345;  and  a
          weighted-average  expected  life  of  the  options of two and one-half
          years.  The  weighted-average  fair  value  of options granted for the
          years  2000, 1999, and 1998 was $3.03, $2.29, and $3.92, respectively.
          The  estimated  fair  value  is amortized to expense over the options'
          vesting  period.

          The  Company's  pro  forma  information  follows:

<TABLE>
<CAPTION>
                                  2000         1999         1998
                               -----------  -----------  -----------
<S>                            <C>          <C>          <C>
Pro forma net income           $14,333,943  $16,538,296  $19,156,540
Pro forma earnings per share:
Basic                          $      1.30  $      1.47  $      1.71
Diluted                        $      1.30  $      1.46  $      1.70
</TABLE>

          The  Company's  1993  Stock  Option  Plan  has authorized the grant of
          options  for up to 1,072,500 shares of the Company's common stock. All
          options  granted  have a five year term and become fully vested at the
          end of four years. Stock options available to be granted in the future
          equal  721,011  shares  at  December  31,  2000.


                                       35
<PAGE>

          A  summary  of  the  Company's  stock  option  activity,  and  related
          information  for  the  years  ended  December  31  follows:

<TABLE>
<CAPTION>
                          2000               1999                    1998
- -------------------------------------------------------------------------------------
                              Weighted-              Weighted-             Weighted-
                               Average                Average               Average
                               Exercise               Exercise              Exercise
                    Options     Price      Options     Price     Options     Price
- -------------------------------------------------------------------------------------
<S>                 <C>       <C>         <C>        <C>         <C>       <C>
Outstanding,
 beginning of year  280,545   $     9.93   280,924   $    13.38  237,111   $    11.81
Granted               6,400        11.28   236,704        10.19   97,900        15.75
Exercised           (19,797)        7.99    (9,594)        7.02  (26,856)        6.30
Expired             (30,296)        9.40  (227,489)       14.58  (27,231)       15.15
                    --------              ---------              --------  ----------
Outstanding,
 end of year        236,852   $    10.20   280,545   $     9.93  280,924   $    13.38
- -------------------------------------------------------------------------------------
</TABLE>

          Options  exercisable  at  December  31, 2000 were 64,890. The weighted
          average  remaining  exercise  period for all outstanding options as of
          December  31,  2000  was  4.0  years.  Exercise  prices  for  options
          outstanding  as  of December 31, 2000 ranged from $4.37 to $12.50 with
          44%, and 52% having exercise prices of $9.69 and $10.66, respectively.

                                       36
<PAGE>
(7)  Statutory  Reporting
     --------------------
     (a)  The  financial  statements  of  the  insurance  subsidiaries have been
          prepared  in  accordance with accounting principles generally accepted
          in the United States, which differ in certain respects from accounting
          practices  prescribed or permitted by insurance regulatory authorities
          (statutory  basis).  The statutory capital and surplus, and net income
          of  the  insurance  subsidiaries  as  reported  to  state  regulatory
          authorities,  were  as  follows:

<TABLE>
<CAPTION>
                                        Policyholders' Surplus as of December 31,
 -------------------------------------------------------------------------------
                                             2000         1999          1998
- -------------------------------------------------------------------------------
<S>                                      <C>           <C>          <C>
Capitol Indemnity Corporation            $107,917,384  $91,570,236  $102,902,836
Capitol Specialty Insurance Corporation     4,667,963    4,865,494     5,865,245
- -------------------------------------------------------------------------------
Total                                    $112,585,347  $96,435,730  $108,768,081
================================================================================
</TABLE>

<TABLE>
<CAPTION>
                                        Net Income For The Year Ended December 31,
- -------------------------------------------------------------------------------
                                            2000          1999          1998
- -------------------------------------------------------------------------------
<S>                                      <C>           <C>           <C>
Capitol Indemnity Corporation            $13,003,336   $16,306,022   $19,051,239
Capitol Specialty Insurance Corporation      232,388       689,133       479,019
- -------------------------------------------------------------------------------
Total                                    $13,235,724   $16,995,155   $19,530,258
================================================================================
</TABLE>

         The Company's underwriting results can be measured by the combined loss
and expense ratios. Losses and loss adjustment expenses are stated as a ratio of
net premiums earned, while underwriting expenses are stated as a ratio of net
premiums written. The following table depicts the Company's two subsidiary
insurance companies' combined ratios on a statutory basis.

                                            2000         1999          1998
     --------------------------------- ----------- ------------ -------------
     Loss and Loss Adjustment Exp.          65.4%        54.9%         59.4%
     Underwriting Expense                   35.1%        37.0%         35.6%
     --------------------------------- ----------- ------------ -------------
     Combined Ratio                        100.5%        91.9%         95.0%
     ================================= =========== ============ =============

         The Company's combined ratios continue to compare very favorably with
the industry average, as indicated by the following chart.

     Combined Ratio                     2000             1999           1998
     ------------------------------------------------------------------------
     Company                          100.5%            91.9%          95.0%
     Industry *                       109.3%           110.2%         105.9%
     ------------------------------------------------------------------------
      *The industry number for 2000 is the ratio for commercial carriers at
      September 30, 2000. The industry date is based upon the report published
      by Insurance Services Offices, Inc. entitled "Property/Casualty Insurance
      Industry Financail Results: Nine-Months 2000 Analysis" dated as of
      December 15, 2000.

                                       37
<PAGE>

Please reference Item 7 (Management Discussion and Analysis) for an analysis of
the significance of the combined ratio and what it means to an insurance
company.

     (b)  CIC  is  required  by  the  Insurance  Commissioner  of  the  State of
          Wisconsin to maintain a minimum compulsory surplus (surplus as regards
          policyholders)  of  25%  of  net premiums written during the preceding
          twelve  months.  As  of  December  31,  2000, the amount of compulsory
          surplus  required  to  be  maintained  by  CIC  was  $23,350,674.

     (c)  In  accordance  with  state  insurance  regulations,  the  insurance
          subsidiaries  can distribute dividends to the Company of the lesser of
          their  net income or 10% of their surplus without regulatory approval.

     (d)  The National Association of Insurance Commissioners (NAIC) revised the
          Accounting  and  Procedures  Manual  in  a  process  referred  to  as
          Codification,  with  the  revised manual becoming effective January 1,
          2001.  The  revised  manual  has  changed,  to some extent, prescribed
          statutory  accounting  practices  and  will  resultin  changes  to the
          accounting practices CIC and CSIC use to prepare their statutory-basis
          financial  statements. Management believes the impact of these changes
          to  CIC's and CSIC's statutory-basis capital and surplus as of January
          1,  2001  will  be  insignificant.

(8)  Contingent  Liabilities
     -----------------------
     CIC  is  a  defendant in certain lawsuits involving complaints which demand
     damages  and  recoveries  for  claims and losses allegedly related to risks
     insured  by CIC. In the opinion of management, such lawsuits are routine in
     that  they  result  from  the  ordinary course of business in the insurance
     industry.  The  reserve  for  losses  and  loss adjustment expenses include
     management's estimates of the probable ultimate cost of settling all losses
     involving  lawsuits.  See  Notes  (1)(d),  (3)  and  (4).

(9)  Employee  Benefit  Plans
     ------------------------
     The Company has a defined contribution benefit plan (the Plan) in which all
     qualified  employees  are  eligible to participate. The Plan incorporates a
     contributory  feature  under  Section  401(k)  of the Internal Revenue Code
     allowing  employees to defer portions of their income through contributions
     to  the  Plan. The Company's annual contribution to the Plan is 150% of the
     first  $1,500 of each participant's contributions during the plan year. The
     Company made contributions of $250,637, $242,511 and $214,839 in 2000, 1999
     and  1998,  respectively.

     The  Company  also  has  an  Employee  Stock  Ownership  Plan  in which all
     qualified  employees  are  eligible  to  participate. The plan provides for
     discretionary  employer contributions of shares of Company stock or cash to
     purchase  shares  of  Company  stock.  The  Company  made  contributions of
     $301,000,  $179,000  and  $100,000  in  2000,  1999 and 1998, respectively.

(10)  Underwriting,  Acquisition  and  Insurance  Expenses
      ----------------------------------------------------
     A  summary  of  underwriting,  insurance  acquisition  costs  and insurance
     expenses  incurred  during the years ended December 31, 2000, 1999 and 1998
     is  as  follows:
<TABLE>
<CAPTION>
                                                                 2000         1999         1998
- ---------------------------------------------------------------------------------------------------
<S>                                                          <C>           <C>          <C>
Net commissions                                              $19,869,276   $18,001,338  $18,459,299
Salaries and other compensation                                5,647,661     4,944,476    4,710,297
Other                                                          6,782,560     5,974,697    5,389,054
- ---------------------------------------------------------------------------------------------------
Total costs                                                   32,299,497    28,920,511   28,558,650
(Increase) decrease in deferred insurance acquisition costs   (1,082,183)      880,588      662,164
- ---------------------------------------------------------------------------------------------------
Total underwriting, acquisition and insurance expenses       $31,217,314   $29,801,099  $29,220,814
===================================================================================================
</TABLE>

                                       38
<PAGE>
     Included in net commissions is the fair value of CTC stock purchased by CIC
     and  issued  to  agents  as  part of a contingent commission agreement. The
     amounts  expensed  were $201,212, $478,880 and $468,858 for the years 2000,
     1999  and  1998,  respectively.

     Deferred  insurance  acquisition  costs  are amortized over the term of CIC
     insurance  contracts.  The amount of deferred insurance costs amortized was
     $28,431,941,  $28,325,677  and  $27,833,262  in  2000,  1999  and  1998,
     respectively.

(11)  Credit  Lines
      -------------
     The  Company  has  credit  lines  of $11,200,000. There were no significant
     borrowings  during  2000,  and  none  outstanding  as of December 31, 2000.

(12)  Quarterly  Results  of  Operations  (Unaudited)
      -----------------------------------------------

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
For the year ended December 31, 2000     First       Second        Third       Fourth        Total
- ------------------------------------------------------------------------------------------------------
<S>                                   <C>          <C>          <C>          <C>          <C>
Revenues                              $24,043,062  $26,676,380  $28,442,325  $30,346,695  $109,508,462
Losses and expenses incurred           15,768,779   22,009,105   23,921,438   28,490,879    90,190,201
Net income                              5,680,879    3,391,751    3,323,751    2,056,936    14,453,317
Net income per share -  basic         $      0.50  $      0.30  $      0.30  $      0.20  $       1.30
Net income per share -  diluted       $      0.50  $      0.30  $      0.30  $      0.20  $       1.30
Dividends per share                   $      0.07  $      0.07  $      0.07  $      0.07  $       0.28
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
For the year ended December 31, 1999     First       Second        Third       Fourth        Total
- ------------------------------------------------------------------------------------------------------
<S>                                   <C>          <C>          <C>          <C>          <C>
Revenues                              $25,089,802  $26,254,623  $25,857,210  $23,209,486  $100,411,121
Losses and expenses incurred           18,550,741   16,380,003   21,460,886   20,108,794    76,500,424
Net income                              4,525,052    6,732,395    3,107,433    2,347,583    16,712,463
Net income per share -  basic         $      0.40  $      0.60  $      0.28  $      0.21  $       1.49
Net income per share -  diluted       $      0.39  $      0.60  $      0.28  $      0.21  $       1.48
Dividends per share                   $      0.07  $      0.07  $      0.07  $      0.07  $       0.28
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
For the year ended December 31, 1998     First       Second        Third       Fourth        Total
- ------------------------------------------------------------------------------------------------------
<S>                                   <C>          <C>          <C>          <C>          <C>
Revenues                              $25,467,589  $31,516,526  $25,107,417  $28,969,024  $111,060,556
Losses and expenses incurred           20,787,325   21,504,889   21,144,534   19,622,820    83,059,568
Net income                              3,460,541    7,032,357    2,806,682    6,124,333    19,423,913
Net income per share -  basic         $      0.31  $      0.62  $      0.25  $      0.55  $       1.73
Net income per share -  diluted       $      0.31  $      0.62  $      0.25  $      0.54  $       1.72
Dividends per share                   $      0.07  $      0.07  $      0.07  $      0.07  $       0.28
</TABLE>

                                    39
<PAGE>

(13)  Industry  Segment  Disclosures
      ------------------------------

      The Company has three business segments, which are segregated based on the
      types of products and services provided. The segments are 1) property and
      casualty, 2) fidelity and surety, and 3) reinsurance assumed operations.
      These segments constitute 100% of the operations of the Company.

      The property and casualty segment provides specialty commercial coverages
      for beauty and barber shops, bowling alleys, contractors/manufacturers,
      day care centers, restaurants, detective/guard agencies, golf courses and
      taverns. This segment also provides nurses professional, deerhunters and
      sportsmen's accident, and special event coverages. The fidelity and surety
      segment offers a full range of surety and fidelity bonds, including
      contractor's payment and performance bonds, license/permit bonds,
      fiduciary and judicial bonds, as well as commercial fidelity bonds. The
      reinsurance assumed segment consists of active reinsurance assumed and
      discontinued reinsurance assumed. The Company's discontinued reinsurance
      assumed business involved providing reinsurance coverage by assuming a
      portion of the risks underwritten by other insurance companies and risk
      pools, including asbestos and environmental risks. Although the Company
      withdrew from this reinsurance business in 1976, liability remains for
      losses on policies written during the period in which it participated as a
      reinsurer. The Company maintains and monitors its segment information on a
      statutory basis. Financial data by segment, including a reconciliation to
      consolidated GAAP basis, for 1998 through 2000 follows in the table below.
      In analyzing this information, keep the following discussion in mind. The
      reconciliation items to get to the consolidated GAAP basis come from three
      sources: operating income from non-insurance operations, investment income
      on capital and surplus, and intercompany eliminations (management fees for
      intercompany services provided and dividend income on parent company stock
      held by affiliates). Specifically, loss adjustment expenses are adjusted
      for intercompany eliminations from management fees, other underwriting
      expenses are adjusted for operating expenses from non-insurance operations
      and intercompany eliminations related to the management fees, investment
      and other income is adjusted for investment income from non-insurance
      operations and capital and surplus and intercompany eliminations for
      management fees and intercompany dividends. Finally, the tax adjustment is
      the tax on the investment income attributable to capital and surplus. The
      reconciliation to GAAP for net income is the net effect of the
      reconciliation amounts above.

<TABLE>
<CAPTION>
                                                                     2000           1999           1998
                                                                 -------------  -------------  -------------
<S>                                                              <C>            <C>            <C>
  Revenue, excluding net investment income
    and realized investment gains:
    Property and Casualty                                        $ 67,773,588   $ 63,918,736   $ 65,678,284
    Fidelity and Surety                                            20,369,689     18,908,835     22,948,025
    Reinsurance Assumed                                                41,565         13,533          3,167
                                                                 -------------  -------------  -------------
      Totals:                                                    $ 88,184,842   $ 82,841,104   $ 88,629,476
                                                                 =============  =============  =============

                                       40
<PAGE>
  Losses and loss adjustment expenses:

    Property and Casualty                                        $ 47,246,293   $ 31,734,367   $ 40,400,269
    Fidelity and Surety                                            11,719,015     13,233,814     11,818,682
    Reinsurance Assumed                                            (1,315,504)       493,912        379,732
                                                                 -------------  -------------  -------------
      Totals:                                                    $ 57,649,804   $ 45,462,093   $ 52,598,683
  Reconciliation to Consolidated GAAP:
    Inter-company adjustments                                        (148,429)      (161,252)      (221,569)
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $ 57,501,375   $ 45,300,841   $ 52,377,114
                                                                 =============  =============  =============

  Other underwriting expenses:
    Property and Casualty                                        $ 22,867,032   $ 20,509,441   $ 20,226,965
    Fidelity and Surety                                            10,143,105      9,194,086      9,239,049
    Reinsurance Assumed                                               (56,283)       (58,626)        34,509
                                                                 -------------  -------------  -------------
      Totals:                                                    $ 32,953,854   $ 29,644,901   $ 29,500,523
  Reconciliation to Consolidated GAAP:
    (Increase) decrease in deferred insurance acquisition costs    (1,082,183)       880,588        662,164
    Operating expenses from non-insurance operations                1,704,641      1,510,921      1,466,728
    Inter-company adjustments                                        (887,486)      (836,827)      (946,961)
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $ 32,688,826   $ 31,199,583   $ 30,682,454
                                                                 =============  =============  =============

  Net investment gain and other income:
    Property and Casualty                                        $  7,288,011   $  5,264,383   $  6,742,389
    Fidelity and Surety                                             1,082,299        678,678        692,572
    Reinsurance Assumed                                               949,300        714,362        821,247
                                                                 -------------  -------------  -------------
      Totals:                                                    $  9,319,610   $  6,657,423   $  8,256,208
  Reconciliation to Consolidated GAAP:
    Investment income from capital and surplus                     12,064,331     10,417,802     13,419,217
    Investment income from non-insurance operations                   146,747      1,276,305        357,244
    Inter-company adjustments                                        (207,068)      (781,513)       398,411
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $ 21,323,620   $ 17,570,017   $ 22,431,080
                                                                 =============  =============  =============

  Income tax expense (benefit):
    Property and Casualty                                        $  1,187,442   $  5,356,364   $  3,652,050
    Fidelity and Surety                                              (202,775)    (1,151,955)       803,964
    Reinsurance Assumed                                               739,605         70,582        128,293
                                                                 -------------  -------------  -------------
      Totals:                                                    $  1,724,271   $  4,274,991   $  4,584,307
  Reconciliation to Consolidated GAAP:
    Capital and surplus                                             3,140,673      2,923,243      4,091,130
    GAAP & inter-company adjustments                                        -              -        (98,362)
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $  4,864,944   $  7,198,234   $  8,577,075
                                                                 =============  =============  =============

  Net income (loss):
    Property and Casualty                                        $  3,760,832   $ 11,582,947   $  8,141,389
    Fidelity and Surety                                              (207,357)    (1,688,432)     1,778,902
    Reinsurance Assumed                                             1,623,047        222,027        281,880
                                                                 -------------  -------------  -------------
      Totals:                                                    $  5,176,523   $ 10,116,542   $ 10,202,171
  Reconciliation to Consolidated GAAP:                              9,276,794      6,595,921      9,221,742
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $ 14,453,317   $ 16,712,463   $ 19,423,913
                                                                 =============  =============  =============

                                       41
<PAGE>
  Assets:
    Property and Casualty                                        $ 84,545,028   $ 90,756,970   $105,614,860
    Fidelity and Surety                                            40,146,831     24,936,678     20,432,187
    Reinsurance Assumed                                            12,866,324      8,702,723      9,996,577
                                                                 -------------  -------------  -------------
      Totals:                                                    $137,558,183   $124,396,371   $136,043,624
  Reconciliation to Consolidated GAAP:
    Capital and surplus                                           145,699,869    133,226,210    141,315,973
                                                                 -------------  -------------  -------------
    Consolidated GAAP                                            $283,258,052   $257,622,581   $277,359,597
                                                                 =============  =============  =============
</TABLE>

          The  Company operates in 37 states, with all business conducted within
          the  United  States.  No  customer  represents greater than 10% of the
          Company's  revenue.  There  have  been  no  material  intersegment
          transactions.

                                       42
<PAGE>
                                                              SCHEDULE  I

                        CAPITOL TRANSAMERICA CORPORATION
                            SUMMARY  OF  INVESTMENTS
                    OTHER THAN INVESTMENTS IN RELATED PARTIES
                             As of December 31, 2000

<TABLE>
<CAPTION>

                                                                     SCHEDULE  I

                                       CAPITOL TRANSAMERICA CORPORATION
                                           SUMMARY  OF  INVESTMENTS
                                   OTHER THAN INVESTMENTS IN RELATED PARTIES
                                            As of December 31, 2000


                                                                                            Amount  at
                                                                                           Which  Shown
                                                                                Fair       in  Balance
          Type of Investment                                    Cost            Value         Sheet
- ------------------------------------------------------  -------------------  ------------  ------------
<S>                                                     <C>                  <C>           <C>
Fixed maturity securities, available-for-sale:
  Bonds:                                                                  0
     United States Government and government                              0
       agencies and authorities                         $            33,930  $     35,620  $     35,620
     State, municipalities, and political subdivisions           84,236,162    89,732,054    89,732,054
     All other corporate bonds                                    1,099,888     1,074,137     1,074,137
                                                        -------------------  ------------  ------------

  Total                                                          85,369,980    90,841,811    90,841,811
                                                        -------------------  ------------  ------------

Equity securities, available-for-sale:
  Common stocks:
     Public utilities                                             2,065,853     2,129,269     2,129,269
     Banks, trusts, and insurance companies                      66,009,901    66,983,698    66,983,698
     Industrial, miscellaneous, and all other                    55,428,457    50,300,571    50,300,571
  Nonredeemable preferred stocks                                  6,470,793     5,516,567     5,516,567
                                                        -------------------  ------------  ------------

  Total                                                         129,975,004   124,930,105   124,930,105
                                                        -------------------  ------------  ------------

Real estate, net of depreciation                                 11,008,554    11,008,554    11,008,554
Short-term investments                                            5,587,306     5,587,306     5,587,306
                                                        -------------------  ------------  ------------

Total Investments                                       $       231,940,844  $232,367,776  $232,367,776
                                                        ===================  ============  ============
</TABLE>



                                       43
<PAGE>
                                                                    SCHEDULE  II
<TABLE>
<CAPTION>
                   CONDENSED  FINANCIAL  INFORMATION  OF  REGISTRANT
                                  CAPITOL  TRANSAMERICA  CORPORATION
                                    (Parent  Company)


CONDENSED BALANCE SHEETS                                                               December 31,
- ------------------------                                            ------------------------------------------
  Assets                                                                       2000                  1999
  ------                                                            --------------------------  --------------
<S>                                                                 <C>                         <C>
    Investments                                                     $               9,067,200   $   7,046,418
    Cash                                                                              553,169          13,908
    Accrued investment income                                                          45,164          47,730
    Investment in subsidiaries                                                    134,350,154     124,363,795
    Income taxes recoverable                                                          189,696         169,680
    Other assets                                                                    1,728,997       1,619,474
                                                                    --------------------------  --------------
       Total assets                                                 $             145,934,380   $ 133,261,005
                                                                    ==========================  ==============
  Liabilities and shareholders' investment
  -----------------------------------------
  Liabilities:
  ------------
    Accounts payable                                                $                  11,170   $      30,795
    Payable to affiliates                                                                   -           4,000
    Deferred income taxes                                                             223,340               -
                                                                    --------------------------  --------------
       Total liabilities                                                              234,510          34,795
                                                                    --------------------------  --------------
  Shareholders' investment:
    Common stock                                                                   11,558,767      11,538,970
    Additional paid-in-capital                                                     21,995,693      21,857,143
    Accumulated other comprehensive (loss) income,
      net of deferred taxes                                                           414,771         (37,235)
    Retained earnings (including undistributed earnings of
      subsidiaries of $132,038,443 and $123,866,985, respectively)                115,544,177     100,389,425
                                                                    --------------------------  --------------
                                                                                  149,513,408     133,748,303
  Less treasury stock, at cost                                                     (3,813,538)       (522,093)
                                                                    --------------------------  --------------
  Total shareholders' investment                                                  145,699,870     133,226,210
                                                                    --------------------------  --------------
  Total liabilities and shareholders' investment                    $             145,934,380   $ 133,261,005
                                                                    ==========================  ==============
</TABLE>
<TABLE>
<CAPTION>
                                                      For  the  years  ended  December  31,
                                                      -------------------------------------
  STATEMENTS OF INCOME                                   2000         1999         1998
  --------------------                               ------------  -----------  -----------
<S>                                                  <C>           <C>          <C>
  Dividends received from subsidiaries               $ 5,500,000   $   500,000  $ 5,000,000
  Management fees received from subsidiaries             913,404       906,737    2,031,293
  Investment income                                      253,257       306,874      350,901
  Realized investment (losses) gains                    (107,273)      966,943           13
  Other income                                             4,752         4,052        7,100
                                                     ------------  -----------  -----------
        Total Income                                   6,564,140     2,684,606    7,389,307
  Administrative expenses                              1,698,363     1,504,083    1,495,240
                                                     ------------  -----------  -----------
  Net income before tax and equity in undistributed
      net income of subsidiaries                       4,865,777     1,180,523    5,894,067
  Income tax (benefit) expense                          (258,439)      166,487      346,794
                                                     ------------  -----------  -----------
  Income before equity in undistributed net
      income of subsidiaries                           5,124,216     1,014,036    5,547,273
  Equity in undistributed net income of
      subsidiaries, net of dividends paid              9,329,101    15,698,427   13,876,640
                                                     ------------  -----------  -----------
  Net Income                                         $14,453,317   $16,712,463  $19,423,913
                                                     ============  ===========  ===========
</TABLE>

     The  accompanying  condensed  financial  information  should  be  read  in
     conjunction with the consolidated financial statements and notes thereto of
     Capitol  Transamerica  Corporation.

                                  44

<PAGE>
                                                                    SCHEDULE  II
                                                                     (continued)
<TABLE>
<CAPTION>

                                  CAPITOL  TRANSAMERICA  CORPORATION
                                     (Parent  Company)


                                                                          December  31,
                                                            -------------------------------------------
  STATEMENTS OF CASH FLOWS                                      2000          1999           1998
- ----------------------------------------------------------  ------------  -------------  --------------
<S>                                                         <C>           <C>            <C>
Cash flows provided by operating activities:
  Net income                                                $14,453,317   $ 16,712,463   $ 19,423,913
  Adjustments to reconcile net income to
     net cash provided by operating activities:
     Depreciation                                               792,989        777,657        850,739
     Realized investment losses (gains)                         107,273       (966,943)           (13)
     Change in:
         Equity in net income of subsidiaries                (9,329,101)   (15,698,427)   (13,876,640)
         Other assets                                          (157,451)      (131,113)       (21,410)
         Other liabilities                                      (23,625)       (17,476)         6,093
                                                           ------------  -------------  --------------
  Net cash provided by operating activities                   5,843,402        676,161      6,382,682

  Cash flows provided by (used for) investing activities:
     Proceeds from investments sold/matured                      94,575      3,559,461         70,022
     Purchases of investments                                (1,527,553)      (347,971)    (2,367,149)
     Purchase of depreciable assets                            (782,511)      (751,534)    (1,079,278)
                                                           ------------  -------------  --------------
     Net cash (used for) provided by investing activities    (2,215,489)     2,459,956     (3,376,405)
                                                           ------------  -------------  --------------
  Cash flows provided by (used for) financing activities:
     Cash dividends paid                                     (3,170,749)    (3,166,188)    (3,163,880)
     Stock options exercised                                    158,347         67,342        169,265
     Net proceeds from (purchase) sale of treasury stock        (76,250)       (26,534)       (18,952)
                                                           ------------  -------------  --------------
     Net cash used for financing activities                  (3,088,652)    (3,125,380)    (3,013,567)

  Net increase (decrease) in cash                               539,261         10,737         (7,290)

  Cash, beginning of year                                        13,908          3,171         10,461
                                                           ------------  -------------  --------------
  Cash, end of year                                         $   553,169   $     13,908   $      3,171
                                                           ============  =============  ==============
Cash paid during the year for:
     Income taxes                                           $   262,100   $    337,110   $    333,917
     Interest                                                         -              -          4,190
</TABLE>

     The  accompanying  condensed  financial  information  should  be  read  in
     conjunction with the consolidated financial statements and notes thereto of
     Capitol  Transamerica  Corporation.



                                    45
<PAGE>
                                                                   SCHEDULE  III

<TABLE>
<CAPTION>
                                                       CAPITOL  TRANSAMERICA  CORPORATION
                                                     SUPPLEMENTARY  INSURANCE  INFORMATION


                                               December 31,                            Year ended December 31,
                   ----------------------------------------------------------  --------------------------------------
                     Deferred      Future Policy                                                          Benefits,
                      Policy     Benefits, Losses,                 Other                       Net     Claims, Losses
                    Acquisition    Claims, and       Unearned   Policyholder    Premium    Investment  and Settlement
Segment                Costs      Loss Expenses      Premiums      Funds        Revenue      Income       Expenses
- -----------------  ----------------------------------------------------------  --------------------------------------
<S>                <C>           <C>               <C>          <C>           <C>          <C>
2000
- ----
Property-casualty
insurance          $ 13,726,372  $     77,980,973  $45,587,586  $         -  $ 88,184,842  $ 9,163,062  $ 57,501,375

1999
- ----
Property-casualty
insurance          $ 12,644,189  $     77,256,192  $39,454,257  $         -  $ 82,841,104  $ 9,136,244  $ 45,300,841

1998
- ----
Property-casualty
insurance          $ 13,524,777  $     78,504,050  $41,541,432  $         -  $ 88,629,476  $ 9,119,936  $ 52,377,114


<CAPTION>

                       Year ended December 31, (continued)
                   -------------------------------------------
                   Amortization of
                   Deferred Policy     Other
                    Acquisition      Operating      Premiums
Segment                Costs         Expenses       Written
- -----------------  ---------------  -----------  -------------
<S>                <C>              <C>           <C>
2000
- ----
Property-casualty
insurance          $    28,431,941  $ 1,471,512  $ 102,110,215

1999
- ----
Property-casualty
insurance          $    28,325,677  $ 1,398,483  $  86,002,801

1998
- ----
Property-casualty
insurance          $    27,833,262  $ 1,461,640  $  87,929,152
</TABLE>



                                       46
<PAGE>

SCHEDULE  IV
<TABLE>
<CAPTION>

                                      CAPITOL TRANSAMERICA CORPORATION
                                                REINSURANCE
                            For The Years Ended December 31, 2000, l999 and l998


                                                              Assumed                              Percentage
                                     Direct      Ceded to       From       Assumed                 of Amount
                                    Premiums       Other       Other        From          Net       Assumed
                                    Written      Companies   Companies   Affiliates     Amount       To Net
                                  ------------  -----------  ----------  -----------  -----------  ----------
December 31, 2000
Premiums Written:
<S>                               <C>           <C>          <C>         <C>          <C>          <C>
   Accident and Health insurance  $    293,424  $ 1,940,917  $1,940,917  $         -  $   293,424      661.5%

   Property & casualty and
    fidelity & surety insurance     99,810,454    6,277,517      65,421            -   93,598,358        0.1%
                                  ------------  -----------  ----------  -----------  -----------  ----------

   Total premiums written         $100,103,878  $ 8,218,434  $2,006,338  $         0  $93,891,782        2.1%
                                  ============  ===========  ==========  ===========  ===========  ==========


December 31, 1999
Premiums Written:
   Accident and Health insurance  $    289,728  $ 1,493,857  $1,493,857  $         -  $   289,728      515.6%

   Property & casualty and
    fidelity & surety insurance     84,170,353    4,315,567      48,862            -   79,903,648        0.1%
                                  ------------  -----------  ----------  -----------  -----------  ----------

   Total premiums written         $ 84,460,081  $ 5,809,424  $1,542,719  $         0  $80,193,376        1.9%
                                  ============  ===========  ==========  ===========  ===========  ==========


December 31, 1998
Premiums Written:
   Accident and Health insurance  $    288,332  $ 1,596,313  $  270,803  $ 1,325,510  $   288,332      553.6%

   Property & casualty and
    fidelity & surety insurance     86,041,340    3,556,866       3,167            -   82,487,641        0.0%
                                  ------------  -----------  ----------  -----------  -----------  ----------

   Total premiums written         $ 86,329,672  $ 5,153,179  $  273,970  $ 1,325,510  $82,775,973        1.9%
                                  ============  ===========  ==========  ===========  ===========  ==========
</TABLE>


                                       47
<PAGE>
                                                                    SCHEDULE  VI
<TABLE>
<CAPTION>

                            CAPITOL TRANSAMERICA CORPORATION
                                SUPPLEMENTAL INFORMATION
                   CONCERNING PROPERTY-CASUALTY INSURANCE OPERATIONS
                                   December 31, 2000


                                                           As of December 31,
                                                       --------------------------
BALANCE SHEET DATA:                                         2000             1999
- ------------------                                     -------------  -----------
<S>                                                    <C>                  <C>
Deferred insurance acquisition costs                   $  13,726,372  $12,644,189

Outstanding loss and loss adjustment expense reserves     77,980,973   77,256,192

Discount deducted from reserves                                    -            -

Unearned premiums                                      $  45,587,586  $39,454,257
</TABLE>






<TABLE>
<CAPTION>

INCOME STATEMENT DATA:                                       Year Ended December 31,
- ----------------------                             ----------------------------------------
                                                       2000           1999         1998
                                                   -------------  ------------  -----------
<S>                                                <C>            <C>           <C>
Earned premiums                                    $ 88,184,842   $82,841,104   $88,629,476

Net investment income                                 9,163,062     9,136,244     9,119,936


Incurred losses and loss adjustment
   expenses related to:

      Current year                                   60,051,007    47,749,455    49,862,090
      Prior years                                    (2,549,632)   (2,448,614)    2,515,024

Amortization of deferred policy acquisition costs    28,431,941    28,325,677    27,833,262

Paid claims and claim adjustment expenses            54,456,849    45,325,451    46,405,683

Gross premiums written                             $102,110,215   $86,002,801   $87,929,152
</TABLE>

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<PAGE>
                                 EXHIBIT INDEX

Exhibit No.            Description
-----------            ------------

  23            Consent of Ernst & Young LLP, independent auditors.



                                       49