SECURITIES AND EXCHANGE COMMISSION

	Washington, D.C.  20549

	FORM 10-K405

[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

	OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2001
	OR

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

	OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ................ to ...................

Commission File Number 0-5486
 

                         PRESIDENTIAL LIFE CORPORATION                         	(Exact name of registrant as specified in its charter)

         Delaware                                    13-2652144                State or other jurisdiction of           (I.R.S. Employer Identification No.)

incorporation or organization)

69 Lydecker Street, Nyack, New York                            10960           (Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code      (845) 358-2300         
Securities registered pursuant to Section 12(b) of the Act:

Not Applicable

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

Common Stock, par value $.01 per share

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 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     YES   X       NO 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 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-K405 or any amendment to this Form 10-K405.  [ X ]

The aggregate market value of voting stock held by nonaffiliates of the Registrant as of March 25, 2001 was approximately $664,611,931 based upon the average bid and asked prices of such stock on that date.

The number of shares outstanding of the Registrant's common stock as of

March 25, 2001 was 29,329,741.

	DOCUMENTS INCORPORATED BY REFERENCE

Selected designated portions of the definitive proxy statement to be used in connection with the registrant's 2001 Annual Meeting of Shareholders are incorporated by reference into Part III of this Form 10-K405.  Other documents incorporated by reference into this Form 10-K405 are listed in the Exhibit

Index.

 

 

 

	PART I**Item 1.  Business****General

Presidential Life Corporation (the "Company") is an insurance holding company that, through its wholly-owned subsidiary Presidential Life Insurance Company (the "Insurance Company"), operates principally in a single business segment with two primary lines of business-individual annuities and individual life insurance.  Unless the context otherwise requires, the "Company" shall be deemed to include Presidential Life Corporation and its subsidiaries.  The Company was founded in 1969 and, through the Insurance Company, is licensed to market its products in 49 states and the District of Columbia.  Approximately 35.5% of the Company's fiscal 2001 annuity and life insurance products were sold to individuals residing in the State of New York.
**Products

The Company currently emphasizes the sale of a variety of single premium and flexible premium annuity products (including those written in connection with funding agreements for certain state lotteries, group annuities and other structured settlements) as well as annual and single premium life insurance products.  Each of these products is designed to meet the needs of increasingly sophisticated consumers for supplemental retirement income, estate planning and protection from unexpected death.
**Annuity Business

Industry-wide sales of annuity products have experienced strong growth in recent years.  Annuities currently enjoy an advantage over certain other savings mechanisms because the annuitant receives a tax deferred accrual of interest on his or her investment.
**Single Premium Annuity products require a one-time lump sum premium payment. During the accumulation period, the accrual of interest is on a tax deferred basis to the annuitant.
**Single Premium Deferred Annuities ("SPDAs") provide for a single premium payment at the time of issue, an accumulation period and an annuity payout period at some future date.  During the accumulation period, the Company credits the account value of the annuitant with interest earnings at a current interest rate that is guaranteed for periods ranging from one to five years, at the annuitant's option, and that, thereafter, is subject to change based on market and other conditions.  Each contract also has a minimum guaranteed rate.  This accrual of interest during the accumulation period is on a tax deferred basis to the annuitant.  After the number of years specified in the annuity contract, the annuitant may elect to take the proceeds of the annuity as a single payment, a specified income for life or a specified income for a fixed number of years.  The annuitant is permitted at any time during the accumulation period to withdraw all or part of the single premium paid plus the amount credited to his or her account.  Any such withdrawal, however, typically is subject to a surrender charge during the early years of the annuity contract.

 

 

 

 

 

 

 

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**Single Premium Immediate Annuity Products ("SPIAs") guarantee a stream of payments which begin immediately and continue for the life of the annuitant.  The payment may be guaranteed for a period of time (typically five to 20 years) (the "Guarantee Period").  If the annuitant dies during the Guarantee Period, payments will continue to be made to the annuitant's beneficiary for the balance of the Guarantee Period.  SPIAs differ from deferred annuities in that generally they provide for payments to begin immediately and are not subject to surrender or loan.  The implicit interest rate on SPIAs is based on market conditions which existed at the time that the annuity was issued and is guaranteed for the term of the annuity.
**Single Premium Immediate Income Products ("SPIIs") are similar to SPIAs in that they guarantee a stream of payments.  Unlike SPIAs, SPII payments always are guaranteed for a specified period of time, not for the life of the annuitant.  Payments are made to the payee or beneficiary even if the annuitant dies during the payout period.
**Single Premium Immediate Structured Settlement Annuities provide an alternative to a lump-sum payment or settlement in the case of a lottery or a personal injury case, as the case may be, and generally are purchased by state lottery agencies for the benefit of a lottery winner or by property and casualty insurance companies for the benefit of an injured claimant, as the case may be, with benefits scheduled over a fixed period or, over a fixed period and for the life of the annuitant thereafter.  Structured settlements offer tax advantaged long-range financial security to the annuitant and facilitate the operations of state lottery agencies and the ability of casualty insurance carriers to effect claim settlements. Structured settlement annuities are long-term in nature, guarantee a fixed benefit stream and cannot be surrendered or borrowed against.
**Flexible Premium Annuity products provide similar benefits to those provided by the Company's single premium deferred annuity products, but instead permit periodic premium payments in such amounts as the holder deems appropriate.  As a result, the benefits attributable to such products will fluctuate according to the level of such payments.
**Group Terminal Funding Annuity products provide benefits similar to single premium immediate annuities.  Benefits are provided to employees when a company's pension plan is terminated or when the employer wants to transfer liability for making payments.  Group terminal funding annuities cannot be surrendered or borrowed against.

All of the Company's deferred annuity products provide minimum interest rate guarantees. The minimum guaranteed rates on the Company's deferred annuity products currently range from 4% to 5 1/2% annually and the contracts (except for SPIAs) are designed to permit the Company to change the crediting rates annually subject to the minimum guaranteed rate.  The Company takes into account the profitability of its annuity business and its relative competitive position in determining the frequency and extent of changes to the interest crediting rates.

The Company's deferred annuity products are designed to encourage persistency (see "Pricing" below for a definition of the term "persistency") by incorporating surrender charges that exceed the cost of issuing the annuity.  An annuitant may not terminate or withdraw substantial funds for periods generally ranging from one to seven years without incurring significant penalties in the form of surrender charges. Notwithstanding the foregoing, approximately 30.5% of the Company's deferred annuity contracts in force (measured by reserves) as of December 31, 2001 are surrenderable without charge.

 

 

 

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The following table presents annuity products in force measured by reserves, as well as certain statistical data for each of the years in the five fiscal year period ended December 31, 2001, in each case, as determined in accordance with accounting principles generally accepted in the United States of America ("GAAP").

 
**ANNUITIES IN FORCE 
                                         Year Ended December 31,  
2001 
2000 
1999 
1998 
1997
                                                      (Dollars in thousands)

Single premium immediate

  Structured settlement
  Annuities 
$   167,766 
$   169,927 
$   168,087 
$   166,360 
$   167,269
Single premium immediate
  Annuities 
    605,214 
    464,794 
    384,194 
    314,108 
    281,665           
Total immediate annuities 
    772,980 
    634,721 
    552,281 
    480,468	 
    448,934
Single premium deferred
  Annuities 
  1,592,890 
  1,095,860 
    914,460 
    865,884	 
    835,900
Flexible premium annuities 
    146,805 
    143,809 
    153,460 
    159,460 
    168,023
Group terminal funding            
  annuities 
    106,014 
    103,881 
    104,142 
    103,215 
    103,965           
  Total annuities 
$ 2,618,689 
$ 1,978,271 
$ 1,724,343 
$ 1,609,027 
$ 1,556,822
 

	

                                  For the fiscal year ended December 31,  
2001 
2000 
1999 
1998 
1997           
Ratio of annualized          
  voluntary terminations          
  (surrenders and lapses)          
  to mean insurance          
  in force 
10.0% 
12.1% 
16.5% 
15.9% 
15.2%           
At end of year:          
   Number of annuity          
   contracts in          
   force 
 56,104  
  45,056 
  43,337 
43,695 
 45,554           
Average size of

  annuity contract            
  in force

  $ 46,676 
$ 43,907 
$ 39,789 
$ 36,824 
$ 34,175           
 

 

 

 

 

 

 

 

 

 

 

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**Annuity Considerations and Premiums - The following table sets forth certain information with respect to the Insurance Company's annuity considerations and premium revenues for each of the five fiscal years ended December 31, 2001, as determined in accordance with statutory accounting principles.  Premiums shown on the Company's consolidated financial statements in accordance with GAAP consist of premiums received for whole or term life insurance products, as well as that portion of the Company's single premium immediate annuities which have life contingencies.  With respect to that portion of single premium annuity contracts without life contingencies, as well as deferred annuities and universal life insurance products, premiums collected by the Company are not reported as premium revenues, but rather are reported as additions to policyholder account balances on the Company's consolidated balance sheet.

	**Distribution of Products - By Gross Premiums and Other Considerations**
                             For the fiscal year ended December 31,
2001
2000
1999
1998	
1997
                                      (dollars in thousands)
Annuity          
  Considerations  
$  615,736 
$ 356,144 
$ 191,815 
$ 142,435 
$ 132,601  
        
Whole Life and          
  Term Life 
    12,100 
    8,626 
    8,589 
    8,041 
    8,364           
Universal Life 
     9,939 
    7,363 
    5,550 
    4,240 
    3,811           
Other 
     3,987 
    9,907 
    1,158 
        0 
  	  0           
Total Premiums and
  Considerations 
$  641,762 
$ 382,040 
$ 207,112 
$ 154,716 
$ 144,776           
Number of life

insurance policies
in force 
    19,200 
   18,896 
   18,605 
   18,491 
   18,708           
Average size of

life insurance          
policy in force 
$   48,879 
$  44,170 
$  40,441 
$  41,794 
$  44,006           
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	5.

 

 

 
**Life Insurance Business
**Universal Life policies are interest-sensitive products which typically provide the insured with "nonparticipating" (i.e. non-dividend paying) life insurance with a cash value.  Current interest is credited to the policy's cash value based upon interest rates that periodically are revised by the Company to reflect current economic conditions (primarily interest rates).  In no event, however, will the interest rate credited on the policy's cash value be less than the guaranteed rate specified in the policy.  The Company offers both flexible premium and single premium universal life insurance products.  The Company's flexible premium and single premium universal life insurance products differ based on policy provisions affecting the amount and timing of premium payments.
**Whole Life policies are products which provide the insured with life insurance with a guaranteed cash value.  Typically, a fixed premium, which costs more than comparable term coverage when the policyholder is younger, but less than comparable term coverage as the policyholder grows older, is paid over a period of years.  Whole life insurance products combine insurance protection with a savings plan that gradually increases in amount over time.  With respect to the Company's whole life insurance products, the policyholder may borrow against the policy's accumulated cash value.  However, the death benefit is decreased by the amount of the outstanding loan.  In addition, the policyholder may choose to surrender the policy and receive the accumulated cash value rather than continuing the insurance protection.
**Term Life policies are products which provide insurance protection if the insured dies during the time period specified in the policy.  No cash value is built up.  These products provide the maximum benefit for the lowest initial premium outlay.  The Company's term life insurance products include annually renewable, convertible and decreasing term insurance.
**Graded Benefit Life policies are products designed for the upper age (i.e. ages 40 to 80), sub-standard applicant.  Depending upon age, these products provide for a limited death benefit of either the return of premium plus 5% interest for three years, or the return of premium plus 5% interest for two years.  Thereafter, the death benefit is limited to the face amount of the policy.  This product typically is offered with a maximum face value of $25,000.
**Increasing Premium Whole Life policies are products which have characteristics of both whole life and term life products.  Initial premiums are comparatively low and generally increase each year until the twentieth policy year when the premium becomes fixed.  No cash values are built up in the early years of the policy, but cash values do begin to accumulate in the later (typically around the fifteenth policy year) years of the policy.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	6.

 

 
** 

 

Insurance Policies in Force - The following table provides a reconciliation of beginning and ending universal, whole and term life insurance policies, in force, as well as certain statistical data for each of the years in the five fiscal year period ended December 31, 2001.

 
**LIFE INSURANCE IN FORCE   
2001 
2000 
1999 
1998 
1997
                                                 (dollars in thousands) 
In force beginning of year
   Universal 
$ 370,393 
$  368,424 
$  377,470 
$  383,233 
$  384,008
   Whole<F1> 
  167,214 
   192,803 
   218,461 
   263,554 
   304,740
   Term 
  297,037 
   191,185 
   176,875 
   176,470 
   176,061  
        
       Total
  834,644
   752,412
   772,806
   823,257
   864,809           
Sales and additions:     
 
 

   Universal 
    33,878 
     30,119 
    24,435 
    23,735 
    25,747
   Whole<F1> 
   20,784 
    22,102 
    41,612 
    35,365 
    42,596
   Term 
  150,869 
   139,920 
    49,887 
    27,954 
    28,985  
  205,531         
       Total   
   192,141 
   115,934 
    87,054 
97,328           
Terminations:          
  Death 
    7,467 
     8,129 
     7,233 
     6,134 
     6,549
  Surrenders and 
        
     conversions 
   19,299 
    28,159 
    30,525 
    19,305 
    19,387
  Lapses 
   70,192 
    68,237 
    98,541 
   107,484 
   108,846
  Other 
    3,321 
     5,384 
	30 
     4,582 
     4,099           
      Total 
  100,279 
   109,909 
   136,329 
   137,505 
   138,881
In force end of year:
   Universal 
  385,857 
   370,393 
   368,424 
   377,470 
   383,233
   Whole<F1> 
  151,596 
   167,214 
   192,803 
   218,461 
   263,554
   Term
  402,443
   297,037
   191,185
   176,875
   176,470           
       Total 
$ 939,896 
$  834,644 
$  752,412 
$  772,806 
$  823,257           
Total reinsurance          
ceded	 
$ 550,194 
$  478,976 
$  410,955 
$  438,827 
$  476,248           
Total insurance in          
Force at end of year          
 Net of reinsurance  
$ 389,702 
$  355,668 
$  341,457 
$  333,979 
$  347,009
 

 

 

<F1> Includes graded benefit life insurance products.

 

 

 

 

 

 

 

	7.

 

 

 

 
**Marketing and Distribution

The Company, through the Insurance Company, is licensed to market its products in 49 states and in the District of Columbia.  The Company sells its individual annuity and life insurance products through 992 independent general agents (328 of which are located in the State of New York), who are independent contractors.  These independent general agents market the Company's products through 14,627 licensed insurance agents or brokers, most of whom also write products similar to those sold by the Company for other companies. Management believes that the Company offers competitive commission rates and seeks to provide innovative products and quality service to its independent general agents. Compensation of agents is strictly regulated by the New York State Department of Insurance (the "NYSDI").

The independent general agency system has been the Insurance Company's primary distribution system since the Insurance Company was founded.  Management believes that the Company's consistent focus on the independent general agent distribution system provides a cost advantage, since the Company incurs no fixed costs associated with recruiting, training and maintaining employee agents.  Accordingly, a substantial portion of the costs associated with generating new business for the Company are not fixed costs but vary directly with the level of business produced.

Since the Company utilizes independent general agents to market its products, it is not dependent on any one agency for any substantial amount of its business. On the other hand, the independent agents are not captive to the Company, and most write products similar to those sold by the Company for other companies.  This can result in significant sales declines if for any reason the Company is relatively less competitive or if there is cause for general concern.

Among other things, crediting rates, commissions, the perceived quality of the issuer, product features and services generally are significant factors that management believes influence an agent's willingness and ability to sell particular annuity products.  The Company generally issues annuity contracts, together with the agent's commission check, within two business days of receiving the application and premium.  The Company also seeks to provide ongoing service to the agent.  Towards that end, the Company provides agents with access to the Company's senior executives. In addition, agents and contract owners can access information about their contracts via a toll-free telephone number. 

The Company's top ten general agents accounted for approximately 23.7% of the Company's combined individual life insurance policies and annuity contracts sold, (measured by the combined premiums and considerations), during fiscal 2001.  Of the Company's combined annuity contracts and individual life insurance policies sold, no single agent accounted for more than .39% and no single general agency accounted for more than 4.57% during 2001.  The loss of any single sales source would not have a material adverse effect on the Company, but the loss of several could cause a decline in sales until they are replaced by the appointment of other general agents.  The Company's agency department actively recruits new general agents on a continuous basis.**Pricing

Management believes that the Company is able to offer its products at competitive prices to its targeted markets as a result of: (i) maintaining relatively low issuance costs by selling through the independent general agency system; (ii) minimizing home office administrative costs; and (iii) utilizing appropriate underwriting guidelines.

 

 

 

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The long-term profitability of sales of life and most annuity products depends on the degree of margin of the actuarial assumptions that underlie the pricing of such products.  Actuarial calculations for such products, and the ultimate profitability of sales of such products, are based on four major factors: (i) persistency; (ii) rate of return on cash invested during the life of the policy or contract; (iii) expenses of acquiring and administering the policy or contract; and (iv) mortality.

Persistency is the rate at which insurance policies remain in force, expressed as a percentage of the number of policies remaining in force over the previous year. Policyholders sometimes do not pay premiums, thus, causing their policies to lapse.

The assumed rate of return on invested cash and desired spreads during the period that insurance policies or annuity contracts are in force also affects pricing of products and currently includes an assumption by the Company of a specified rate of return and/or spread on its investments for each year that such insurance or annuity product is in force.

Another major factor affecting profitability is the level of expenses. Management believes that one of the Company's strengths is its concentration on minimizing expenses through periodic review and adjustment of general and administrative costs.

Mortality is the rate of death experienced by life insurance policyholders and certain annuitants taken as a group.  For calculating premiums, the Company uses actuarial assumptions with margins added to allow for adverse statistical variations. Actual mortality experience in a particular period may be different than actuarially expected mortality experience and, consequently, may adversely affect the Company's operating results for such period.
**Underwriting Procedures

Premiums charged on insurance products are based, in part, on assumptions about the expected mortality experience.  In that regard, the Company has adopted and follows detailed, uniform underwriting procedures designed to assess and quantify insurance risks before issuing life insurance policies to individuals.  To implement these procedures, the Company employs an experienced professional underwriting staff. The underwriting practice of the Company is to require attending physicians' statements and medical examinations for each applicant over age 55 or for policies in excess of certain prescribed policy amounts, ranging from $25,000 and up.  These requirements are graduated according to the applicant's age and the face amount of the policy.  The Company also carefully reviews medical records and each applicant's written application for insurance, which generally is prepared under the supervision of one of the Company's independent general agents.  The factors considered in evaluating an application for individual life insurance coverage include the applicant's age, occupation, avocations, driving record, finances, aviation activities, smoking habits, alcohol usage and general health and medical history. These factors are discovered through the application, attending physicians' statements, consumer investigation reports from investigative agencies, direct contact, motor vehicle reports and the Medical Information Bureau, an insurance industry information service.  In accordance with industry practice, material misrepresentations on a policy application can result in the cancellation by the company of the policy under the two year incontestability clause in the general provisions of the policy.

 

 

 

 

 

 

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To the extent that an applicant does not meet the Company's underwriting standards for issuance of a policy at the standard risk classifications, the Company may offer to issue a classified, sub-standard or impaired risk policy for a risk adjusted premium amount rather than declining the application.  The amount of the Company's impaired risk insurance in force in proportion to the total amount of the Company's individual life insurance in force was approximately 6.1% at December 31, 2001.

Acquired Immune Deficiency Syndrome ("AIDS"), which has received wide publicity because of its serious public health implications, presents special concerns to the life insurance industry.  Mortality risks are accepted by insurers based on methods of classification designed to appropriately relate premiums charged to such risks and, in this connection, steps have been taken toward strengthening the Company's underwriting and selection process.  The Company considers AIDS information in underwriting and pricing decisions in accordance with applicable laws.  A prospective policyholder must submit to a blood or urine test, which includes AIDS antibody screening, if the amount of coverage applied for equals or exceeds $100,000. The Company's own mortality experience reflects no significant adverse impact as a result of any acceleration of AIDS-related claims.  The Company is continuing to monitor developments in this area but is necessarily unable to predict the long term impact of this problem on the life insurance industry, in general, or on the Company, in particular.
**Life Insurance and Annuity Reserves

In accordance with applicable insurance regulations, the Company has established and carries as liabilities in its statutory financial statements actuarially determined reserves that are calculated to satisfy its policy and contract obligations.  Reserves, together with premiums to be received on outstanding policies and contracts and interest thereon at certain assumed rates, are calculated to be sufficient to satisfy policy and contract obligations.  The actuarial factors used in determining such reserves are based on statutorily prescribed mortality and morbidity tables and interest rates.  Reserves maintained also include unearned premiums, premium deposits, reserves for claims that have been reported but are not yet paid, reserves for claims that have been incurred but have not yet been reported and claims in the process of settlement.  Generally, the Company maintains reserves on assumed reinsurance, but does not continue accumulating reserves with respect to that portion of policies or contracts that are reinsured with, or ceded to, other insurance companies.  Reserves for assumed reinsurance are computed on bases essentially comparable to direct insurance reserves.

The reserves reflected in the Company's consolidated financial statements included herein are calculated based on GAAP and differ from those specified by the laws of the various states in which the Insurance Company does business and those reflected in the Insurance Company's statutory financial statements.  These differences arise from the use of different mortality and morbidity tables and interest rate assumptions, the introduction of lapse assumptions into the reserve calculation and the use of the net level premium reserve method on all insurance business.  See "Notes 1G, 1H and 8 to the Notes to the Consolidated Financial Statements." 

The reserves reflected in the Company's consolidated financial statements are based upon the Company's best estimates of mortality, persistency, expenses and investment income, with appropriate provisions for adverse statistical deviation and the use of the net level premium method for all non-interest-sensitive products.  For all interest-sensitive products the policy account value is equal to the accumulation of gross premiums plus interest credited less mortality and expense charges and withdrawals.  In determining reserves for its insurance and annuity products, the 

 

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Company performs periodic studies to compare current experience for mortality, interest and lapse rates with expected experience in the reserve assumptions.  Differences are reflected currently in earnings for each period.  The Company historically has not experienced significant adverse deviations from its assumptions.
**Claims Paying and Other Ratings

During 2001, the Insurance Company's rating was reaffirmed at "A- (Excellent)" by A.M. Best Company ("A.M. Best").  Publications of A.M. Best indicate that the "A-" rating is assigned to those companies that, in A.M. Best's opinion, have achieved excellent overall performance when compared to the norms of the insurance industry and that generally have demonstrated a strong ability to meet their respective policyholder and other contractual obligations over a long period of time.
In evaluating a company's statutory financial and operating performance, A.M. Best reviews the company's profitability, leverage and liquidity, as well as the company's book of business, the adequacy and soundness of its reinsurance, the quality and estimated market value of its assets, the adequacy of its reserves and the experience and competency of its management.

A.M. Best's rating is based on factors which primarily are relevant to policyholders, agents and intermediaries and is not directed towards the protection of investors, nor is it intended to allow investors to rely on such a rating in evaluating the financial condition of the Insurance Company.  Moody's Investor Services ("Moody's") rates the Insurance Company's insurance financial strength as Baa2.  Standard & Poor's Corporation ("Standard & Poor's") rates the Insurance Company's insurance financial strength as Api.  The Company's Senior Notes, due February 15, 2009 (the "Senior Notes"), are rated BBB by Standard & Poor's and Baa3 by Moody's.
**Policy Claims

Claims are received and reviewed by claims examiners at the Company's home office.  The initial review of claims includes verification that coverage is in force and that the claim is not subject to an exclusion under the policy.  Birth and death certificates are basic requirements.  Medical records and investigative reports are ordered for contestable claims.
**Reinsurance

The Company follows the usual industry practice of reinsuring ("ceding") portions of its life insurance and accident and health, including medical stop loss, risks with other companies, a practice which permits the Company to write policies in amounts larger than the risk it is willing to retain on any one life or group of lives, and also to continue writing a larger volume of new business.  The Company also reinsures a portion of its life insurance business and accident and health business in order to obtain commissions on the insurance ceded and thereby reduce its net commission expense. The maximum amount of individual life insurance normally retained by the Company on any one life is $50,000 per policy and $100,000 per life. The maximum retention with respect to impaired risk policies typically is the same. The Company cedes insurance primarily on an "automatic" basis, under which risks are ceded to a reinsurer on specific blocks of business where the underlying risks meet certain predetermined criteria, and on a "facultative" basis, under which the reinsurer's prior approval is required on each risk reinsured.  The maximum retention of the group medical stop loss business varies, but typically the Company cedes ninety percent on a quota share basis.  Reinsurance assumed consists entirely of the Company's participation in Servicemen's Group Life Insurance and a quota share agreement with Transamerica Occidental Life Insurance Company.

 

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Use of reinsurance does not discharge an insurer from liability on the insurance ceded.  An insurer is required to pay the full amount of its insurance obligations regardless of whether it is entitled or able to receive payments from its reinsurer.  No reinsurer of business ceded by the Company has failed to pay any policy claims with respect to such ceded business.  At December 31, 2001, of the approximately $940 million of the Company's individual life insurance in force, the Company had ceded to reinsurers approximately $550 million of such insurance in force.  The principal reinsuring companies of individual life policies with whom the Company does business at December 31, 2001 (and their corresponding A.M. Best ratings) were Life Reassurance Corporation of America ("A+ (Superior) ") and Swiss Re Life & Health America ("A+ (Superior)").
**Competition

The Company operates in a highly competitive environment.  There are numerous insurance companies, banks, securities brokerage firms and other financial intermediaries marketing insurance products, annuities, and other investments that compete with the Company, many of which have substantially greater resources than the Company.

The Company believes that the principal competitive factors in the sale of annuity and life insurance products are product features, commission structure, perceived stability of the insurer, claims paying ratings, name recognition, crediting rates, and service.  Many other insurance and other companies are capable of competing for sales in the Company's target markets.

Management believes that the Company's ability to compete is dependent upon, among other things, its ability to retain and attract independent general agents to market its products, its ability to develop competitive products that also are profitable and its ability to provide quality service.  Management believes that the Company has good relationships with its agents, has an adequate variety of products approved for issuance and generally is competitive within the industry.
**Investments and Investment Policy

The Company derives a substantial portion of its total revenues from investment income.  The Company manages most of its investments internally.  All investments made on behalf of the Company are governed by the general requirements and guidelines established and approved by the Company's investment committee (the "Investment Committee") and by qualitative and quantitative limits prescribed by applicable insurance laws and regulations.  The Investment Committee meets regularly to set and review investment policy and to approve current investment plans.  The actions of the Investment Committee are subject to review and approval by the Board of Directors of the Insurance Company.  The Company's investment policy must comply with NYSDI regulations and the regulations of other applicable regulatory bodies.

The Company's investment philosophy generally focuses on purchasing investment grade securities with the intention of holding such securities to maturity.  The Company's investment philosophy is focused on the intermediate to longer-term horizon and is not oriented towards trading.  However, as market opportunities, liquidity or regulatory considerations may dictate, securities may be sold prior to maturity.  The Company has categorized all fixed maturity securities as available for sale and carries such investments at market value.

 

 

 

 

12.

	

 

 

 

The Company manages its investment portfolio to meet the diversification, yield and liquidity requirements of its insurance policy and annuity contract obligations.  The Company's liquidity requirements are monitored regularly so that cash flow needs are sufficiently satisfied.  Adjustments periodically are made to the Company's investment policies to reflect changes in the Company's short-and long-term cash needs, as well as changing business and economic conditions.

As of December 31, 2001, approximately 8.7% of the Company's investment portfolio was invested in mortgage-backed related securities most of which are U.S. government and agency mortgage-backed securities, and other mortgage-backed obligations, most of which are collateralized mortgage obligations ("CMOs") backed by residential mortgages.  Most of the Company's CMOs represent beneficial ownership interests in mortgage-backed securities of the Federal Home Loan Mortgage Corporation ("FHLMC"), the Federal National Mortgage Association ("FNMA"), the Government National Mortgage Association ("GNMA"), the Resolution Trust Corporation ("RTC") or other asset backed securities.  Mortgage-backed securities are subject to significant prepayment risk due to the fact that, in periods of declining interest rates, mortgages may be repaid more rapidly than scheduled as borrowers refinance higher rate mortgages to take advantage of the lower current rates.  As a result, holders of mortgage-backed securities may receive prepayments on their investments which cannot be reinvested at an interest rate comparable to the rate on the prepaid mortgages.  Notwithstanding the foregoing, because the Company historically has purchased CMOs in the secondary market at prices which typically are below their par or maturity value, the Company's portfolio has not been materially impacted as a result of such prepayments.  The Company does not invest in interest only or principal only CMOs.

As of December 31, 2001, approximately 1.9% of the Company's investment portfolio consisted of bonds acquired in private placements.  While these bonds are not usually registered with the Securities and Exchange Commission (the "SEC" or "Commission"), management believes that these bonds are marketable to other institutional investors.  Approximately 71.2% of the investments acquired by the Company in private placements have been assigned a National Association Insurance Commissioners ("NAIC") designation corresponding to one of the two highest quality rating categories.  NAIC designations corresponding to the entire Investment Portfolio can be found on page 18.

As of December 31, 2001, approximately 6.7% of the Company's investment portfolio, and approximately 56.2% of its stockholders' equity, consisted of interests in over fifty limited partnerships which are engaged in a variety of investment strategies, principally including merchant banking, real estate, debt restructurings and international opportunities.  In general, risks associated with such limited partnerships include those related to their underlying investments (i.e., equity securities, debt securities and real estate), plus a level of illiquidity, which is mitigated by the ability of the Company to take annual distributions of partnership earnings.  

The limited partnerships that are involved in merchant banking activities generally seek to achieve significant rates of return (including capital gains) through a wide variety of investment strategies, including leveraged acquisitions, bridge financing and other private equity investments in existing businesses.

The limited partnerships that are involved in real estate activities generally invest in real estate assets, real estate joint ventures and real estate operating companies.  These partnerships seek to achieve significant rates of return by targeting investments which provide a strategic or competitive advantage and are priced at levels which the general partner believes to be attractive.

13.

 

	

 

 

The limited partnerships that are involved in debt restructuring activities take positions in debt and equity securities, loans originated by banks and other liabilities of financially troubled companies.  Investments in companies undergoing debt restructurings, which by their nature have a high degree of financial uncertainty, may be senior, unsecured or subordinated indebtedness and carry a high degree of risk of loss upon default by the borrower.  The high level of indebtedness characteristic of merchant banking and debt restructuring transactions makes such underlying investments particularly sensitive to interest rate increases, which could affect the ability of the borrower to generate sufficient cash flow to meet its fixed charges.

The limited partnerships that are involved in international investments generally purchase sovereign debt, corporate debt and/or equity in governments or foreign companies that are developing a greater world wide presence.  Such limited partnerships are operated by a general partner who has a demonstrated expertise in this area and the particular country involved.  Such investments involve risks related to the particular country including political instability, currency fluctuations, and repatriation restrictions. 

The Company has been investing in limited partnerships for over thirteen years.  During this time, the Company has had an opportunity to consider and evaluate a substantial number of limited partnerships and their managers.  The Company makes limited partnership investments based on a number of considerations, including the reputation, investment philosophy (particularly with respect to risk), performance history and investment strategy of the manager of the limited partnership.  Managers of the limited partnerships in which the Company is invested include, among others, Blackstone Investment Management, Omega Institutional Partners, Goldman Sachs Partners, Trust Company of the West Asset Management, Clayton Dubilier & Rice Partners, Apollo Real Estate and DLJ Real Estate Capital.

Limited partnership investments are selected through a careful, two-stage review process.  The Investment Analyst staff reviews the offering documents and performance history of each investment manager.  Separately, the Investment Committee (which is comprised of investment professionals who, collectively have more than 90 years experience in analyzing investments) interviews the manager to determine whether the investment philosophy (particularly with respect to risk) and strategies of the limited partnership are in the best interests of the Company.  Only after a positive recommendation is made by both the Investment Analyst Staff and the Investment Committee does the Company invest in a limited partnership.  In addition, the actions of the Investment Committee are subject to review and approval by the Board of Directors of the Company or the Insurance Company, as the case may be.  To evaluate both the carrying value and the continuing appropriateness of the Company's investment in any limited partnership, management maintains ongoing discussions with the investment manager and considers the limited partnership's operations, its current and near term projected financial condition, earnings capacity and distributions received by the Company during the year.

Pursuant to the terms of certain limited partnership agreements to which the Company is a party, the Company is committed to contribute, if called upon, an aggregate of approximately $70.1 million of additional capital to certain of these limited partnerships.  However, management does not expect the entire amount to be drawn down as certain of these limited partnerships are nearing the end of the period during which investors are required to make contributions.

The book value of the Company's investments in limited partnerships as of December 31, 2001, 2000 and 1999 was approximately $240.1 million, $259.7 million and $245.5 million respectively.  Net investment income derived from the Company's interests in limited partnership investments aggregated approximately $40.3 million, $36.8 million and $30.4 million in fiscal 2001, 2000 and 1999, respectively. 

14.

 

 

 

Management anticipates that in the future it will continue to make selective investments in limited partnerships as opportunities arise, subject to the approval of the Chief Investment Officer and the Investment Committee and the review and approval by the Board of Directors of the Company or the Insurance Company, as the case may be.  There can be no assurance that the Company will continue to achieve the same level of returns on its investments in limited partnerships that it has received during the foregoing periods or that it will achieve any returns on such investments at all.  In addition, there can be no assurance that the Company will receive a return of all or any portion of its current or future capital investments in limited partnerships.  The failure of the Company to receive the return of a material portion of its capital investments in limited partnerships, or to achieve historic levels of returns on such investments, could have a material adverse effect on the Company's financial condition and results of operations.

As of December 31, 2001 the Company's investment portfolio also consisted of approximately 0.1% invested in convertible debt securities, approximately 6.1% invested in preferred stock, approximately 0.4% invested in mortgage loans, and approximately 0.7% invested in common stock.  The Company's mortgage loans were collateralized by commercial office and retail properties located in New York and Pennsylvania.  The Company's only direct real estate investments are two buildings which are used as the current home office of the Insurance Company and two acres of undeveloped land in Nyack, New York.

In order to enhance investment income, the Company participates in "dollar roll" repurchase agreement transactions.  Such transactions involve the sale of a mortgage-backed security to a holding institution and a simultaneous agreement to purchase a substantially similar security (with the same coupon rate as the security sold) for forward settlement (typically, around 60 days) at a lower dollar price.

The proceeds are invested in short-term investment grade commercial paper or loan participations at a positive spread until the settlement date of the similar security.  In connection with its "dollar roll" transactions, the Company does not engage in yield maintenance transactions.  The purchase and maturity dates of all short-term investments are matched exactly to the sale and purchase dates of the underlying collateral, with a 90-day maximum for any one transaction.  During this period, the holding institution receives all income and prepayments for the security. To reduce the risk that a party will default on its obligations under the repurchase agreement, the Company only enters into "dollar roll" transactions with major securities dealers such as Morgan Stanley Dean Witter & Co. Incorporated, Bank of America, Merrill Lynch & Co., Salomon Smith Barney Inc., Bear, Stearns & Co. Inc., CS First Boston and Sandler, O'Neill L.P.  Additionally, if the counterparty to the "dollar roll" agreement defaults under the terms of such agreement, the Company is not obligated to repurchase the underlying securities to the transaction. Under GAAP, during the period between the sale by the Company of a mortgage-backed security to the institution party to the "dollar roll" transaction and the Company's repurchase of a substantially similar mortgage-backed security from the holding institution, the Company's consolidated balance sheet will reflect both the mortgage-backed security sold to the holding institution and the cash received for such security as assets, and the Company's repurchase obligation as a liability.  In fiscal 2001 and 2000, dollar roll transactions generated approximately $1.7 million and $.8 million, respectively, of net investment income for the Company.  Amounts outstanding to repurchase securities under dollar roll repurchase agreements and reverse repurchase agreements were approximately $260.6 million and $233.2 million as of December 31, 2001 and December 31, 2000, respectively.

 

	

 

15.

 

 

 

 

 

The following table summarizes the Company's investment portfolio at

December 31, 2001.
**Investment Portfolio     
Total Carrying Value<F1>  
   (dollars in thousands)
Fixed Maturities  
      Bonds and Notes:
      U.S. Government, government agencies  
            and authorities<F2> 
      $   389,406 
      Investment grade corporate<F3> 
         1,444,613
      Public utilities 
          347,162
      Below investment grade corporate<F3> 
          254,904
      Mortgage backed 
          312,106
      Preferred stocks 
  219,493  

            Total Fixed Maturities<F4> 
         2,967,684    
Equity Securities  
      Common stock 
            25,909   
Other Investments:  
      Policy loans 
           16,985
      Real Estate 
415
      Mortgage loans 
           13,398
      Other long-term investments<F5> 
          240,053
      Cash and short-term investments<F6> 
   289,318
Total cash and investments 
3,553,762   
 

_______________________________________________________________________________

 

<F1>	All fixed maturity and equity securities are classified as available for sale; accordingly total carrying value equals estimated market value.  Independent pricing services provide market prices for most publicly-traded securities.  Where prices are unavailable from pricing services, prices are obtained from securities dealers.  For other long-term investments, estimated market value either approximates estimated carrying value or was not readily ascertainable.  See Note 1(c) to the Notes to the Consolidated Financial Statements for an explanation of the methodology used to value "Other Investments."
<F2>	Approximately $286.3 million of such securities represent beneficial ownership interests in mortgage backed securities of FDIC, FHLMC, FNMA, GNMA or the RTC.

<F3>	Ratings are based primarily upon those assigned by the NAIC. 

<F4>	Includes approximately $9.1 million of convertible debt securities and convertible preferred stock.

<F5>	Consist principally of investments in limited partnerships which are carried at the lower of cost or market, or equity as appropriate.

<F6>	Includes approximately $260.6 million attributable to "dollar roll" repurchase agreements.
 

 

 

 

	16.

 

 

The following table summarizes the Company's investment results for the periods indicated, as determined in accordance with GAAP.
**INVESTMENT RESULTS

   
Year Ended December 31,  
2001 
2000 
1999 
1998 
1997
                                                           (Dollars in thousands)
Cash and total invested          
   Assets<F1> 
$  3,187,299 
$2,669,458  
$ 2,506,250 
$ 2,485,714 
$2,398,240
Net investment income<F2> 
$    234,125  
 $  225,224 
$   208,126 
$   187,155 
$  191,818
Effective yield<F3>
     8.19% 
9.21%
      9.06%
     8.14%
     8.69%
Net realized investment
   Gains (Losses)<F4> 
$    (65,132) 
$(8,449) 
$     2,775 
$    17,185 
$   26,039
                     
<F1>	Average of cash and aggregate invested amounts at the beginning and end of period.

<F2>	Net investment income is net of investment expenses and excludes capital gains and losses and provision for income taxes.

<F3>	Net investment income divided by average cash and total invested assets minus net investment income.

<F4>	Net realized investment gains (losses) include provisions for impairment in value that are considered other than temporary and exclude provisions for income taxes.

 

The following table sets forth the composition of the Company's bond and notes portfolio by rating as of December 31, 2001.
**Bond Portfolio Ratings    
        Percent    
        of Total  
     Estimated 
        Estimated  
     Market 
        Market
Rating<F1> 
Value<F2> 
Value<F2>  
(Dollars in thousands)       
Aaa......................... 
     $  600,928 
        21.9%
Aa ......................... 
        194,420 
         7.1
A  ......................... 
        777,054 
        28.3
Baa......................... 
   900,758 
 32.7
 Total investment grade<F3>. 
 2,473,160 
 90.0
Ba ......................... 
        213,115 
         7.8
B  ......................... 
         52,674 
         1.9
C  ......................... 
     9,241 
  0.3
 Total non-investment grade.
   275,030
  10.0
 Total...................... 
$2,748,190 
100.0%

<F1>	Ratings are those assigned primarily by Moody's when available, with remaining ratings as assigned by Standard & Poor's and converted to a generally comparable Moody's rating.  Bonds not rated by any such organization (e.g., private placement securities) are included based on the rating prescribed by the Securities Valuation Office of the NAIC.  NAIC class 1 is considered equivalent to an A or higher rating; class 2, Baa; class 3, Ba; and classes 4-6, B and below.  All securities are classified as available for sale; accordingly total carrying value equals estimated market value.

<F2>	Independent pricing services provide market prices for most publicly-traded securities.  Where prices are unavailable from pricing services, prices are obtained from securities dealers.

F3>	Approximately 15.7% of which consist of U.S. government and agency bonds.

	17.

 

 

According to Moody's, bonds which are rated "A" possess many favorable investment attributes and are to be considered as upper medium grade obligations. Moody's applies numerical modifiers "1", "2" and "3" in each generic rating classification from Aa to B.  Modifier "1" indicates a bond in the higher end of a generic rating classification.

The NAIC assigns securities quality ratings and uniform prices called "NAIC Designations, " which are used by insurers when preparing their statutory annual statements.  The NAIC assigns designations to publicly traded as well as privately placed securities.  The designations assigned by the NAIC range from class 1 to class 6, with a designation in class 1 being of the highest quality.  NAIC ratings are assigned annually as of December 31, and rerated periodically.  Of the bonds and notes in the Company's investment portfolio, approximately 89.1% were in one of the highest two NAIC Designations at December 31, 2001.  The following table sets forth the carrying value and estimated market value of these securities according to NAIC Designations at December 31, 2001.
    
Percent     
of Total
NAIC Designations
    Estimated
Estimated
(generally comparable to 
    Market 
Market
Moody's ratings)<F1> 
Value <F2> 
Value<F2>  
(Dollars in thousands)       
1  (Aaa, Aa, A) .............
    $1,230,513
 44.8%
2  (Baa) ....................
     1,217,762
 44.3
3  (Ba) ..................... 
       241,645 
  8.8
4  (B) ...................... 
        46,025 
  1.7
5  (Caa, Ca) ................ 
         4,375 
   .1
6  (C) ...................... 
  7,870 
   .3  
$2,748,190 
100.0%     

<F1>	Comparison between NAIC Designations and Moody's rating is as published by the NAIC.  NAIC class 1 is considered equivalent to an A or higher rating by Moody's; class 2, Baa; class 3, Ba; class 4, B; class 5, Caa and Ca; and class 6, C.  All securities are classified as available for sale; accordingly total carrying value equals estimated market value.

<F2>	Independent pricing services provide market prices for most publicly-traded securities.  Where prices are unavailable from pricing services, prices are obtained from securities dealers.

 

The Insurance Company is subject to Regulation 130 adopted and promulgated by the NYSDI.  Under this Regulation, the Insurance Company's ownership of below investment grade debt securities is limited to 20% of total admitted assets, as calculated under statutory accounting.  As of December 31, 2001, approximately 7.04% of the Insurance Company's total admitted assets were invested in below investment grade debt securities.  In addition, as of that date, there were two bond holdings in the Company's investment portfolio which were in default with an estimated market value totaling $7.5 million.  For a detailed discussion concerning below investment grade debt securities, including the risks inherent in such investments, see "Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources."  Also see "Note 2 to the Notes to Consolidated Financial Statements" for certain other information concerning the Company's investment portfolio.

 

 

	18.

 

The following table sets forth the scheduled maturities for the Company's investments in bonds and notes as of December 31, 2001.
**Scheduled Maturities    
Percent    
of Total
      Estimated
Estimated  
      Market 
Market
Maturity<F1> 
      Value<F2> 
Value<F2>  
(Dollars in thousands)  
Due in one year or less	 
      $   19,303 
      .7%
Due after one year through five years 
           59,178 
    2.1
Due after five years through 10 years 
         460,312 
  16.8
Due after 10 years through 20 years 
1,897,291 
69.0
      Total	 
       2,436,084 
  88.6
Mortgage-backed bonds 
   312,106 
11.4
      Total bonds and notes 
$2,748,190 
100.0% 
	

________________________________________________________________________________

<F1>	This table is based upon stated maturity dates and does not reflect the effect of prepayments, which would shorten the average life of these securities.  All securities are classified as available for sale; accordingly total carrying value equals estimated market value.
<F2>	Independent pricing services provide market prices for most publicly-traded securities.  Where prices are unavailable from pricing services, prices are obtained from securities dealers.

 
**Insurance Regulation

General Regulation

As an insurance holding company, the Company is subject to regulation by the State of New York, where the Insurance Company is domiciled, as well as all states in which the Insurance Company transacts business.  Most states have enacted legislation that requires each insurance company in a holding company system to register with the insurance regulatory authority of its state of domicile and furnish to it financial and other information concerning the operations of companies within the holding company system that may materially affect the operations, management or financial condition of the insurers within the system.  The Company has registered as a holding company system in New York.

The laws and regulations of New York applicable to insurance holding companies require, among other things, that all transactions within a holding company system be fair and equitable and that charges for services be reasonable.  In addition, many transactions require either prior notification to or approval of the Superintendent of Insurance of the State of New York (the "Superintendent").  Prior written approval of the Superintendent is required for the direct or indirect acquisition of 10% or more of the insurance companies' voting securities.  Applicable state insurance laws, rather than federal bankruptcy laws, also apply to the liquidation or reorganization of insurance companies.

The Insurance Company is subject to regulation and supervision by the insurance regulatory agencies of the states in which it is authorized to transact business.  State insurance laws establish supervisory agencies with broad administrative and supervisory powers.  Principal among these powers are granting and revoking licenses to transact business, regulating marketing and other trade practices, operating guaranty associations, licensing agents, approving policy forms, regulating certain premium rates, regulating insurance holding company systems, establishing reserve requirements, prescribing the form and content of required financial statements and reports, performing financial, market conduct and other examinations, determining the reasonableness and adequacy of statutory capital and surplus, defining acceptable accounting principles, regulating the type, valuation and amount of investments permitted, and limiting the amount of dividends that can be paid and the size of transactions that can be consummated without first obtaining regulatory approval.

 

19.

 

 

 

During the last decade, the insurance regulatory framework has been placed under increased scrutiny by various states, the federal government and the NAIC.  Various states have considered or enacted legislation that changes, and in many cases increases, the states' authority to regulate insurance companies.  Legislation was passed in Congress that could result in the federal government assuming some role in the regulation of insurance companies and allowing combinations between insurance companies, banks and other entities.  In recent years, the NAIC has approved and recommended to the states for adoption and implementation several regulatory initiatives designed to reduce the risk of insurance company insolvencies and market conduct violations.  These initiatives include investment reserve requirements, risk-based capital standards, codification of insurance accounting principles, new investment standards and restrictions on an insurance company's ability to pay dividends to its stockholders.

The Insurance Company is required to file detailed periodic reports and financial statements with the state insurance regulators in each of the states in which it does business.  In addition, insurance regulators periodically examine the Insurance Company's financial condition, adherence to statutory accounting practices and compliance with insurance department rules and regulations.  As part of their routine regulatory oversight process, the NYSDI generally conducts detailed examinations every three years of the books, records and accounts of the Insurance Company.  The Insurance Company's last examination occurred during 2001 for the 

four-year period ended December 31, 2000.  To date, the final report has not been issued.  The Insurance Company does not expect any material adjustments or issues to be raised.   The prior final report for the three-year period ended December 31, 1996 did not raise any issues or adjustments.
**Regulation of Dividends and Other Payments from the Insurance Company

The Company is a legal entity separate and distinct from its subsidiaries.  As a holding company with no other business operations, its primary sources of cash needed to meet its obligations, including principal and interest payments on its outstanding indebtedness and to pay dividends on its common stock, are rent from its real estate, interest on its investments and dividends from the Insurance Company.

The Insurance Company is subject to various regulatory restrictions on the maximum amount of payments, including loans or cash advances, that it may make to the Company without obtaining prior regulatory approval. Under the New York Insurance Law, the Insurance Company is permitted without prior insurance regulatory clearance to pay a stockholder dividend to the Company as long as the aggregate amount of all such dividends in any calendar year does not exceed the lesser of (i) 10% of its surplus as of the immediately preceding calendar year and (ii) its net gain from operations for the immediately preceding calendar year (excluding realized capital gains). The Insurance Company will be permitted to pay a stockholder dividend to the Company in excess of the lesser of such two amounts only if it files notice of its intention to declare such a dividend and the amount thereof with the Superintendent and the Superintendent does not disapprove the distribution. Under the New York Insurance Law, the Superintendent has broad discretion in determining whether the financial condition of a stock life insurance company would support the payment of such dividends to its stockholders. The NYSDI has established informal guidelines for such determinations. The guidelines, among other things, focus on the insurer's overall financial condition and profitability under statutory accounting practices. Management of the Company cannot provide assurance that the Insurance Company will have statutory earnings to support payment of dividends to the Company in an amount sufficient to fund its cash requirements and pay cash dividends or that the Superintendent will not disapprove any dividends that the Insurance Company must submit for the Superintendent's consideration. The Company's other insurance subsidiary is also subject to restrictions on the payment of dividends to it's parent company.  During fiscal 2001, 2000 and 1999, the Insurance Company paid dividends of $27.7 million, $49.6 million and $28.4 million, respectively, to the Company.

20.

 

 

The dividend limitation is based on statutory financial results. Statutory accounting practices differ in certain respects from accounting principles used in financial statements prepared in conformity with GAAP. The significant differences relate to deferred policy acquisition costs, deferred income taxes, required investment reserves and reserve calculation assumptions.
**Investment Reserve
**Asset Valuation Reserve.  Statutory accounting practices require a life insurance company to maintain an Asset Valuation Reserve ("AVR") to absorb realized and unrealized capital gains and losses on a portion of an insurer's fixed income securities and equity securities.

The AVR is required to stabilize statutory surplus from fluctuations in the market value of bonds, stocks, mortgage loans, real estate and other invested assets. The maximum AVR is calculated based on the application of various factors that are applied to the assets in an insurer's portfolio.  The AVR generally captures credit-related realized and unrealized capital gains or losses on such assets.  Each year the amount of an insurer's AVR will fluctuate as the investment portfolio changes and capital gains or losses are absorbed by the reserve.  To adjust for such changes over time, contributions must be made to the AVR in an aggregate annual amount equal to 20% of the difference between the maximum AVR as calculated and the actual AVR. These

contributions may result in a slower rate of growth in or a reduction of the Insurance Company's Unassigned Surplus.  The extent of the impact of the AVR on the Insurance Company's surplus depends in part on the future composition of the Insurance Company's investment portfolio.
**Interest Maintenance Reserve.  The Interest Maintenance Reserve (the "IMR") captures capital gains and losses (net of taxes) on fixed income investments (primarily bonds and mortgage loans) resulting from interest rate changes, which are amortized into net income over the estimated remaining periods to maturity of the investments sold.  The extent of the impact of the IMR depends on the amount of future capital gains and losses on fixed maturity investments resulting from interest rate changes.
**NAIC-IRIS Ratios

The NAIC's Insurance Regulatory Information System ("IRIS") was developed by a committee of state insurance regulators and primarily is intended to assist state insurance departments in executing their statutory mandates to oversee the financial condition of insurance companies operating in their respective states.  IRIS identifies 12 industry ratios and specifies "normal ranges" for each ratio.  The IRIS ratios were designed to advise state insurance regulators of significant changes in the operations of an insurance company, such as changes in its product mix, large reinsurance transactions, increases or decreases in premiums received and certain other changes in operations.  These changes need not result from any problems with an insurance company but merely indicate changes in certain ratios outside ranges defined as normal by the NAIC.  When an insurance company has four or more ratios falling outside "normal ranges," such state regulators may, but are not obligated to, inquire of the company regarding the nature of the company's business to determine the reasons for the ratios being outside the "normal range."  No regulatory significance results from being out of the normal range on fewer than four of the ratios.  The Company anticipates that it may from time to time fall outside the "normal range" on some of these ratios.  For the year ended December 31, 2001, the Company was within the normal range for all of the ratios.  If four or more of the Company's ratios fall outside the "normal range," the Company is likely to experience regulatory inquiry and a higher level of scrutiny.

21.

 

 

 
**Risk-Based Capital

Under the NAIC's risk-based capital formula, insurance companies must calculate and report information under a risk-based capital formula.  The standards require the computation of a risk-based capital amount which then is compared to a company's actual total adjusted capital.  The computation involves applying factors to various financial data to address four primary risks: asset default, adverse insurance experience, disintermediation and external events.  This information is intended to permit insurance regulators to identify and require remedial action for inadequately capitalized insurance companies, but is not designed to rank adequately capitalized companies.  The NAIC formula provides for four levels of potential involvement by state regulators for inadequately capitalized insurance companies, ranging from regulatory control of the insurance company to a requirement for the insurance company to submit a plan to improve its capital.  At December 31, 2001, the Insurance Company's total adjusted capital was $304.6 million and the authorized control level risk based capital was $56.8 million.
**Assessments Against Insurers

Most applicable jurisdictions require insurance companies to participate in guaranty funds which are designed to indemnify policyholders of insolvent insurance companies.  Insurers authorized to transact business in these jurisdictions generally are subject to assessments based on annual direct premiums written in that jurisdiction.  These assessments may be deferred or forgiven under most guaranty laws if they would threaten an insurer's solvency and, in certain instances, may be offset against future state premium taxes.  The amount of these assessments in prior years has not been material, however, the amount and timing of any future assessment on the Insurance Company under these laws cannot be reasonably estimated and are beyond the control of the Company and the Insurance Company.  Recent failures of substantially larger insurance companies could result in future assessments in material amounts.
**Regulation at Federal Level

Although the federal government generally does not directly regulate the insurance business, federal initiatives often have an impact on the business in a variety of ways.  Current and proposed federal measures that may significantly affect the insurance business include limitations on antitrust immunity, minimum solvency requirements and the removal of barriers restricting banks from engaging in the insurance and mutual fund business.  It is not possible to predict the outcome of any such congressional activity nor the potential effects thereof on the Company.
**Affiliates

In addition to the Insurance Company, the Company has three subsidiaries, Presidential Securities Corporation, P.L. Assigned Services Corporation and Presidential Asset Management Company, Inc.  In the aggregate, these three subsidiaries are not material to the Company's consolidated financial condition or results of operations.

 

On December 29, 1999, the Company announced the completion of the purchase of The Central National Life Insurance Company of Omaha ("Central National") from the Household Insurance Group Holding Company, a subsidiary of Household International, Inc.  Central National which has assets of $15.2 million and capital and surplus of $15.0 million as of December 31, 2001, is licensed to market insurance products in 49 states, the District of Columbia, Puerto Rico and the U.S. Virgin Islands.

 

22.

 

 

 

 
**Item 2.  Properties

The Company owns, and the Insurance Company is the sole occupant of, two adjacent office buildings located at 69 Lydecker Street and 10 North Broadway in Nyack, New York.  These buildings contain an aggregate of approximately 45,000 square feet of useable floor space.

The Insurance Company also owns two acres of unimproved land in Nyack, New York.

Management believes that the Company's present facilities are adequate for its anticipated needs.
**Item 3.  Legal Proceedings**
     From time to time, the Company is involved in litigation relating to claims arising out of its operations in the normal course of business.  As of March 27, 2001, the Company is not a party to any legal proceedings, the adverse outcome of which, in management's opinion, individually or in the aggregate, would have a material adverse effect on the Company's financial condition or results of operations.
**Item 4.  Submission of Matters to a Vote of Security Holders**
No matters were submitted by the Company to its shareholders for vote during the fiscal quarter ended December 31, 2001.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	23.

 

 

	**PART II**Item 5.  Market for the Registrant's Common Equity and Related**Shareholder Matters**
The Company's common stock trades on The NASDAQ Stock MarketSM under the symbol "PLFE."  The following table sets forth, for the indicated periods, the high and low bid quotations for the common stock, as reported by the National Association of Securities Dealers, Inc., and the per share cash dividends declared on the common stock.
      **Cash Dividends  **High **Low **Declared Per Share       **Fiscal 2000      
  First Quarter 
$     18.625 
 $      12.687	 
   $.09
  Second Quarter 
       16.250 
         13.625 
     .10
  Third Quarter 
     17.6875
         14.125
     .10   
  Fourth Quarter 
       16.250 
         13.937 
     .10          **Fiscal 2001      
  First Quarter 
 $     17.594 
  $     14.938 
     .10
  Second Quarter 
        22.400 
         15.000 
     .10
  Third Quarter 
        21.310 
         16.990 
     .10
  Fourth Quarter 
        21.060 
         17.100 
     .10       **Fiscal 2002     

  First Quarter 
 $     23.100 
  $     19.350 
     .10
  (through March 25, 2002)
 

 

The Company regularly has paid semi-annual cash dividends since 1980 and since the first quarter of 1997 has paid quarterly cash dividends.  During the first quarter of 2002, the Company declared a quarterly cash dividend of $.10 per share payable April 1, 2002.  The Company expects to continue its policy of paying regular cash dividends, although there is no assurance as to future dividends because they are dependent on future earnings, capital requirements, financial condition, and dividends from the Insurance Company.  Any determination to pay dividends would be at the discretion of the Company's Board of Directors and is subject to regulatory and contractual restrictions as described in "Part I -- Business -- Insurance Regulation" and Part II -- Management's Discussion and Analysis of Financial Condition and Results of Operations -- Liquidity and Capital Resources." On March 25, 2002 there were approximately 745 holders of record of the Company's common stock.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	24.
** 

 

Item 6.  Selected Financial Data**
Selected consolidated financial data for the Company are presented below for each of the five years in the period ended December 31, 2001.  This data should be read in conjunction with the Company's Consolidated Financial Statements and notes thereto and Item 7, Management's Discussion and Analysis of Results of Operations and Financial Condition.
**Income Statement Data:
  
Year Ended December 31,  
2001 
2000 
1999 
1998 
1997
                                      (in thousands, except per share data)
Total Revenue 
$  284,408 
$ 284,458 
$ 278,060 
$ 242,206 
$ 247,704
  Benefits 
    267,350 
  197,765  
  181,126  
  146,410 
  136,998
  Interest Expense          
    On Notes payable 
        8,836 
    9,773 
    8,960 
    7,124 
    5,850
  Selling, General and          
  Administrative Expenses 
      26,823 
   18,931 
   18,482 
   16,927 
	  14,298
Total Benefits and          
    Expenses 
    303,009 
  226,469 
	 208,568 
  170,461 
	 157,146           
Provision (benefit) for
Income Taxes 
     (10,896) 
   17,127 
	  21,261 
	  22,521 
	  29,266           
Net Income 
       (7,705) 
$  40,862 
$  47,717<F1> 
$  49,224 
$  61,292
Income Per Share 
$         (.26) 
$    1.36 
$    1.53<F1> 
$    1.53 
$    1.87
Dividends Per Share 
$           .40 
$    .39 
$    .345 
$    .285 
$     .22
 

<F1> Includes extraordinary loss of $514 thousand or $.02 per share.
**Balance Sheet Data:
  
At December 31,  
2001 
2000 
1999 
1998 
1997
                                                    (in thousands)           
Assets 
$  3,769,517 
$ 2,982,425 
$ 2,653,665 
$ 2,606,799 
$ 2,558,341
Total Capitalization          
   Notes Payable 
       150,000 
$   100,000 
$   100,000 
$    50,000 
$    50,000
   Shareholders' Equity 
       427,094 
    465,527 
    406,468 
    523,244 
    502,654           
Total 
       577,094 
$   565,527 
$   506,468 
$   573,244 
$   552,654
 

 

 

 

 

 

 

 

 

 

 

 

 

25.

 
** 

 

Item 7.  Management's Discussion and Analysis of Financial Condition and Results

of Operations
**General

The Company has one reportable operating segment with two primary lines of business; individual annuities and individual life insurance.  Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.  Premiums shown on the Company's consolidated financial statements in accordance with GAAP consist of premiums received for whole or term life insurance products, as well as that portion of the Company's single premium immediate annuities which have life contingencies.  With respect to that portion of single premium annuity contracts without life contingencies, as well as single premium deferred annuities and universal life insurance products, premiums collected by the Company are not reported as premium revenues, but rather are reported as additions to policyholders' account balances.  With respect to products that are accounted for as policyholders' account balances, revenues are recognized over time in the form of policy fee income, surrender charges and mortality and other charges deducted from the policyholders' account balances.  The Company's operating earnings are derived primarily from these revenues, plus the Company's investment results, including realized gains (losses), less interest credited, benefits to policyholders and expenses.

Certain costs related to the sale of new business are deferred as "deferred policy acquisition costs" ("DAC") and amortized into expenses in proportion to the recognition of earned revenues.  Costs deferred include principally commissions, certain expenses of the policy issue and underwriting departments and certain variable sales expenses.  Under certain circumstances, DAC will be expensed earlier than originally estimated, including those circumstances where the policy terminations are higher than originally estimated with respect to certain annuity products.  Most of the Company's annuity products have surrender charges which are designed to discourage and mitigate the effect of early terminations.

The Insurance Company is rated "A- (Excellent)" by A.M. Best.
**Results of Operations

Comparison of Fiscal Year 2001 to Fiscal Year 2000 and Fiscal Year 2000 to Fiscal Year 1999.
**Revenues

Annuity Considerations and Life Insurance Premiums

Total annuity considerations and life insurance premiums increased to approximately $111.5 million in fiscal 2001 from approximately $62.6 million in fiscal 2000, an increase of approximately 78.1%.  Of this amount, annuity considerations increased to approximately $97.4 million in fiscal 2001 from approximately $55.2 million in fiscal 2000, an increase of approximately $42.1 million.  In accordance with GAAP, sales of single premium deferred annuities are not reported as annuity considerations, but rather as additions to policyholder account balances.  Sales of single premium annuities were approximately $700.1 million, $350.4 million and $186.1 million in fiscal 2001, 2000 and 1999, respectively.  Management believes that the increase in annuity considerations is due to the successful expansion of our Marketing Department.  Beginning in 1996, the Company added regional sales directors in various states.  These regional sales directors have added new general agents, which have generated sales.

 

 

 

 

26.

 

 

 

Total annuity considerations and life insurance premiums increased to approximately $62.6 million in fiscal 2000 from approximately $58.9 million in fiscal 1999, an increase of approximately 6.3%.  Of this amount, annuity considerations increased to approximately $55.2 million in fiscal 2000 from approximately $54.4 million in fiscal 1999, an increase of approximately $871 thousand.
**Policy Fee Income

Universal life and investment type policy fee income was approximately $.8 million in fiscal 2001, as compared to approximately $.7 million in fiscal 2000 and approximately $2.6 million in fiscal 1999.  The increase in 2001 is attributed to a rise in the number of life policies surrendered during 2001 that were within the surrender charge period.  Policy fee income consists principally of amounts assessed during the period against policyholders' account balances for mortality charges and surrender charges.
**Net Investment Income

Net investment income totaled approximately $234.1 million in fiscal 2001, as compared to approximately $225.2 million in fiscal 2000 and approximately $208.1 million in fiscal 1999.  This represents approximately a 4.0% increase comparing fiscal 2001 to fiscal 2000 and approximately an 8.2% increase comparing fiscal 2000 to fiscal 1999.  Investment income from "other invested assets" totaled approximately $40.3 million in fiscal 2001, $36.8 million in fiscal 2000 and $30.4 million in fiscal 1999. In fiscal 2001, 2000 and 1999, the Insurance Company participated in "dollar roll" transactions (i.e., the sale of a mortgage-backed security and a simultaneous agreement to purchase a similar security at a later date at a lower price) to enhance investment income.  The proceeds from the sale are invested in short-term securities at a positive spread until the settlement date of the similar security.  During this period, the holding institution receives all income and prepayments for the security. The Company's ratio of net investment income to average cash and invested assets less net investment income for the years ended December 31, 2001, 2000 and 1999 was approximately 8.19%, 9.21% and 9.06%, respectively.  For additional information, please refer to "Note 2 of the Notes to Consolidated Financial Statements."
**Realized Investment Gains and Losses

Realized investment losses amounted to approximately $65.1 million in fiscal 2001, as compared to approximately $8.5 million of losses in fiscal 2000 and gains of approximately $2.8 million in fiscal 1999. Realized investment losses for years ended December 31, 2001 and 2000 and gains for the year ended December 31, 1999 include realized investment losses of approximately $50.7 million, $22.8 million and $14.8 million, respectively, attributable to writedowns of certain securities contained in the Company's investment portfolio. Realized investment gains (losses) result from sales of certain equities and convertible securities, and calls and sales of fixed maturity investments in the Company's investment portfolio. There can be no assurance that the Company's investment portfolio will yield comparable investment results in future periods.
**Total Benefits and Expenses

Total benefits and expenses for fiscal 2001 aggregated approximately $303.0 million, as compared to approximately $226.5 million for fiscal 2000 and approximately $208.6 million for fiscal 1999.  This represents an increase of approximately 33.8% comparing fiscal 2001 to fiscal 2000 and an increase of approximately 8.6% comparing fiscal 2000 to fiscal 1999.  The reasons for these changes will be discussed under the respective components below.

	27.

 
**Interest Credited and Benefits to Policyholders

Interest credited and benefits to policyholders amounted to approximately $267.4 million in fiscal 2001 as compared to approximately $197.8 million in fiscal 2000 and approximately $181.1 million in fiscal 1999.  This represents an increase of approximately 35.2% comparing fiscal 2001 to fiscal 2000 and approximately a 9.2% increase comparing fiscal 2000 to fiscal 1999.  These increases principally are attributable to a higher level of policyholder account balances as a result of the increase in annuity considerations received during the respective years.

The Insurance Company's average credited rates for reserves and account balances for the 12 months ended December 31, 2001, 2000 and 1999 were less than the Company's ratio of net investment income to mean assets for the same periods as noted above under "Net Investment Income."  Although management does not currently expect material declines in the spread between the Company's average credited rate for reserves and account balances and the Company's ratio of net investment income to mean assets (the "Spread"), there can be no assurance that the spread will not decline in future periods or that such decline will not have a material adverse effect on the Company's financial condition and results of operations.  Depending, in part, upon competitive factors affecting the industry in general, and the Company in particular, the Company may, from time to time, adjust the average credited rates on certain of its products.  There can be no assurance that the Company will reduce such rates or that any such reductions will broaden the Spread.
**Interest Expense on Notes Payable

The interest expense on the Company's notes payable amounted to approximately $8.84 million in fiscal 2001, approximately $9.77 million in fiscal 2000 and approximately $8.96 million in fiscal 1999.  The decrease in interest expense in fiscal 2001 is attributable to the reclassification of the Company's rate lock loss in connection with the issuance of the senior notes due 2009.
**General Expenses, Taxes and Commissions

General expenses, taxes and commissions to agents totaled approximately $50.3 million in fiscal 2001 as compared to approximately $29.9 million in fiscal 2000 and approximately $23.7 million in fiscal 1999.  This represents an increase of approximately 68.2% comparing fiscal 2001 to fiscal 2000 and an increase of approximately 26.2% comparing fiscal 2000 to fiscal 1999. The increase in fiscal 2001 compared to fiscal 2000 and fiscal 2000 compared to 1999, principally is attributable to higher costs associated with higher commissions and selling expenses incurred associated with the higher level of sales of single premium annuities. 
**Deferred Policy Acquisition Costs

The change in the net DAC for fiscal 2001 resulted in a credit of approximately $23.5 million, as compared to a credit of approximately $11.0 million in fiscal 2000 and a credit of approximately $5.2 million in fiscal 1999.  Such changes are due (i) to the increase in costs associated with recent new product sales which have been deferred and are amortized in proportion to the recognition of earned revenue and (ii) to the effect of revisions to estimated gross profits on unamortized deferred acquisition costs which are reflected in the year such estimated gross profits are revised.
**Income Before Income Taxes

For the reasons discussed above, income (loss) before income taxes amounted to approximately $(18.6) million in fiscal 2001, as compared to approximately $58.0 million in fiscal 2000 and approximately $69.5 million in fiscal 1999.

	

                                          28.

 
**Income Taxes

Income tax expense (benefit) was approximately $(10.9) million for fiscal 2001, as compared to approximately $17.1 million in fiscal 2000 and approximately $21.2 million in fiscal 1999.  The decrease in income taxes in fiscal 2001 is primarily attributable to realized capital losses during fiscal 2001. The Company's strategy was to utilize a carryback of its net capital gains reported in the Company's consolidated tax return in 1999 and 1998.
**Net Income

For the reasons discussed above, the Company had net (loss) income of approximately $(7.7) million in fiscal 2001, net income of approximately $40.9 million in fiscal 2000 and net income of approximately $47.7 million in fiscal 1999. 
**Liquidity and Capital Resources

The Company is an insurance holding company and its primary uses of cash are debt service obligations, operating expenses and dividend payments.  The Company's principal sources of cash are dividends from the Insurance Company, sales of and interest on the Company's investments and rent from its real estate.  During 2001, the Company's Board of Directors maintained the quarterly dividend rate of $.10 per share.  During 2001 and 2000, the Company purchased and retired 26,000 and 1,506,200 shares of common stock, respectively.  At December 31, 2001, the Company was authorized to purchase approximately an additional 385,000 shares of common stock.  

The Insurance Company is subject to various regulatory restrictions on the maximum amount of payments, including loans or cash advances, that it may make to the Company without obtaining prior regulatory approval. Under the New York Insurance Law, the Insurance Company is permitted without prior insurance regulatory clearance to pay a stockholder dividend to the Company as long as the aggregate amount of all such dividends in any calendar year does not exceed the lesser of (i) 10% of its surplus as of the immediately preceding calendar year and (ii) its net gain from operations for the immediately preceding calendar year (excluding realized capital gains). The Insurance Company will be permitted to pay a stockholder dividend to the Company in excess of the lesser of such two amounts only if it files notice of its intention to declare such a dividend and the amount thereof with the Superintendent and the Superintendent does not disapprove the distribution. Under the New York Insurance Law, the Superintendent has broad discretion in determining whether the financial condition of a stock life insurance company would support the payment of such dividends to its stockholders. The NYSDI has established informal guidelines for such determinations. The guidelines, among other things, focus on the insurer's overall financial condition and profitability under statutory accounting practices. Management of the Company cannot provide assurance that the Insurance Company will have statutory earnings to support payment of dividends to the Company in an amount sufficient to fund its cash requirements and pay cash dividends or that the Superintendent will not disapprove any dividends that the Insurance Company must submit for the Superintendent's consideration. The Company's other insurance subsidiary is also subject to restrictions on the payment of dividends to their respective parent companies.  During fiscal 2001, 2000 and 1999, the Insurance Company paid dividends of $27.7 million, $49.6 million and $28.4 million, respectively, to the Company.

	Principal sources of funds at the Insurance Company are premiums and other considerations paid, net investment income received and proceeds from investments called, redeemed or sold. The principal uses of these funds are the payment of benefits on annuity contracts and life insurance policies, (including withdrawals and surrender payments), the payment of policy acquisition costs, operating expenses and the purchase of investments.

	Net cash provided by the Company's operating activities (reflecting principally: (i) premiums and contract charges collected less (ii) benefits paid on life insurance and annuity products plus (iii) income collected on invested assets less (iv) commissions and other general expenses paid) was approximately $104.1 million, $71.8 million and $69.3 million in fiscal 2001, 2000 and 1999, respectively.  Net cash used in the Company's investing activities (principally reflecting investments purchased less investments called, redeemed or sold) was approximately $815.4 million, $288.5 million and $172.2 million in fiscal 2001, 2000 and 1999, respectively.

 

 

	29.

 

 

For purposes of the Company's consolidated statements of cash flows, financing activities relate primarily to "dollar roll" repurchase transactions, and to sales and surrenders of the Company's annuity and universal life insurance products.  The payment of dividends by the Company to its stockholders also is considered to be a financing activity.  Net cash provided by (used in) the Company's financing activities amounted to approximately $696.9 million, $183.6 million and $(130.1) million in fiscal 2001, 2000 and 1999, respectively.  These fluctuations primarily are attributable to the new line of credit established in 2001, higher policyholder account balances (as a result of increased sales), partially offset by the payment of dividends to the Company's shareholders during fiscal year 2001.

During the first quarter of 1999, the Company sold $100 million of its 7 7/8% Senior Notes due 2009.  The net proceeds were used to retire all of the outstanding $50 million, 9 1/2% Senior Notes and to repay the amounts outstanding on the bank line of credit.  The repayment of the 9 1/2% Senior Notes resulted in an extraordinary loss of $514 thousand, after income taxes of $276.5 thousand.

The indenture governing the Senior Notes contains covenants relating to limitations on liens and sale or issuance of capital stock of the Insurance Company. In the event the Company violates such covenants as defined in the indenture, the Company may be obligated to offer to repurchase all of the outstanding principal amount of such notes.  The Company believes that it is in compliance with all of the covenants.

Given the Insurance Company's historic cash flow and current financial results, management believes that, for the next twelve months and for the reasonably foreseeable future, the Insurance Company's cash flow from operating activities will provide sufficient liquidity for the operations of the Insurance Company, as well as provide sufficient funds to the Company, so that the Company will be able to make dividend payments, as described in "Item 5 - Market for the Registrant's Common Equity and Related Shareholder Matters," satisfy its debt service obligations and pay its other operating expenses.
**Market Risk

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates, and other relevant market rate or price changes.  Market risk is directly influenced by the volatility and liquidity in the markets in which the related underlying assets are traded.  The following is a discussion of the Company's primary market risk exposures and how those exposures are currently managed as of December 31, 2001.

The primary market risk to the Company's investment portfolio is interest rate risk.  The Company's exposure to equity price risk and foreign exchange risk is not significant.  The Company has no direct commodity risk.

The Company believes that its fixed-rate liabilities should be backed by a portfolio principally composed of fixed-rate investments that generate predictable rates of return.  The Company does not have a specific target rate of return.  Instead, its rates of return vary over time depending on the current interest rate environment, the slope of the yield curve, the spread at which fixed-rate investments are priced over the yield curve, and general economic conditions.  Its portfolio strategy is constructed with a view to achieve adequate risk-adjusted returns consistent with its investment objectives of effective asset-liability matching, liquidity and safety.

The Company's deferred annuity products are designed to encourage persistency by incorporating surrender charges.  An annuitant may not terminate or withdraw substantial funds for a period of generally seven years without incurring significant penalties in the form of surrender charges.  Approximately 30.5%, 42.0% and 50.9% of the Company's deferred annuity contracts in force (measured by reserves) as of December 31, 2001, 2000, and 1999 are surrenderable without charge.  The decrease since December 31, 1999 is attributable to the increase in deferred annuity contracts inforce as a result of the increase in annuity considerations received.

30.

 

 

The market value of the Company's fixed maturity portfolio changes as interest rates change.  In general, rate decreases cause asset prices to rise, while rate increases cause asset prices to fall.  Interest rate sensitivity can be modeled using the fixed maturity's effective duration and convexity to estimate price change for a given rate change.  To model such changes, both spreads and yield curve slope are held constant while the portfolio is subjected to a hypothetical instantaneous rate change. Actual results may differ from the hypothetical change in market rates assumed in this disclosure since the model does not reflect the results of any actions that would be taken by the Company to mitigate such hypothetical loss in market value.

Based on market values and prevailing interest rates as of December 31, 2001, a hypothetical instantaneous increase of 100 basis points would produce a loss in fair value of fixed maturity assets of approximately $193.2 million.  Since the Company is able to hold its fixed maturity securities to maturity, it does not expect to realize significant losses under such a hypothetical scenario.	

To meet its anticipated liquidity requirements, the Company purchases investments taking into account the anticipated future cash flow requirements of its underlying liabilities.  In managing the relationship between assets and liabilities, the Company analyzes the cash flows necessary to correspond with the expected cash needs on the underlying liabilities under various interest rate scenarios.  In addition, the Company 

invests a portion of its total assets in short-term investments (approximately 8.18%, 8.77% and 8.14% as of December 31, 2001, 2000 and 1999, respectively).  The weighted average duration of the Company's bond portfolio was approximately five and three quarter years as of December 31, 2001.  The Company's fixed maturity investments are all classified as available for sale and include those securities available to be sold in response to, among other things, changes in market interest rates, changes in the security's prepayment risk, the Company's need for liquidity and other similar factors. 

These investments are carried at estimated market value, and unrealized gains (losses), net of federal income taxes and deferred policy acquisition costs, if any, are charged directly to shareholders' equity, unless a decline in market value is considered to be other than temporary, in which event the Company recognizes a loss.  Equity securities include common stocks and non-redeemable  preferred stocks and are carried at market, with the related unrealized gains and losses, net of federal income taxes, if any, charged or credited directly to shareholders' equity, unless a decline in market value is considered to be other than temporary, in which event the Company recognizes a loss.

	Capital expenditures during fiscal 2001 were approximately $40,000. As of December 31, 2001, the Company had no outstanding commitments for significant capital expenditures.

The Insurance Company is subject to Regulation 130 adopted and promulgated by the NYSDI.  Under this Regulation, the Insurance Company's ownership of below investment grade debt securities is limited to 20.0% of total admitted assets, as calculated under statutory accounting practices.  As of December 31, 2001 and 2000, approximately 7.04% and 7.92%, respectively, of the Insurance Company's total admitted assets were invested in below investment grade debt securities.

The Company maintains a portfolio which includes below investment grade securities which were purchased to achieve a more favorable investment yield, all of which are classified as available for sale and reported at estimated market value.  As of December 31, 2001 and 2000, the carrying value of these securities was approximately $275.0 million and $177.4 million, respectively (representing approximately 7.3% and 6.0%, respectively, of the Company's total assets and 64.4% and 38.1%, respectively, of shareholders' equity).

 

 

31.

 

 

 

Investments in below investment grade debt securities have different risks than investments in corporate debt securities rated investment grade.  Risk of loss upon default by the borrower is significantly greater with respect to below investment grade debt securities than with respect to other corporate debt securities because below investment grade debt securities generally are unsecured and often are subordinated to other creditors of the issuer.  Also, issuers of below investment grade debt securities usually have high levels of indebtedness and often are more sensitive to adverse economic conditions, such as recession or increasing interest rates, than are investment grade issuers.  Typically, there is only a thinly traded market for such securities and recent market quotations may not be available for some of these securities.  Market quotes generally are available only from a limited number of dealers and may not represent firm bids of such dealers or prices for actual sales. The Company attempts to reduce the overall risk in its below investment grade portfolio, as in all of its investments, through careful credit analysis, investment policy limitations, and diversification by company and by industry.  Below investment grade debt investments, as well as other investments, are being monitored on an ongoing basis.

In certain situations, the terms of some fixed maturity assets are restructured or modified.  There were no restructured fixed maturities at December 31, 2001.

As of December 31, 2001, approximately 6.7% of the Company's total invested assets were invested in limited partnerships.  Pursuant to NYSDI regulations, the Company's investments in equity securities, including limited partnership interests, may not exceed 20% of the Insurance Company's invested assets.  Investments in limited partnerships are included in the Company's consolidated balance sheet under the heading "Other invested assets."  See "Note 2 to the Notes to Consolidated Financial Statements."  The Company is committed, if called upon during a specified period, to contribute an aggregate of approximately $70.1 million of additional capital to certain 

of these limited partnerships.  However, management does not expect this entire amount to be called because certain of these limited partnerships are nearing the end of the period during which investors are required to make contributions.  The Company may make selective investments in additional limited partnerships as opportunities arise.  In general, risks associated with such limited partnerships include those related to their underlying investments (i.e., equity securities, debt securities and real estate), plus a level of illiquidity, which is mitigated by the ability of the Company to take annual distributions of partnership earnings.  There can be no assurance that the Company will continue to achieve the same level of returns on its investments in limited partnerships as it has historically or that the Company will achieve any returns on such investments at all.  Further, there can be no assurance that the Company will receive a return of all or any portion of its current or future capital investments in limited partnerships.  The failure of the Company to receive the return of a material portion of its capital investments in limited partnerships, or to achieve historic levels of return on such investments, could have a material adverse effect on the Company's financial condition and results of operations.

As previously discussed, in fiscal 2001 and 2000 the Company participated in "dollar roll" repurchase agreement transactions.  Amounts outstanding to repurchase securities under such agreements were approximately $260.6 million and $233.2 million at December 31, 2001 and 2000, respectively.  The Company may engage in selected "dollar roll" transactions as market opportunities arise.

 

 

 

 

 

32.

 

 

 

 

All 50 states of the United States, the District of Columbia and Puerto Rico have insurance guaranty fund laws requiring all life insurance companies doing business within the jurisdictions to participate in guaranty associations, which are organized to pay contractual obligations under insurance policies (and certificates issued under group insurance policies) issued by impaired or insolvent life insurance companies. These associations levy assessments (up to prescribed limits) on all member insurers in a particular state on the basis of the proportionate share of the premiums written by member insurers in the lines of business in which the impaired or insolvent insurer 

is engaged.  Some states permit member insurers to recover assessments paid through full or partial premium tax offsets.  These assessments may be deferred or forgiven under most guaranty laws if they would threaten an insurer's solvency.  The amount of these assessments in prior years has not been material, however, the amount and timing of any future assessment on the Insurance Company under these laws cannot be reasonably estimated and are beyond the control of the Company and the Insurance Company.  Recent failures of substantially larger insurance companies could result in future assessments in material amounts.

See "Item 1 - Business - Insurance Regulation" for a description of certain NAIC initiatives that also may impact the Company's financial condition and results of operations.
**Effects of Inflation and Interest Rate Changes

The Company seeks to manage its investment portfolio in part to reduce its exposure to interest rate fluctuations.  In general, the market value of the Company's fixed maturity portfolio increases or decreases in an inverse relationship with fluctuations in interest rates, and the Company's net investment income increases or decreases in direct relationship with interest rate changes.  For example, if interest rates decline, the Company's fixed maturity investments generally will increase in market value, while net investment income will decrease as fixed income investments mature or are sold and proceeds are reinvested at the declining rates, and viceversa. Management is aware that prevailing market interest rates frequently shift and, accordingly, the Company has adopted strategies which are designed to address either an increase or decrease in prevailing rates.  In a rising interest rate environment, the Company's average cost of funds would be expected to increase over time as it prices its new and renewing annuities to maintain a generally competitive market rate. In addition, the market value of the Company's fixed maturity portfolio decreases resulting in a decline in shareholders' equity.  Concurrently, the Company would attempt to place new funds in investments which were matched in duration to, and higher yielding than, the liabilities associated with such annuities.  Management believes that liquidity necessary in such an interest rate environment to fund withdrawals, including surrenders, would be available through income, cash flow, the Company's cash 

reserves or from the sale of short-term investments.  In a declining interest rate environment, the Company's cost of funds would be expected to decrease over time, reflecting lower interest crediting rates on its fixed annuities.  Should  increased liquidity be required for withdrawals in such an interest rate environment, management believes that the portion of the Company's investments which are designated as available for sale in the Company's consolidated balance sheet could be sold without materially adverse consequences in light of the general strengthening in market prices which would be expected in the fixed maturity security market.

 

 

 

 

 

33.

 

 

Interest rate changes also may have temporary effects on the sale and profitability of the universal life and annuity products offered by the Company.  For example, if interest rates rise, competing investments (such as annuity or life insurance products offered by the Company's competitors, certificates of deposit, mutual funds and similar instruments) may become more attractive to potential purchasers of the Company's products until the Company increases the rates credited to holders of its universal life and annuity products.  In contrast, as interest rates fall, the Company attempts to lower its credited rates to compensate for the corresponding decline in its net investment income.  As a result, changes in interest rates could materially adversely effect the financial condition and results of operations of the Company depending on the attractiveness of alternative investments available to the Company's customers.  In that regard, in the current interest rate 

environment, the Company has attempted to maintain its credited rates at competitive levels which are designed to discourage surrenders and which may be considered attractive to purchasers of new annuity products.  In addition, because the level of prevailing interest rates impacts the Company as well as its competition, management does not believe that the current interest rate environment has materially affected the Company's competitive position visavis other life insurance companies that emphasize the sale of annuity products.  Notwithstanding the foregoing, if interest rates continue at current levels or decline, there can be no assurance that this segment of the life insurance industry, including the Company, would not experience increased levels of surrenders and reduced sales and thereby be materially adversely affected.
**Forward Looking Information

The Company cautions readers regarding certain forward-looking statements contained in this report and in any other statements made by, or on behalf of, the Company, whether or not in future filings with the SEC.  Forward-looking statements are statements not based n historical information and which relate to future operations, strategies, financial results, or other developments.  Statements using verbs such as "expect", "anticipate", "believe" or words of similar import generally involve forward-looking statements.  Without limiting the foregoing, forward-looking statements include statements which represent the Company's beliefs concerning future levels of sales and redemptions of the Company's products, investment spreads and yields, or the earnings and profitability of the Company's activities.

Forward-looking statements are necessarily based on estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company's control and many of which are subject to change.  These uncertainties and contingencies could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, the Company.  Whether or not actual results differ 

materially from forward-looking statements may depend on numerous foreseeable and unforeseeable developments.  Some may be national in scope, such as general economic conditions, changes in tax law and changes in interest rates.  Some may be related to the insurance industry generally, such as pricing competition, regulatory developments and industry consolidation.  Others may relate to the Company specifically, such as credit, volatility and other risks associated with the Company's investment portfolio. The Company disclaims any obligation to update forward-looking information.

 

 

 

 

 

 

 

 

34.

 

 
**Recent Accounting Pronouncements

In June 2000, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 138, Accounting for Certain Derivative Instruments and Certain Hedging Activities-an Amendment of FASB Statement No. 137, Accounting for Derivative Instruments and Hedging Activities-Deferral of Effective Date of FASB Statement No. 133 ("SFAS 137").  SFAS 137 deferred the provisions of Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS 133") until January 1, 2001.  SFAS 133, as amended by SFAS 138, requires, among other things, that all derivatives be recognized in the consolidated balance sheets as either assets or liabilities and measured at fair value. The corresponding derivative gains and losses should be reported based upon the hedge relationship, if such a relationship exists.  Changes in the fair value of derivatives that are not designated as hedges or that do not meet the hedge accounting criteria in SFAS 133 and SFAS 138 are required to be reported in income.  The impact of adopting SFAS 133 and 138 was to record, as a transaction adjustment to accumulated comprehensive income, effective January 1, 2001, an unrealized loss of $5.5 million. In July 2001, the Financial Accounting Standards Board ("FASB")issued certain additional guidance relating to the identification of embedded derivatives under SFAS 133 and SFAS 138.  The Financial Accounting Standards Board ("FASB") continues to issue additional guidance relating to the accounting for derivatives under SFAS 133 and SFAS 138.  Until this accounting guidance is finalized, the Company cannot determine the ultimate impact it may have on the Company's consolidated financial statements.

In March 1999, the National Association of Insurance Commissioner ("NAIC") adopted the Codification of Statutory Accounting Principles (the "Codification"). The Codification, which is intended to standardize regulatory accounting and reporting to state insurance departments, is effective January 1, 2001.  However, statutory accounting principles will continue to be established by individual state laws and permitted practices.  The New York State Insurance Dept ("NYSID") required adoption of the Codification with certain modifications, for the preparation of statutory financial statements effective January 1, 2001.  The adoption of Codification by the NAIC and the Codification as modified by the NYSID, as currently interpreted, did not adversely affect statutory capital and surplus as of December 31, 2001. 

In July 2001, the Financial Accounting Standards Board issued Statements of Financial Accounting Standards ("SFAS") No. 141, "Business Combinations", and SFAS No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires that all business combinations be accounted for under the purchase method only and that certain acquired intangible assets in a business combination be recognized as assets apart from goodwill.  SFAS No. 142 requires that ratable amortization of goodwill be replaced with periodic tests of the goodwill's impairment and identifiable intangible assets other that goodwill be amortized over their useful lives.  SFAS No. 141 is effective for which the date of acquisition is after June 30, 2001.  The provisions of SFAS No. 142 will be effective for fiscal years beginning after December 15, 2001.  Adoption of SFAS 141 and SFAS 142 is not expected to have a material impact on the Company's consolidated financial statements.

In September 2001, the Emerging Issues Task Force issued No. 01-10, "Accounting for the Impact of the Terrorist Attack of September 11, 2001" (EITF 01-10 requires that losses or cost resulting from the September 11th events be classified  as part of income from continuing operations in the statement of operations.  Application of EITF 01-10 did not have a material impact on the Company's consolidated financial statements.

In July 2001, the SEC released Staff Accounting Bulletin 102, Selected Loan Loss Allowance and Documentation Issues ("SAB 102").  SAB 102 summarizes certain of the SEC's views on the development, documentation and application of a systematic methodology for determining allowances for loan and lease losses.  Adoption of SAB 102 by the Company did not have a material impact on the Company's consolidated financial statements.

35.

 

In October 2001, the FASB issued SFAS No.144, Accounting for the Impairment of Disposal of Long-Lived Assets ("SFAS 144").  SFAS provides a single model for accounting for long-lived assets to be disposed by superceding SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of ("SFAS 121"), and the accounting and reporting provisions of Accounting Principles Board Opinion No.30, Reporting the Results of Operations - Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions ("APB 30").  Under SFAS 144, discontinued operations are measured at the lower of carrying value or fair value less cost to sell rather than on a net realizable value basis.  Future operating losses relating to discontinued operations are also no longer recognized before they occur.  SFAS 144 broadens the definition of  a discontinued operation to include a component of an entity (rather than a segment of a business.)  SFAS 144 also requires long-lived assets to be disposed of other than by sale to be considered held and used until disposed.  SFAS 144 retains the basic provisions of (i) APB 30 regarding the presentation of discontinued operations in the income statement, (ii) SFAS 121 relating to recognition and measurement of impaired long-lived assets classified as held for sale.  SFAS 144 must be adopted beginning January 1, 2002.  The adoption of SFAS 144 by the Company  is not expected to have a material impact on the Company's consolidated financial statements. 
**Item 7A.  Quantitative and Qualitative Disclosures About Market Risk

	The information required by this item is contained in the Liquidity and Capital Resources section of Management's Discussion and Analysis of Financial Condition and Results of Operations.
**Item 8.  Financial Statements and Supplementary Data**
	See the accompanying Table of Contents to Consolidated Financial Statements and Schedules on Page F-1.
**Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial        Disclosure**
None

 

	
**		

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36.

 

 

 
**PART III
**Item 10.  Directors and Executive Officers of the Registrant**
The information relating to the Company's directors, nominees for election as directors and executive officers will be included in the Company's definitive Proxy Statement for its 2002 Annual Meeting of Shareholders (the "Proxy Statement"), which the Company intends to file pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, under the heading "Directors and Executive Officers" and is incorporated herein by reference.
**Item 11.  Executive Compensation**
The information relating to compensation paid to executive officers and directors of the Company will be included in the Proxy Statement under the heading "Compensation of Directors and Executive Officers" and is incorporated herein by reference.
**Item 12.  Security Ownership of Certain Beneficial Owners and Management**
The information relating to the security ownership of certain beneficial owners and management of the Company will be included in the Proxy Statement under the heading "Security Ownership of Certain Beneficial Owners and Management" and is incorporated herein by reference.
**Item 13.  Certain Relationships and Related Transactions****Purchases of Annuity Contracts and Life Insurance Policies**
From time to time in the ordinary course of business, certain of the Company's directors and executive officers have purchased, and may in the future, purchase annuity contracts or life insurance policies from the Insurance Company.  Such transactions in the past have been, and will in the future be, on terms no less favorable to the Insurance Company than those that could be obtained from unaffiliated third parties. 

	**PART IV****Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K**
(a).  The Independent Auditors' Report, Consolidated Financial Statements and Consolidated Financial Statement Schedules listed in the Table of Contents on page F-1 are being filed as part of this Form 10-K.

(b).  During the last quarter of the fiscal year ended December 31, 2001 the Company did not file a current report on Form 8-K.

(c).  Exhibit Index
Exhibit

Number			Description of Document
Certificate of Ownership and Merger, as filed with the Secretary of State of Delaware on July 27, 1993 (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1993)

2.02		Certificate of Merger, as filed with the Secretary of State of State of New York on July 27, 1993 (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1993)

 

 

 

 

37.

 

 

3.01		Certificate of Amendment of the Certificate of Incorporation of the Company, as filed with the Secretary of State of State of New York on June 8, 1993 (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1993)

3.02		Certificate of Correction of the Certificate of Amendment to the Certificate of Incorporation of the Company, as filed with the Secretary of State of State of New York on June 29, 1993 (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1993)

3.03		Certificate of Incorporation of Presidential Life Corporation, a Delaware corporation (now the Company) (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

3.04		By-Laws of Presidential Life Corporation, a Delaware corporation (now the Company) (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

4.01		Form of Indenture dated as of December 15, 1993 between the Registrant and M&T Bank relating to the 9 1/2% Senior Notes due 2000 (Incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-3 of the Company filed on September 2, 1993)

Form of Indenture dated as of February 23, 1999 between the Registrant and Bankers Trust Company relating to the 7 7/8% Senior Note due 2009 (Incorporated by reference to Exhibit 4.1 to Amendment No. 1 to the Registration Statement on Form S-3 of the Company filed on November 3, 1998)

10.01		Reinsurance Agreements, dated January 1, 1969, March 1, 1979 and November 15, 1980, in each case together with all amendments thereto, Between the Registrant and Life Reassurance Corporation of America (formerly known as General Reassurance Corporation) (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

10.02		Reinsurance Agreements, dated September 25, 1969 and November 21, 1980, in each case together with all amendments thereto, by and between Presidential Life Insurance Company and Security Benefit Life Insurance Company (now known as Swiss Re Life & Health America) (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

 

 

 

 

38.

 

 

10.03		Form of Indemnification Agreement (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

10.04		Presidential Life Corporation 1984 Stock Option Plan (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

10.05		Presidential Life Corporation 1996 Stock Incentive Plan (Incorporated by reference to Exhibit 28.1 to the Registration Statement on Form S-8 of the Company filed on July 16, 1996)

11.01		Statement Re Computation of Per Share Earnings is clearly determinable from the information contained in this Form 10-K

21.01		Subsidiaries of the Registrant (Incorporated by reference to the Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1992)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	39.

 

	

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

PRESIDENTIAL LIFE CORPORATION

 

 

 

By  /s/ Herbert Kurz            

Herbert Kurz

Principal Executive Officer

and Director

 

Date:  March 25, 2002

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40.

 

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

 

 

Date:  March 25, 2002			  /s/ Herbert Kurz               
Herbert Kurz

Principal Executive Officer

and Director

 

 

Date:  March 25, 2002			  /s/ Charles J. Snyder           
Charles J. Snyder, Treasurer

and Principal Accounting Officer

 

 

Date:  March 25, 2001			  /s/ Peter A. Cohen              
Peter A. Cohen		Director

 

 

Date:  March 25, 2002			  /s/ Jules Kroll                 
Jules Kroll			Director

 

 

Date:        March 25, 2002			  /s/ Lawrence Rivkin              
Lawrence Rivkin		Director

 

 

Date:       March 25, 2002			/s/ Morton B. Silberman          
Morton B. Silberman	Director

 

 

 

 

 

 

 

 

 

 

 

 

	41. A.-F.

 

 

 

	TABLE OF CONTENTS TO

	CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES

Page

Independent Auditors' Report......................................	F-2

Consolidated Financial Statements:

Consolidated Balance Sheets as of December 31, 2001 and 2000....	F-3  

Consolidated Statements of Income - Years Ended December 31,

2001, 2000 and 1999..........................................	F-4

Consolidated Statements of Shareholders' Equity - Years Ended

December 31, 2001, 2000 and 1999.............................	F-5

Consolidated Statements of Cash Flows - Years Ended December 31,

2001, 2000 and 1999..........................................	F-6

Notes to Consolidated Financial Statements........................	F-7

 

Consolidated Financial Statement Schedules:

 II  Condensed Balance Sheets (Parent Company Only) as of

  December 31, 2001 and 2000.................................	S-1

 II  Condensed Statements of Income (Parent Company

       Only)- Years Ended December 31, 2001, 2000 and 1999........	S-2

 II  Condensed Statements of Cash Flows (Parent

       Company Only) - Years Ended December 31, 2001, 2000

       and 1999...................................................	S-3

III  Supplemental Insurance Information - Years Ended

       December 31, 2001, 2000 and 1999...........................	S-4

 IV  Reinsurance - Years Ended December 31, 2001, 2000 and 1999...	S-5

 

All schedules not included are omitted because they are either not applicable or because the information required therein is included in the Notes to Consolidated Financial Statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

	F-1.

 

 

 

 

 

INDEPENDENT AUDITORS' REPORT

 

The Board of Directors and Shareholders

Presidential Life Corporation

Nyack, New York 10960

 

We have audited the accompanying consolidated balance sheets of Presidential Life Corporation and subsidiaries (the "Company") as of December 31, 2001 and 2000 and the related consolidated statements of income, shareholders' equity and cash flows for each of the three years in the period ended December 31, 2001.  Our audits also included the consolidated financial statement schedules listed in the foregoing Table of Contents. These financial statements and financial statement schedules are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements and financial statement schedules based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America.  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, such consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2001 and 2000 and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2001 in conformity with accounting principles generally accepted in the United States of America.  Also, in our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly in all material respects the information set forth therein.

 

DELOITTE & TOUCHE LLP

New York, New York

February 14, 2002

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	F-2.

 

 

PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)       
December 31,
ASSETS: 
2001 
2000
Investments:    
  Fixed maturities available for sale 
$
2,967,684  
$
2,246,492 
  Common stocks 
        25,909  
       24,455 
  Mortgage Loans 
13,398  
       14,893 
  Real Estate 
415  
          415 
  Policy Loans 
16,985  
       17,915 
  Short-term investments 
308,311  
      261,571 
  Other invested assets 
240,053  
      259,742 
        Total investments 
3,572,755  
    2,825,483      
Cash and cash equivalents 
(18,993) 
       (4,647)
Accrued investment income 
40,757  
       31,432 
Amounts due from security transactions 
784  
       12,250 
Deferred federal income taxes 
15,199  
       10,444 
Federal income tax recoverable 
26,924  
        5,646 
Deferred policy acquisition costs 
103,082  
       74,262 
Furniture and equipment, net 
458  
          625 
Amounts due from reinsurers 
19,575  
       11,120 
Other assets 
5,923  
       12,267 
Assets held in separate account 
3,053  
        3,543 
        TOTAL ASSETS
$
3,769,517  
$
2,982,425     
LIABILITIES AND SHAREHOLDERS' EQUITY:    
Liabilities:    
Policy Liabilities:    
  Policyholders' account balances
$
2,167,332  
$   1,596,043
  Future policy benefits:    
       Annuity 
583,483  
      500,599
       Life and accident and health
69,006 
       59,996
  Other policy liabilities
4,348 
        3,482
        Total policy liabilities
2,824,169 
    2,160,120
Dollar repurchase agreements
260,556 
      233,210
Notes payable
100,000 
      100,000
Short-term note payable
50,000 
            0
Deposits on policies to be issued
69,019 
        8,885
General expenses and taxes accrued
9,255 
        6,283
Other liabilities
26,371 
        4,857
Liabilities related to separate account
3,053 
        3,543
        Total liabilities
3,342,423 
    2,516,898
Shareholders' Equity:
 Capital stock ($.01 par value; authorized
     100,000,000 shares; issued and outstanding
     29,320,689 shares in 2001 and 29,317,759
     Shares in 2000)
293 
          293
 Accumulated other comprehensive loss
(34,552)
      (15,663)
 Retained earnings
461,353 
      480,897
        Total Shareholders' Equity
427,094 
      465,527
        TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$
3,769,517 
$
2,982,425 

The accompanying notes are an integral part of these Consolidated Financial Statements.

 

 

	F-3.

 

 

                   PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF INCOME
                         (in thousands, except share data)         
Years Ended December 31         
2001 
2000 
1999
REVENUES:      
  Insurance revenues:      
    Premiums 
$
   14,137 
$    7,402 
$     4,521
    Annuity considerations 
97,380 
    55,247 
     54,376
    Universal life and investment type      
      policy fee income 
   777 
       697 
      2,559
  Net investment income 
    234,125 
   225,224  
    208,126
  Realized investment(losses)gains 
    (65,132) 
    (8,449) 
      2,775
  Other income 
      3,121 
     4,337 
      5,703
          TOTAL REVENUES 
    284,408 
   284,458 
	  278,060       
BENEFITS AND EXPENSES:      
Death and other life insurance benefits 
     14,330 
    10,587 
      8,116
Annuity benefits 
     57,937 
    47,811 
     43,016
Interest credited to policyholders' 
    
  account balances 
    108,422 
    86,943 
     78,000
Interest expense on notes payable 
      8,836 
     9,773 
      8,960
Other interest and other charges 
        980 
       490 
        531
Increase in liability for      
  future policy benefits 
     85,681 
    51,934  
      51,463
Commissions to agents, net 
     32,066 
    18,184 
       6,301
General expenses and taxes 
     18,280 
    11,698 
      17,379
Increase in deferred policy      
  acquisition costs 
    (23,523) 
   (10,951) 
    	 (5,198)
          TOTAL BENEFITS AND EXPENSES 
    303,009 
   226,469   
	   208,568       
(Loss)Income before income taxes 
    (18,601) 
    57,989  
	    69,492       
Provision (benefit) for income taxes:      
  Current 
    (13,363) 
    19,173 
      24,866
  Deferred 
      2,467 
    (2,046) 
	    (3,605)  
    (10,896) 
    17,127 
	    21,261       
(Loss)Income before extraordinary item 
     (7,705) 
    40,862 
      48,231       
Extraordinary item - loss on retirement      
of debt, net of income tax benefit of      
$276.5	 
          0 
         0 
        (514)       
NET (LOSS)INCOME 
$
   (7,705) 
$   40,862 
$	    47,717       
Weighted average number of shares      
outstanding during the year 
 29,315,505  
 30,160,414 
	31,161,277       
(Loss) Earnings per common share before      
extraordinary item 
$
     (.26) 
$      1.36 
	$     1.55       
Extraordinary item 
          0 
          0  
	      (.02)         
$
     (.26) 
$      1.36 
  $     1.53       

 The accompanying notes are an integral part of these Consolidated Financial Statements.

 

 

 

 

F-4. 

 

 

 

                                      PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                                      CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                    FOR THE YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999
                                             (in thousands, except share data)        
Accumulated      
Additional   
Other    
Capital 
Paid-in- 
Retained 
Comprehensive    
Stock 
Capital 
Earnings 
Income (loss) 
Total
Balance at          
January 1, 1999 
318 
1,268 
452,621 
69,037 
523,244           
Comprehensive Income:           
Net income     
    47,717   
47,717           
Net Unrealized Investment          
Gains (Losses)       
(137,128) 
(137,128)           
Comprehensive Loss         
(89,411)           
Purchase and Retirement          
of Stock 
(10) 
(1,281) 
(15,375)   
(16,666)
Issuance of Shares          
under Stock Option Plan   
13     
13           
Dividends Paid to          
Shareholders ($.345 per          
share)     
(10,712)   
(10,712)           
Balance at          
December 31, 1999 
308 
0 
474,251 
(68,091) 
406,468           
Comprehensive Income:                     
Net income     
 40,862   
40,862           
Net Unrealized Investment          
Gains (Losses)       
52,428 
52,428           
Comprehensive Income         
93,290           
Purchase and Retirement          
of Stock 
(15) 
(91) 
(22,597)   
(22,703)           
Issuance of Shares          
under Stock Option Plan   
91     
91           
Dividends Paid to          
Shareholders ($.39 per          
share)     
(11,619)   
(11,619)           
Balance at          
December 31, 2000 
  293 
       0 
480,897 
(15,663) 
465,527           
Comprehensive Income:                     
Net Loss     
    (7,705)   
     (7,705)           
Transition Adjustment       
(5,485) 
   (5,485)           
Net Unrealized Investment          
Gains (Losses)       
(13,404) 
    (13,404)           
Comprehensive Income         
    (26,594)
Purchase and Retirement          
of Stock     
      (122)              
       (122)
Dividends Paid to          
Shareholders ($.40 per          
share) 
     	 
      	 
   (11,717)   
    (11,717)           
Balance at          
December 31, 2001 
  293 
       0 
   461,353 
    (34,552) 
    427,094           

      The accompanying notes are an integral part of these Consolidated Financial Statements.

 

	F-5.
 

 

 

 

PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
                             CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)   
Years Ended December 31  
2001 
2000 
1999

OPERATING ACTIVITIES:      
  Net income (loss) 
$
(7,705) 
$   40,862 
$
47,717 
  Adjustments to reconcile net income to      
    net cash provided by operating activities:      
      Benefit for deferred income taxes 
2,467  
    (2,046) 
   (3,605)
      Depreciation and amortization 
711  
     1,386 
      936 
      Net accrual of discount on fixed maturities 
(11,166) 
    (9,812) 
   (8,469)
      Realized investment losses (gains) 
65,132  
     8,449 
   (2,775)
  Changes in:      
    Accrued investment income 
(9,325) 
    (3,616) 
   (3,507)
    Deferred policy acquisition costs 
(28,820) 
   (10,951) 
   (5,198)
    Federal income tax recoverable 
(21,278) 
    (3,044) 
    2,138 
    Liability for future policy benefits 
91,894  
    55,074 
   52,534 
    Other items 
22,224  
    (4,594) 
  (10,468)       
         Net Cash Provided by      
           Operating Activities 
104,134  
    71,708 
   69,303        
INVESTING ACTIVITIES:      
  Fixed Maturities:      
    Available for Sale:      
      Acquisitions 
(1,048,366) 
  (356,959) 
 (434,070)
      Sales	 
99,240  
    30,535 
   53,524 
      Maturities, calls and repayments 
143,487  
    99,146 
  172,830 
  Common Stocks:      
    Acquisitions 
(8,038) 
   (15,969) 
  (21,038)
    Sales	 
11,274  
    23,937 
   27,533 
  Decrease (increase) in short-term      
    investments and policy loans 
(45,810) 
   (46,017) 
   12,300 
  Other Invested Assets:      
    Additions to other invested assets 
(43,819) 
   (64,256) 
  (48,413)
    Distributions from other invested assets 
63,507  
    50,000 
   47,024 
  Purchase of property and equipment 
167  
       181 
     (172)
  Mortgage loan on real estate 
1,495  
       332 
      904 
  Amounts due from security transactions 
11,466  
    (9,450) 
   17,370        
      Net Cash Used in      
         Investing Activities 
(815,397) 
  (288,520) 
 (172,208)       
FINANCING ACTIVITIES:      
  Proceeds from Dollar Repurchase Agreements 
2,805,155  
 2,467,687 
 2,522,329 
  Repayment of Dollar Repurchase Agreements 
(2,777,809) 
(2,447,091) 
(2,458,365)
  Proceeds from Reverse Repurchase Agreements 
0  
0  
(24,402)
  Proceeds from (repayment of)Senior Notes 
0  
0  
50,000 
  Proceeds from (repayment of) line of credit 
50,000  
   (15,000) 
   (8,000)
  Increase in policyholders' account balances 
571,289  
   210,086 
   71,173 
  Repurchase of common stock 
(135) 
   (22,703) 
  (16,666)
  Deposits on policies to be issued 
60,134  
     2,223 
    4,723 
  Dividends paid to shareholders 
(11,717) 
   (11,619) 
  (10,712)       
      Net Cash Provided by (Used in)      
         Financing Activities 
696,917  
   183,583 
  130,080        
  Decrease (Increase) in Cash and Cash      
    Equivalents 
(14,346) 
   (33,229) 
   27,175 
Cash and Cash Equivalents at Beginning of Year 
(4,647) 
    28,582 
    1,407        
Cash and Cash Equivalents at End of Year 
$
(18,993) 
$   (4,647) 
$
28,582 
Supplemental Cash Flow Disclosure:             
Income Taxes Paid 
$
7,857  
$   22,442 
$
22,453        
Interest Paid 
$
8,577  
$    8,919 
$
5,514 
The accompanying notes are an integral part of these Consolidated Financial Statements.

	F-6.

 
**PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES

	NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**
 
**1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**A.  Business
Presidential Life Corporation ("the Company"), through its wholly-owned subsidiary Presidential Life Insurance Company ("the Insurance Company"), is engaged in the sale of life insurance and annuities.

On December 29, 1999, the Company announced the completion of the purchase of The Central National Life Insurance Company of Omaha ("Central National") from the Household Insurance Group Holding Company, a subsidiary of Household International, Inc.  Central National which has assets of $15.2 million and capital and surplus of $15.0 million as of December 31, 2001, is licensed to market insurance products in 49 states, the District of Columbia, Puerto Rico and the U.S. Virgin Islands.
**B.  Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP").  Intercompany transactions and balances have been eliminated in consolidation.  Certain amounts have been reclassified to conform to the current year=s presentation.  The preparation of financial statements in conformity with GAAP requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.  The Company has one reportable operating segment and therefore, no additional disclosures are required under Statement of Financial Accounting Standards No. 131 "Disclosures About Segments of an Enterprise and Related Information".  Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.**C.  Investments
Fixed maturity investments available for sale represent investments which may be sold in response to changes in various economic conditions.  These investments are carried at fair value and net unrealized gains (losses), net of the effects of amortization of deferred policy acquisition costs and deferred Federal income taxes are credited or charged directly to shareholders' equity, unless a decline in market value is considered to be other than temporary in which case the investment is reduced to its net realizable value.  Equity securities include common stocks and non-redeemable preferred stocks and are carried at estimated market, with the related unrealized gains and losses, net of deferred income tax effect, if any, charged or credited directly to shareholders' equity, unless a decline in market value is deemed to be other than temporary in which case the investment is reduced to its net realizable value.

"Other invested assets" are recorded at the lower of cost or market, or equity method as appropriate, and primarily include interests in limited partnerships, which principally are engaged in real estate, international opportunities, acquisitions of private growth companies, debt restructuring and merchant banking.  In general, risks associated with such limited partnerships include those related to their underlying investments (i.e., equity securities, debt securities and real estate), plus a level of illiquidity, which is mitigated by the ability of the Company to take annual distributions of partnership earnings.  To evaluate the appropriateness of the carrying value of a limited partnership interest, management maintains ongoing discussions with the investment manager and considers the limited partnership's operation, its current and near term projected financial condition, earnings capacity, and distributions received by the Company during the year.  Because it is not practicable to obtain an independent valuation for each limited partnership interest, for purposes of disclosure 

the market value of a limited partnership interest is estimated at book value.

	F-7.

 

 

Management believes that the net realizable value of such limited partnership interests, in the aggregate, exceeds their related carrying value as of December 31, 2001 and 2000.  As of December 31, 2001, the Company was committed to contribute, if called upon, an aggregate of approximately $70.1 million of additional capital to certain of these limited partnerships.

In evaluating whether an investment security or other investment has suffered an impairment in value which is deemed to be "other than temporary", management considers all available evidence.  When a decline in the value of an investment security or other investment is considered to be other than temporary, the investment is reduced to its net realizable value, (which contemplates the price that can be obtained from the sale of such asset in the ordinary course of business) which becomes the new cost basis.  The amount of reduction is recorded as a realized loss. A recovery from the adjusted cost basis is recognized as a realized gain only at sale.

The Company participates in "dollar roll" repurchase agreement transactions to enhance investment income.  Dollar roll transactions involve the sale of certain mortgage backed securities to a holding institution and a simultaneous agreement to purchase substantially similar securities for forward settlement at a lower dollar price.  The proceeds are invested in short-term securities at a positive spread until the settlement date of the similar securities.  During this period, the holding institution receives all income and prepayments for the security.  Dollar roll repurchase agreement transactions are treated as financing transactions for financial reporting purposes.

Realized gains and losses on disposal of investments are determined for fixed maturities and equity securities by the specific-identification method.

Investments in short-term securities, which consist primarily of United States Treasury Notes and corporate debt issues maturing in less than one year, are recorded at amortized cost which approximates market.  Mortgage loans are stated at their amortized indebtedness.  Policy loans are stated at their unpaid principal balance.

The Company's investments in real estate include two buildings in Nyack, New York, which are occupied entirely by the Company.  The investments are carried at cost less accumulated depreciation.  Depreciation has been provided on a straight line basis at the rate of 4% per annum for one building and 8% per annum for the other.  Accumulated depreciation amounted to $206,800 and $206,800 at December 31, 2001 and 2000, respectively, and related depreciation expense for the years ended December 31, 2001, 2000 and 1999 was $0, $0 and $0, respectively.
**D.  Furniture and Equipment
Furniture and equipment is carried at cost and depreciated on a straight line basis over a period of five to ten years except for automobiles which are depreciated over a period of three years.  Accumulated depreciation amounted to $894,900 and $687,600 at December 31, 2001 and 2000, respectively, and related depreciation expense for the years ended December 31, 2001, 2000 and 1999 was $230,900, $230,400 and $190,700, respectively.
**E.  Recognition of Insurance Income and Related Expenses
Premiums from traditional life and annuity policies with life contingencies are recognized generally as income over the premium paying period.  Benefits and expenses are matched with such income so as to result in the recognition of profits over the life of the contracts.  This matching is accomplished by means of the provision for liabilities for future policy benefits and the deferral and subsequent amortization of policy acquisition costs.

For contracts with a single premium or a limited number of premium payments due over a significantly shorter period than the total period over which benefits are provided ("limited payment contracts"), premiums are recorded as income when due with any excess profit deferred and recognized in income in a constant relationship to insurance in force or, for annuities, the amount of expected future benefit payments.

	F-8.

 

 
**E.  Recognition of Insurance Income and Related Expenses - continued	

Premiums from universal life and investment-type contracts are reported as deposits to policyholders' account balances.  Revenues from these contracts consist of amounts assessed during the period against policyholders' account balances for mortality charges and surrender charges.  Policy benefits and claims that are charged to expense include benefit claims incurred in the period in excess of related policyholders' account balances and interest credited to policyholders' account balances.

For the years ended December 31, 2001, 2000, and 1999, approximately  35.5%, 52.0% and 50.2%, respectively, of premiums from traditional life, annuity, universal life and investment-type contracts received by the Company were attributable to sales to annuitants and policyholders residing in the State of New York.
**F.  Deferred Policy Acquisition Costs
The costs of acquiring new business (principally commissions, certain underwriting, agency and policy issue expenses), all of which vary with and are primarily related to the production of new business, have generally been deferred.  When a policy is surrendered, the remaining unamortized cost is written off.  Deferred policy acquisition costs are subject to recoverability testing at time of policy issue and loss recognition testing at the end of each year.

For immediate annuities with life contingencies, deferred policy acquisition costs are amortized over the life of the contract, in proportion to expected future benefit payments.

For traditional life policies, deferred policy acquisition costs are amortized over the premium paying periods of the related policies using assumptions that are consistent with those used in computing the liability for future policy benefits.  Assumptions as to anticipated premiums are estimated at the date of policy issue and are consistently applied during the life of the contracts.  For these contracts the amortization periods generally are for the scheduled life of the policy, not to exceed 30 years.

Deferred policy acquisition costs are amortized over periods ranging from 15 to 25 years for universal life products and investment-type products as a constant percentage of estimated gross profits arising principally from surrender charges and interest and mortality margins based on historical and anticipated future experience, updated regularly.  The effects of revisions to reflect actual experience on previous amortization of deferred policy acquisition costs, subject to the limitation that the accrued interest on the deferred acquisition costs balance may not exceed the amount of amortization for the year, are reflected in earnings in the period estimated gross profits are revised.

Unamortized deferred policy acquisition costs for the years ended December 31, 2001 and 2000 are summarized as follows:

  
2001 
2000
                                             (in thousands)
Balance at the beginning of year 
$
74,262 
$
48,844
Current year's costs deferred 
33,817 
20,507
    Total 
108,079 
69,351
Less, amortization for the year 
9,932 
9,284
    Total 
98,147 
60,067
Change in amortization related to    
    unrealized loss in investments 
4,935 
14,195
Balance at the end of the year 
$
103,082 
$
74,262

 

 

 

 

	F-9.

 
** 

 

 

 

G.  Future Policy Benefits
Future policy benefits for traditional life insurance policies are computed using a net level premium method on the basis of actuarial assumptions as to mortality, persistency and interest established at policy issue.  Assumptions established at policy issue as to mortality and persistency are based on anticipated experience which, together with interest and expense assumptions, provide a margin for adverse deviation.  Benefit liabilities for deferred annuities during the accumulation period are equal to accumulated contract holders' fund balances and after annuitization are equal to the present value of expected future payments.  During the three years in the period ended December 31, 2001, interest rates used in establishing such liabilities range from 4.5% to 11% for life insurance liabilities and from 5.5% to 13.60% for annuity liabilities.
**H.  Policyholders' Account Balances
Policyholders' account balances for universal life and investment-type contracts are equal to the policy account values.  The policy account values represent an accumulation of gross premium payments plus credited interest less mortality and expense charges and withdrawals.

These account balances are summarized as follows:
  
2001 
2000
                                               (in thousands)
Account balances at beginning of year 
$ 1,596,043 
$ 1,385,957
Additions to account balances 
    749,309 
    413,993
           Total	 
  2,345,352 
  1,799,950
Deductions from account balances 
    178,020 
    203,907     
Account balances at end of year 
$ 2,167,332 
$ 1,596,043
Interest rates credited to account balances ranged from 4% to 12.5% in 2001, 2000 and 1999.
**I.  Federal Income Taxes
The Company and its subsidiaries file a consolidated Federal income tax return.  The asset and liability method in recording income taxes on all transactions that have been recognized in the financial statements is used.  Deferred income taxes are adjusted to reflect tax rates at which future tax liabilities or assets are expected to be settled or realized.
**J.  Separate Accounts
Separate Accounts are established in conformity with New York State Insurance Law and represent funds for which investment income and investment gains and losses accrue to the policyholders.  Assets and liabilities (stated at market value) of the Separate Account, representing net deposits and accumulated net investment earnings less fees, held primarily for the benefit of contractholders, are shown as separate captions in the consolidated balance sheets.

Deposits to the Separate Account are reported as increases in Separate Account liabilities and are not reported in revenues.  Mortality, policy administration and surrender charges to the Separate Account are included in revenues.

 

 

	F-10.

 
**K.  Earnings Per Common Share
Earnings per share (EPS) presented on the face on the consolidated statement of income has been calculated to reflect the adoption of SFAS No. 128 by the Company. Basic EPS is computed based upon the weighted average number of common shares outstanding during the year.  Diluted EPS is computed based upon the weighted average number of common shares including contingently issuable shares and other dilutive items.  The weighted average number of common shares used to compute diluted EPS for the year ended December 31, 2001, 2000 and 1999 was 29,340,215, 30,169,692 and 31,161,227 respectively. The dilution from the potential exercise of stock options outstanding did not change basic EPS.
**L.  Cash and Cash Equivalents
Cash and cash equivalents includes cash on hand and amounts due from banks with an original maturity of three months or less.
**M.  New Accounting Pronouncements
In June 2000, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 138, Accounting for Certain Derivative Instruments and Certain Hedging Activities-an Amendment of FASB Statement No. 137, Accounting for Derivative Instruments and Hedging Activities-Deferral of Effective Date of FASB Statement No. 133 ("SFAS 137").  SFAS 137 deferred the provisions of Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS 133") until January 1, 2001.  SFAS 133, as amended by SFAS 138, requires, among other things, that all derivatives be recognized in the consolidated balance sheets as either assets or liabilities and measured at fair value. The corresponding derivative gains and losses should be reported based upon the hedge relationship, if such a relationship exists.  Changes in the fair value of derivatives that are not designated as hedges or that do not meet the hedge accounting criteria in SFAS 133 and SFAS 138 are required to be reported in income.  The impact of adopting SFAS 133 and 138 was to record, as a transition adjustment to accumulated comprehensive income, effective January 1, 2001, an unrealized loss of $5.5 million.  In July 2001, the Financial Accounting Standards Board ("FASB")issued certain additional guidance relating to the identification of embedded derivatives under SFAS 133 and SFAS 138.  The Financial Accounting Standards Board ("FASB") continues to issue additional guidance relating to the accounting for derivatives under SFAS 133 and SFAS 138.  Until this accounting guidance is finalized, the Company cannot determine the ultimate impact it may have on the Company's consolidated financial statements.

In March 1999, the National Association of Insurance Commissioner ("NAIC") adopted the Codification of Statutory Accounting Principles (the "Codification"). The Codification, which is intended to standardize regulatory accounting and reporting to state insurance departments, is effective January 1, 2001.  However, statutory accounting principles will continue to be established by individual state laws and permitted practices.  The New York State Insurance Dept ("NYSID") required adoption of the Codification with certain modifications, for the preparation of statutory financial statements effective January 1, 2001.  The adoption of Codification by the NAIC and the Codification as modified by the NYSID, as currently interpreted, did not adversely affect statutory capital and surplus as of December 31, 2001. 

In July 2001, the Financial Accounting Standards Board issued Statements of Financial Accounting Standards ("SFAS") No. 141, "Business Combinations", and SFAS No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires that all business combinations be accounted for under the purchase method only and that certain acquired intangible assets in a business combination be recognized as assets apart from goodwill.  SFAS No. 142 requires that ratable amortization of goodwill be replaced with periodic tests of the goodwill's impairment and identifiable intangible assets other that goodwill be amortized over their useful lives.  SFAS No. 141 is effective for which the date of acquisition is after June 30, 2001.  The provisions of SFAS No. 142 will be effective for fiscal years beginning after December 15, 2001.  Adoption of SFAS 141 and SFAS 142 is not expected to have a material impact on the Company's consolidated financial statements.

F-11

In September 2001, the Emerging Issues Task Force issued No. 01-10, "Accounting for the Impact of the Terrorist Attack of September 11, 2001" (EITF 01-10 requires that losses or cost resulting from the September 11th events be classified  as part of income from continuing operations in the statement of operations.  Application of EITF 01-10 did not have a material impact on the Company's consolidated financial statements.

In July 2001, the SEC released Staff Accounting Bulletin 102, Selected Loan Loss Allowance and Documentation Issues ("SAB 102").  SAB 102 summarizes certain of the SEC's views on the development, documentation and application of a systematic methodology for determining allowances for loan and lease losses.  Adoption of SAB 102 by the Company did not have a material impact on the Company's consolidated financial statements.

In October 2001, the FASB issued SFAS No.144, Accounting for the Impairment of Disposal of Long-Lived Assets ("SFAS 144").  SFAS provides a single model for accounting for long-lived assets to be disposed by superceding SFAS No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of ("SFAS 121"), and the accounting and reporting provisions of Accounting Principles Board Opinion No.30, Reporting the Results of Operations - Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions ("APB 30").  Under SFAS 144, discontinued operations are measured at the lower of carrying value or fair value less cost to sell rather than on a net realizable value basis.  Future operating losses relating to discontinued operations are also no longer recognized before they occur.  SFAS 144 broadens the definition of  a discontinued operation to include a component of an entity (rather than a segment of a business.)  SFAS 144 also requires long-lived assets to be disposed of other than by sale to be considered held and used until disposed.  SFAS 144 retains the basic provisions of (i) APB 30 regarding the presentation of discontinued operations in the income statement, (ii) SFAS 121 relating to recognition and measurement of impaired long-lived assets classified as held for sale.  SFAS 144 must be adopted beginning January 1, 2002.  The adoption of SFAS 144 by the Company is not expected to have a material impact on the Company's consolidated financial statements. 
**	

INVESTMENTS

The following information summarizes the components of net investment income and realized investment gains (losses):

Net Investment Income:
                                                Year Ended December 31  
2001 
2000 
1999
                                                   (in thousands)
Fixed maturities
$
177,531
$
168,885
$
163,112
Common stocks 
240 
770 
677
Short-term investments 
13,723 
17,432 
14,081
Other investment income 
47,961 
42,941 
36,777  
239,455 
230,028 
214,647       
Less investment expenses 
5,330 
4,804 
6,521       
Net investment income 
$
234,125 
$
225,224 
$
208,126        
In 2001 and 2000 there were sixteen fixed maturity investments with a carrying value of $134.9 million and eight fixed maturity investments with a carrying value of $42.0 respectively, in the accompanying balance sheet which were non-income producing. Twelve of these fixed maturity investments in 2001 and five in 2000 with a carrying value of $113.4 and 38.3 respectively, are defeased with U.S Treasuries in an amount sufficient to insure full payment of principal.  There were no fixed maturities which were non-income producing for the year ended December 31, 1999.

 

 

 

 

 

F-12

Realized Investment Gains (Losses):   
Year Ended December 31,  
2001 
2000 
1999
                                                     (in thousands)
Fixed maturities 
$
(56,826) 
$
(7,806) 
$
(1,273)
Common stocks 
(8,306) 
(643) 
4,048 
Total realized gains (losses)      
  on investments 
$
(65,132) 
$
(8,449) 
$
2,755        
Unrealized Investment Gains (Losses):             
                                                 Year Ended December 31,  
2001 
2000 
1999
                                                     (in thousands)
Fixed maturities 
$
(60,330) 
$  (30,686) 
$ (88,359)
Common stocks 
6,672  
     2,589 
    4,816
Unrealized investment      
  gains (losses)
$
(53,658)
$
(28,097)
$ (83,543)
Amortization (benefit) of      
  deferred acquisition costs 
8,935  
   4,000   
  (10,195)
Deferred federal income      
  taxes (benefit) 
15,656  
     8,434 
   25,647
Transition Adjustment 
(5,485) 
        0 
        0
Net unrealized investment      
  gains (losses) 
(34,552) 
  (15,663) 
  (68,091)
Change in net unrealized      
  investment gains (losses) 
$
(18,889) 
$   52,428 
$(137,128)
 

The change in unrealized investment gains (losses) shown above resulted primarily from changes in general economic conditions which directly influenced investment security markets.  These changes were also impacted by writedowns of investment securities for declines in market values deemed to be other than temporary.

 
**2.	INVESTMENTS - CONTINUED
The following tables provide additional information relating to investments held by the company:
**December 31,2001:**
AVAILABLE FOR SALE:  
Cost or Amortized 
     Gross Unrealized 
Market
Type of Investment 
Cost 
Gains 
Losses 
Value
                                                    (in thousands)
Fixed Maturities:        
Bonds and Notes:        
  United States government        
    and government agencies        
    and authorities 
$
363,892 
$   20,126 
$    2,005 
$  382,013
  States, municipalities and        
    political subdivisions 
    7,427 
        0 
0 
    7,427
  Foreign governments 
    8,754 
    2,108 
0 
   10,862
  Public utilities
  349,839
    8,397
11,074
  347,162
  All other corporate bonds 
2,083,287 
   72,655 
155,215 
2,000,727
Preferred stocks, primarily        
  corporate 
  214,815 
     6,786 
2,108 
  219,493
Total Fixed Maturities: 
$3,028,014 
$  110,072  
$  170,402 
$2,967,684    
    
Common Stocks 
$
 19,237 
$    6,734 
$       62 
$   25,909 
F-13

 
** 

 

 

December 31,2000:**
AVAILABLE FOR SALE:  
Cost or Amortized 
     Gross Unrealized 
Market
Type of Investment 
Cost 
Gains 
Losses 
Value
                                                    (in thousands)
Fixed Maturities:        
Bonds and Notes:        
  United States government        
    and government agencies        
    and authorities 
$  341,254 
$   18,138 
$  (175) 
$ 359,216
  States, municipalities and        
    political subdivisions 
    26,741 
   2,161 
 0  
    28,902
  Foreign governments 
    12,120 
   2,080 
        0 
14,200
  Public utilities
   164,202
     5,942
(2,602)
167,542
  All other corporate bonds 
 1,517,606 
55,984 
(105,285) 
 1,468,305
Preferred stocks, primarily        
  corporate 
   215,255 
5,295 
 (12,224) 
208,326
Total Fixed Maturities:
$2,277,178
$  89,600
$(120,286)
$2,246,492         
Common Stocks 
$   21,830 
$   4,966 
$  (2,376) 
$   24,455
The estimated fair value of fixed maturities available for sale at December 31, 2001, by contractual maturity, are as follows.  Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalties.
 
Market Value 
 (in thousands)
Due in one year or less
  $    19,303
Due after one year through five years
       63,561
Due after five years through ten years
      548,300
Due after ten years
    2,117,027
Total debt securities
    2,748,191
Preferred stock
      219,493  
Total
   $2,967,684
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-14.

 

 

 

Proceeds from sales of fixed maturities during 2001, 2000 and 1999 were $251.6 million, $129.7 million and $305.4 million, respectively.  During 2001, 2000 and 1999, respectively, gross gains of $14.1 million, $10.0 million and $14.0 million and gross losses of $80.6 million, $.3 million and $1.4 million were realized on those sales.

As of December 31, 2001, the Company's mortgage loans were collateralized by commercial office buildings in New York and Pennsylvania.

There were no investments owned in any one issuer that aggregate 10% or more of shareholders' equity as of December 31, 2001.

As of December 31, 2001 securities with a carrying value of approximately $5.6 million were on deposit with various state insurance departments to comply with applicable insurance laws.
**3.  NOTES PAYABLE
Notes payable at December 31, 2001 and 2000 consist of $100 million, 7 7/8% Senior Notes ("Senior Notes") due February 15, 2009.  Interest is payable February 15 and August 15.  Debt issue costs are being amortized on the interest method over the term of the notes.  As of December 31, 2001, unamortized costs were $1.6 million.  The total principal is due on February 15, 2009.  In addition, the Company had deferred losses of approximately $4.7 million recorded in accumulated other comprehensive income as of December 31, 2001, related to an interest rate lock agreement used to hedge the issuance of the Senior Notes.  The Company reclassifies the deferred loss from accumulated other comprehensive income over the term of the notes.  The Company expects to reclassify approximately $672,000 into earnings within the next 12 months.

The indenture governing the Senior Notes contains covenants relating to limitations on liens and sale or issuance of capital stock of the Insurance Company.  In the event the Company violates such covenants as defined in the indenture, the Company may be obligated to offer to repurchase all of the outstanding principal amount of such notes. The Company believes that it is in compliance with all of the covenants.

The short-term note payable relates to a bank line of credit in the amount of $50,000,000 and provides for interest on borrowings based on market indices.  At December 31, 2001 and 2000 the Company had $50,000,000 and $0 outstanding, respectively.  For the year ended December 31, 2001 and 2000 the short-term notes payable had a weighted average interest rate of 2.97% and 7.152%, respectively.
**4.  SHAREHOLDERS' EQUITY
During 2001, the Company's Board of Directors maintained the quarterly dividend rate of $.10 per share.  During 2001, 2000 and 1999, the Company purchased and retired 26,000, 1,506,200 and 918,300 shares of common stock, respectively.  The Company is authorized pursuant to a resolution of the Board of Directors to purchase an additional 385,000 shares of common stock.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

F-15.
** **
 

 

The Insurance Company is subject to various regulatory restrictions on the maximum amount of payments, including loans or cash advances, that it may make to the Company without obtaining prior regulatory approval. Under the New York Insurance Law, the Insurance Company is permitted without prior insurance regulatory clearance to pay a stockholder dividend to the Company as long as the aggregate amount of all such dividends in any calendar year does not exceed the lesser of (i) 10% of its surplus as of the immediately preceding calendar year and (ii) its net gain from operations for the immediately preceding calendar year (excluding realized capital gains). The Insurance Company will be permitted to pay a stockholder dividend to the Company in excess of the lesser of such two amounts only if it files notice of its intention to declare such a dividend and the amount thereof with the Superintendent and the Superintendent does not disapprove the distribution. Under the New York Insurance Law, the Superintendent has broad discretion in determining whether the financial condition of a stock life insurance company would support the payment of such dividends to its stockholders. The New York Insurance NYSDI has established informal guidelines for such determinations. The guidelines, among other things, focus on the insurer's overall financial condition and profitability under statutory accounting practices. Management of the Company cannot provide assurance that the Insurance Company will have statutory earnings to support payment of dividends to the Company in an amount sufficient to fund its cash requirements and pay cash dividends or that the Superintendent will not disapprove any dividends that the Insurance Company must submit for the Superintendent's consideration. The Company's other insurance subsidiary is also subject to restrictions on the payment of dividends to their respective parent companies.  During fiscal 2001, 2000 and 1999, the Insurance Company paid dividends of $27.7 million, $49.6 million and $28.4 million, respectively, to the Company.
Other Comprehensive Income (loss)
For the years ended   
Tax 
After- 
December 31, 
Pre-Tax 
Expense/ 
Tax   
Amount 
(Benefit) 
Amount 
                                                              (in thousands) 
2001       
Unrealized gains(losses)on 
$
(89,213) 
$
(26,764) 
$
(62,449) 
investment securities:       
 Unrealized holding gains arising during year       
 Less: reclassification adjustment for losses       
      realized in net income 
65,132  
19,540  
45,592  
 Change related to deferred acquisition costs 
4,935  
1,481  
3,454          
Net unrealized investment losses 
(19,146) 
(5,743) 
(13,403)         
2000       
Unrealized gains(losses) on       
investment securities:       
 Unrealized holding losses arising during year 
$  46,997 
$   11,616 
$  35,381 
 Less: reclassification adjustment for gains       
      realized in net income 
    8,449 
     2,088 
    6,361 
 Change related to deferred acquisition costs 
   14,195 
    3,509 
   10,686         
Net unrealized investment gains 
   69,641 
  17,213 
   52,428         
1999       
Unrealized gains(losses) on       
investment securities:       
 Unrealized holding losses arising during year 
$(200,471) 
$	(62,988) 
$(137,483) 
 Less: reclassification adjustment for gains       
     realized in net income 
	 (2,775) 
     (872) 
	 (1,903) 
 Change related to deferred acquisition costs 
    3,297 
    1,039 
    2,258         
Net unrealized investment losses 
 (199,949) 
  (62,821) 
 (137,128)         
F-16.

	
**5.  EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS
(a)  Employee Retirement Plan

The Company has a noncontributory defined benefit pension plan covering all eligible employees.  The Company is both sponsor and administrator of this plan.  The plan provides for pension benefits based on average pay and years of service.

Year Ended December 31,  
2001 
2000
                                                    (in thousands)               
Change in benefit obligation    
Benefit obligation (beginning of year) 
$
5,560  
$
4,356 
Service cost 
412  
380 
Interest cost 
323  
360 
Actuarial gain 
1,245  
848 
Benefits paid 
(169) 
(384)
Benefit obligation (end of year) 
7,371  
5,560      
Change in Plan assets    
Fair value of assets (beginning of year) 
4,866  
4,257 
Actual return on plan assets 
332  
693 
Employer contribution 
425  
300 
Benefits paid 
(169) 
(384)
Fair value of assets (end of year) 
5,454  
4,866      
Funded status 
(923) 
(694)
Unrecognized transition amount 
56  
84 
Unrecognized net actuarial loss 
(945) 
(1,346)
Prepaid (accrued) benefit cost 
(1,812)  
(1,956)     
Weighted average assumptions         
Discount rate 
7.00% 
7.00%
Expected return on assets 
7.50  
7.50 
Rate of compensation increase 
3.00  
3.00      
Components of net periodic benefit cost    
Service cost 
$
411  
$
380 
Interest cost 
323  
360 
Expected return on assets 
(372) 
(333)
Amortization of prior service cost 
28  
28 
Recognized net actuarial loss 
(110) 
(51)
Net periodic benefit cost 
$
280  
$
384                

 

(b)  Employee Savings Plan

The Company adopted an Internal Revenue Code (IRC) Section 401(k) plan for its employees effective January 1, 1992.  Under the plan, participants may contribute up to a maximum of 25% of their pre-tax earnings or the dollar limit as prescribed by IRC Section 415(d).  A portion of participants' pre-tax earnings may be matched by the Company.  For the years ended December 31, 2001, 2000 and 1999, the Company's contribution was approximately $49,000, $48,000 and $44,000, respectively.

 

	F-17.

 

 
**5.  EMPLOYEE BENEFIT AND DEFERRED COMPENSATION PLANS - CONTINUED
(c)  Employee Stock Option Plan

The Company has adopted an incentive stock option plan recommended by the Board of Directors and approved by the shareholders.  This plan grants options to purchase up to 1,000,000 shares of common stock of the Company to officers and key employees.  Option prices are 100% of the fair market value at date of grant.  The following schedule shows all options granted, exercised, expired and exchanged under the Company's Incentive Stock Option Plan as of December 31, 2001.

Information relating to the options is as follows:

                                                     Option Price  
Number 
Amount 
Total  
of Shares 
Per Share 
Price       
Outstanding, January 1, 1999 
  175,260 
$   16.19 
$2,838,188
   Granted 
   74,250 
    17.19 
 1,276,172
   Exercised 
   (1,677) 
    10.82 
   (18,149)
   Cancelled
   (5,411)
    17.53
   (94,869)       
Outstanding, December 31, 1999 
  242,422 
$   16.51 
$4,001,342
   Granted 
  113,700 
    14.93 
 1,697,882
   Exercised 
   (9,368) 
     9.69 
   (90,753)
   Cancelled 
  (31,500) 
    13.45 
  (423,783)       
Outstanding, December 31, 2000 
  315,254 
$   16.45 
$5,184,688
   Granted 
168,950  
    19.20 
3,243,840 
   Exercised 
(36,454) 
     9.73 
(354,552)
   Cancelled 
(5,650) 
    17.44 
(98,542)       
Outstanding, December 31, 2001 
442,100  
$   18.04 
$7,975,434       

At December 31, 2001, 145,200 options for shares of common stock were exercisable.

The Company applies Accounting Principles Board Opinion No. 25 and related Interpretations in accounting for its stock option plan.  Accordingly, no compensation cost has been recognized for its fixed stock option plan.  Had compensation cost for the Company's stock option plan been determined based on the fair value at the grant dates for awards under the plan consistent with the method of FASB Statement 123, the Company's net income and earnings per common share for the years ended December 31, 2001, 2000 and 1999 would have been reduced to the pro forma amounts indicated below:

Net income (in thousands) 
Year Ended December 31,  
     2001 
     2000  
   1999        
     As reported 
$
(7,705) 
$
40,862 
$
47,717
     Pro forma 
(7,920) 
40,765 
$
47,625        
Earnings per common share       
     As reported 
$
(.26) 
$
1.36 
$
1.53
     Pro forma  
(.27) 
$
1.36 
$
1.53        

 

The fair value of options granted under the Company's fixed stock option plan during 2001 was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions used: dividend yield of 2.08%, expected volatility of 46.0%, risk free interest rate of 6.0%, and expected lives of 4 years.

 

	F-18.

 
**6.  INCOME TAXES
The following is a reconciliation of income taxes computed using the Federal statutory rate with the provision for income taxes for the years ended December 31:
  
2001 
2000 
1999
                                                        (in thousands)
Provision for income taxes computed      
  at Federal statutory rate 
$ (6,510) 
$
20,296 
$
24,322       
Increase (decrease) in income taxes      
  resulting from:      
Utilization of prior unrecognized      
  deferred tax asset relating to      
  investment losses 
      0  
     0   
0  
Losses producing no current benefit 
       0  
     671  
    514 
Other 
(4,386) 
  (3,840) 
 (3,575)       
  Provision (benefit) for Federal      
  income taxes 
$(10,896) 
$
17,127 
$
21,261                      
The Company provides for deferred income taxes resulting from temporary differences which arise from recording certain transactions in different years for income tax reporting purposes than for financial reporting purposes.  The sources of these differences and the tax effect of each were as follows:
  
2001 
2000 
1999  
              (in thousands)
Deferred policy acquisition costs 
$
6,215  
$    3,001  
$	1,374
Policyholders' account balances
(8)
       341 
         (3)
Investment adjustments 
3,105  
    (7,376) 
     (3,411)
Insurance policy liabilities 
    (1,548) 
     1,228  
       (830)
Other 
(5,297) 
       760  
	 (735)
Deferred Federal income tax       
    expense/(benefit) 
$
2,467  
$   (2,046) 
$(3,605)       
Deferred federal income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating loss carryforwards.  Significant components of the Company's net deferred federal tax (asset) liability as of December 31, 2001 and 2000 are as follows (in thousands): 
  
2001 
2000
Deferred federal income tax asset:    
   Investments 
$ (14,921) 
$  (18,026)
   Net unrealized investment losses 
  (15,656) 
    (8,434)
   Insurance policy liabilities 
  (10,080) 
    (8,531)
   Operating loss carryforwards 
   (2,048)  
    (1,845)
   Capital loss carryforward 
   (4,145) 
0 
   Other 
   (1,392) 
      (443)  
  (48,242) 
   (37,279)
   Valuation allowance 
    4,520 
     4,520
Net deferred federal income tax asset 
$ (43,722) 
$  (32,759)     
Deferred federal income tax liability:     
   Deferred policy acquisition costs 
$  27,518 
$   21,302
   Policyholder account balances 
      399 
       407
   Other 
      606 
       606
Deferred federal income tax liability 
   28,523 
$   22,315
Net deferred federal income tax     
   asset 
$ (15,199) 
$  (10,444)     
	F-19.

 

 
**6.  INCOME TAXES - CONTINUED
 

The valuation allowance relates principally to investment writedowns recorded for financial reporting purposes, which have not been recognized for income tax purposes, due to the uncertainty associated with their realizability for income tax purposes. Changes in the valuation allowance for the years ended December 31, 2001 and 2000 primarily reflect the reduction in the deferred tax asset as a result of the unrecognized investment losses.

Prior to 1984, Federal income tax law allowed life insurance companies to exclude from taxable income and set aside certain amounts in a tax memorandum account known as the Policyholder Surplus Account ("PSA").  Under the tax law, the PSA has been frozen at its December 31, 1983 balance of $2,900,000 which may under certain circumstances become taxable in the future.  The Insurance Company does not believe that any significant portion of the amount in this account will be taxed in the foreseeable future.  Accordingly, no provision for income taxes has been made thereon.  If the amount in the PSA were to become taxable, the resulting liability using current rates would be approximately $1,015,000.

Under current tax law, there are certain limitations on the utilization of non-life insurance company losses ("non-life losses") against life insurance company income ("life income") in a consolidated federal income tax return.  The utilization of non-life losses against life income in any year is limited to the lesser of 35 percent of life income or 35 percent of non-life losses.  Any unutilized balance of non-life losses is carried over to subsequent tax years.

The Company has net operating loss carryforwards of approximately $5,850,000 at December 31, 2001 of which $2,707,000 expire in 2018; $646,000 in 2019; $659,000 in 2020 and $1,839,000 in 2021.

 
**7.  REINSURANCE
Reinsurance allows life insurance companies to share risks on a case by case or aggregate basis with other insurance and reinsurance companies.  The Insurance Company cedes insurance to the reinsurer and compensates the reinsurer for its assumption of risk.  The maximum amount of individual life insurance normally retained by the Company on any one life is $50,000 per policy and $100,000 per life.  The maximum retention with respect to impaired risk policies typically is the same.  The Insurance Company cedes insurance primarily on an "automatic" basis, under which risks are ceded to a reinsurer on specific blocks of business where the underlying risks meet certain predetermined criteria, and on a "facultative" basis, under which the reinsurer's prior approval is required on each risk reinsured.

The reinsurance of a risk does not discharge the primary liability of the insurance company ceding that risk, but the reinsured portion of the claim is recoverable from the reinsurer.  The major reinsurance treaties into which the Insurance Company has entered can be characterized as follows:

Reinsurance ceded from the Insurance Company to Life Reassurance Corporation of America and Swiss Re Life & Health America Inc. at December 31, 2001 and 2000 consists of coinsurance agreements aggregating face amounts of $308.0 million and $248.4 million, respectively, representing the amount of individual life insurance contracts that were ceded to the reinsurers.  The term "coinsurance" refers to an arrangement under which the Insurance Company pays the reinsurers the gross premiums on the portion of the policy to be reinsured and the reinsurers grant a ceding commission to the Insurance Company to cover its acquisition costs plus a margin for profit.

Premiums ceded for 2001, 2000 and 1999 amounted to approximately $6.1 million, $5.6 million, and $4.7 million, respectively.

 

 

 

	F-20.

 

 
**8.  STATUTORY FINANCIAL STATEMENTS
Accounting practices used to prepare statutory financial statements for regulatory filings of stock life insurance companies differ from GAAP.  Material differences resulting from these accounting practices include:  deferred policy acquisition costs, deferred Federal income taxes and statutory non-admitted assets are recognized under GAAP accounting while statutory investment valuation and interest maintenance reserves are not; premiums for universal life and investment-type products are recognized as revenues for statutory purposes and as deposits to policyholders' accounts under GAAP; different assumptions are used in calculating future policyholders' benefits; and different methods are used for calculating valuation allowances for statutory and GAAP purposes; fixed maturities are recorded at market value under GAAP while under statutory accounting practices they are recorded principally at amortized cost.

In March 1999, the NAIC adopted the Codification.  The Codification, which is intended to standardize regulatory accounting and reporting to state insurance departments, is effective January 1, 2001.  However, statutory accounting principles will continue to be established by individual state laws and permitted practices.  The NYSDI required adoption of the Codification with certain modifications, for the preparation of statutory financial statements effective January 1, 2001.  The adoption of Codification by the NAIC and the Codification as modified by the NYSDI, as currently interpreted, did not adversely affect statutory capital and surplus as of January 1, 2001.

                                           For the years ended December 31,         
2001 
2000 
1999
                                   (in thousands)       
Statutory surplus 
$ 245,403  
$
279,163 
$
298,029
Statutory net income 
$ (59,026) 
$
41,090 
$
47,798
**9.  LITIGATION
From time to time, the Company is involved in litigation relating to claims arising out of its operations in the normal course of business.  The Company is not a party to any legal proceedings, the adverse outcome of which, in management's opinion, individually or in the aggregate, would have a material adverse effect on the Company's financial position or results of operations.
**10.  FAIR VALUE INFORMATION
The following estimated fair value disclosures of financial instruments have been determined using available market information, current pricing information and appropriate valuation methodologies.  If quoted market prices were not readily available for a financial instrument, management determined an estimated fair value. Accordingly, the estimates may not be indicative of the amounts the Company could have realized in a market transaction.

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value.

For fixed maturities and common stocks, estimated fair values were based primarily upon independent pricing services.  For a limited number of privately placed securities, where prices are not available from independent pricing services, the Company estimates market values using a matrix pricing model, based on the issuer's credit standing and the security's interest rate spread over U.S. Treasury bonds. 

 

 

 

 

 

 

	F-21.

 

 

 

 
**10.  FAIR VALUE INFORMATION- CONTINUED
 

Because it is not practicable to obtain an independent valuation for each limited partnership interest for purposes of disclosure, the market value of a limited partnership interest is estimated to approximate the carrying value.  As of December 31, 2001, the Company was committed to contribute, if called upon, an aggregate of approximately $70.1 million of additional capital to certain of these limited partnerships.  The market value of short-term investments, mortgage loans and policy loans is estimated to approximate the carrying value.

Estimated fair values of policyholders' account balances for investment type products (i.e., deferred annuities, immediate annuities without life contingencies and universal life contracts) are calculated by projecting the contract cash flows and then discounting them back to the valuation date at the appropriate discount rate.  For immediate annuities without life contingencies, the cash flows are defined contractually.  For all other products, projected cash flows are based on an assumed lapse rate and crediting rate (based on the current treasury curve), adjusted for any anticipated surrender charges. The discount rate is based on the current duration-matched treasury curve, plus an adjustment to reflect the anticipated spread above treasuries on investment grade fixed maturity securities, less an expense and profit spread.

December 31, 2001 
Carrying Value 
Estimated Fair Value*Assets 
               (in thousands)
  Fixed Maturities:    
    Available for Sale 
2,967,684 
2,967,684
  Common Stock 
   25,909 
   25,909
  Mortgage Loans 
   13,398 
   13,398
  Policy Loans 
   16,985 
   16,985
  Cash and Short-Term Investments 
  289,318 
  289,318
  Other Invested Assets 
  240,053 
  240,053     *Liabilities    
  Policyholders' Account Balances 
2,167,332 
2,079,260
  Note Payable 
  100,000 
   94,613
  Short-Term Note Payable 
   50,000 
   50,000     
December 31, 2000	 
Carrying Value 
Estimated Fair Value*Assets    
  Fixed Maturities:    
    Available for Sale 
	2,246,492 
	2,246,492
  Common Stock 
         24,455 
         24,455
  Mortgage Loans 
         14,893 
         14,893
  Policy Loans 
         17,915 
         17,915
  Cash and Short-Term Investments 
        256,924 
        256,924
  Other Invested Assets 
        259,742 
        259,742     *Liabilities    
  Policyholders' Account Balances 
	1,596,043 
      1,544,818
  Note Payable 
        100,000 
         95,220          
 

 

 

 

 

 

 

 

	F-22.

 

 
** 

 

11.  QUARTERLY FINANCIAL DATA (UNAUDITED)
Summarized quarterly financial data is presented below.  Certain amounts have been reclassified to conform to the current year's presentation.

Three Months Ended
2001
March 31	   June 30
September 30
December 31
                                     (in thousands, except per share)
Premiums and other 
$
24,736 
$
29,811  
$
23,169  
$
37,699 
  Insurance revenues 
52,474 
54,429  
54,762  
72,461 
Net investment income  
     
Realized investment 
3,061 
(2,935) 
(35,506) 
(29,752)
  gains (losses)        
Total revenues 
80,271 
81,305  
42,425  
80,408 
Benefits and expenses 
68,733 
75,353  
65,741  
93,182 
Net income 
8,142 
4,221  
(16,442) 
(3,626)           
$
.28 
$
.14  
$
(.56) 
$
(.12)
Three Months Ended
2000
March 31	June 30
September 30
December 31
                                     (in thousands, except per share)
Premiums and other        
  Insurance revenues 
$  17,493 
$  15,948 
$  18,518 
$  15,724
Net investment income 
   58,312 
   53,666 
   49,967 
   63,279
Realized investment        
  gains (losses) 
   (4,864) 
    1,110 
   (1,893) 
   (2,803)
Total revenues 
   70,941 
   70,724 
   66,592 
   76,200
Benefits and expenses 
   56,604 
   54,129 
   59,318 
   56,418
Net income 
    9,248 
   11,812 
   11,533 
    8,268         
Earnings per share 
 $    .30 
$     .39 
$     .38 
 $    .29
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	F-23.

 

 

 

 

Schedule II

               PRESIDENTIAL LIFE CORPORATION (PARENT COMPANY ONLY)
                  CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                                 BALANCE SHEETS
                                 (in thousands)     
                                                        December 31,  
2001 
2000     
ASSETS:    
  Investment in subsidiaries at equity 
$
422,249 
$  462,597
  Cash in bank 
439 
       273
  Real estate, net 
35 
        35
  Fixed maturities, available for sale 
123,652 
    56,508
  Investments, common stocks 
1,976 
     2,275
  Short-term investments 
6,495 
    12,945
  Other invested assets 
11,241 
    16,049
  Amount due from security transactions 
0 
     4,942
  Deferred debt issue costs 
1,586 
     7,293
  Other assets 
14,034 
     6,795     
          TOTAL ASSETS 
$
581,707 
$  569,712     
LIABILITIES AND SHAREHOLDERS' EQUITY:    
Liabilities:    
  Notes payable, long term 
100,000 
   100,000
  Short-term note payable 
50,000 
         0
  Other liabilities 
4,613 
     4,185     
          TOTAL LIABILITIES 
154,613 
   104,185
Total Shareholders' Equity 
427,094 
   465,527     
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 
$
581,707 
$  569,712               

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	S-1.

 

	                  Schedule II
              PRESIDENTIAL LIFE CORPORATION (PARENT COMPANY ONLY)
                 CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                            STATEMENTS OF INCOME
                               (in thousands)
                                                 Year Ended December 31,  
2001 
2000 
1999
REVENUES:        
$
701  
 $   842  
$
739 
 Investment income 
6,578  
   8,153  
    5,771 
 Realized investment losses 
(12,798) 
  (6,505) 
    (703)       
Total Revenues 
(5,519) 
   2,490  
	  5,807        
EXPENSES:      
 Operating and administrative 
1,864  
     287  
       590
 Interest 
8,836  
   9,773  
	   8,960       
Total Expenses 
10,700  
  10,060  
	   9,550              
Loss before federal income taxes and      
 equity in income of subsidiaries 
(16,219) 
(7,570) 
    (3,743)       
Federal income tax benefit 
(6,802) 
(2,842) 
	  (2,139)       
Loss before equity in income      
  of subsidiaries

 

(9,417)
(4,728)
(1,604)       
Equity in income of subsidiaries      
 before deducting dividends received 
1,712  
  45,590  
	 49,835        
Income before extraordinary item 
(7,705) 
  40,862  
   48,231        
Extraordinary item - loss on      
retirement of debt net of tax benefit      
of $276.5 
0  
       0  
	   (514)       
Net income 
$
(7,705) 
$
40,862  
$
47,717 
 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

	S-2.

 

		Schedule II

                       PRESIDENTIAL LIFE CORPORATION (PARENT COMPANY ONLY)
                          CONDENSED FINANCIAL INFORMATION OF REGISTRANT
                                   STATEMENTS OF CASH FLOWS
                                       (in thousands) 
                                                        Year Ended December 31,  
2001 
2000 
1999
Operating Activities:      
  Net income 
$(7,705) 
$40,862  
$	47,717 
  Adjustments to reconcile net income to      
    net cash provided by operating activities:      
      Realized investment losses 
12,798  
  6,505  
    703 
      Depreciation and amortization 
219  
    894  
    745 
      Equity in income of subsidiary companies 
(1,712) 
(45,590) 
(49,835)
      Deferred Federal income taxes 
(5,116) 
 (1,288) 
   (816)
      Dividends from subsidiaries 
27,660  
 49,915  
 29,715 
  Changes in:      
      Accrued investment income 
(1,757) 
   (360) 
   (545)
      Accounts payable and accrued expenses 
587  
   (476) 
   (148)
      Other assets and liabilities 
3,953  
 (5,705) 
	(2,249)
        Net Cash Provided By      
        Operating Activities 
28,927  
  44,757 
	25,287        
Investing Activities:      
  Purchase of fixed maturities 
(109,195) 
(14,153) 
(55,694)
  Sale of fixed maturities 
29,947  
 12,018  
  4,627 
  Common stock acquisitions 
(93) 
(10,763) 
 (5,976)
  Common stock sales 
1,161  
 11,083  
  5,639 
  Acquisition of subsidiary 
0  
      0  
(14,420)
  Other invested asset additions 
0  
      0  
      0 
  Other invested asset distributions 
4,808  
 14,483  
  6,110 
  Decrease (increase) in short-term             investments 
6,450  
(12,945) 
	24,526        
         Net Cash Used In      
         Investing Activities 
(66,922) 
   (277) 
(35,188)       
Financing Activities:      
  Dividends to shareholders
(11,717)
(11,619)
(10,712)
  Proceeds from (repayment of) line of credit 
50,000  
(15,000) 
 (8,000)
  Repurchase of common stock 
(122) 
(22,703) 
(16,666)
  Proceeds from (repayment of) Senior Notes 
0  
      0  
 50,000        
         Net Cash Provided By (Used In)      
         Financing Activities 
38,161  
(49,322) 
	 14,622        
         Increase (Decrease) in Cash 
166  
 (4,842) 
   4,721        
Cash at Beginning of Year 
273  
  5,115  
	   394        
Cash at End of Year 
 $  439  
$   273  
$	 5,115        

 

 

 

 

 

 

	S-3.

PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES   
Schedule III
SUPPLEMENTAL INSURANCE INFORMATION          
        (in thousands)                       
Column A
Column B
Column C
Column D	
Column E
Column F
Column F-1
Column G
Column H
Column I
Column J
Column K        
Benefits,           
Claims, Losses,     
Future Policy     
Interest     
Benefits, 
Other   
Credited to     
Losses, Claims,	 
Policy 
Mortality, 
Account
Amortization   
Deferred
Loss Expenses, 
Claims 
Surrender 
Balances
of Deferred   
Policy
and Policy- 
and 
and Other
Net
and
Policy
Other  
Acquisition
holder Account
Unearned
Benefits
Premium
Charges to
Investment
Settlement
Acquisition
Operating
Premiums
Segment
Costs
Balances
Premiums
Payable
Revenue
Policyholders
Income
Expenses
Costs
Expenses
Written            
Year Ended December 31, 2001           
  Life Insurance
$   9,617 
$   166,592
$  0
$ 657
$ 10,150
$         61
$   13,234
$        19,161
$        790
$   3,736 
  Annuity
   93,465 
  2,650,714
   0
    0
  97,380
         652
   220,828
        243,688
       9,141
   13,706 
  Accident and Health
        0
      6,205
   0
    0
   3,987
           0
        63
          3,521
           0
      430
$3,987
           Total
$ 103,082  
$ 2,823,511
$  0
$ 657
$111,517
$        713
$  234,125
$       266,370
$      9,931
$  17,872             
Year Ended December 31, 2000           
  Life Insurance
$   8,446
$   118,849
$ 0
$ 245
$  3,900
$
54
$ 13,217
$  13,643
$   925
$  2,922 
  Annuity	
   65,816
  2,008,269
  0	0	0	0	0
    0
  55,247
643
 211,942
  180,954
  8,360
   6,937 
  Accident and Health
        0
      2,758
  0
    0
   3,502
0
      66
    2,677
      0
     359
$3,502
            Total
$  74,262
$ 2,129,876
$ 0
$ 245
$ 62,649
$
697
$225,224
$ 197,274
$ 9,285
$ 10,218             
Year Ended December 31, 1999           
  Life Insurance
$  7,916
$   140,886
$ 0
$ 221
$  4,289
$
1,635
$  12,556
$  15,343
$   915
$   5,402 
  Annuity
  40,928
  1,754,168
  0
    0
  54,376
924
  195,563
  165,088
  5,300
    7,310 
  Accident and Health
       0
        543
  0
    0
     232
0
        7
      164
      0
       97
$  232
           Total
$ 48,844
$ 1,895,597
$ 0
$ 221	$
$ 58,897
$
2,559
$
208,126
$ 180,595
$ 6,215
$  12,809             
 

 

 

 

 

 

 

 

 

 

 

 

 

 

S-4

 

PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES                                                         Schedule IV
REINSURANCE (in thousands)                                
Column A 
Column B 
Column C 
Column D 
Column E 
Column F      
Assumed   
Percentage    
Ceded to 
From   
of Amount  
Gross 
Other 
Other 
Net 
Assumed   
Amount 
Companies 
Companies  
Amount 
to Net               
Year Ended December 31, 2001          
  Life Insurance in Force 
$  982,879 
$  590,029 
$  728,379 
$ 1,121,229 
   64.96           
Premiums:          
    Life Insurance 
     9,589 
     6,006 
     6,567 
     10,150 
   64.70
    Annuity 
    97,380     
     97,380 
       0
    Accident and Health Insurance 
    11,313 
     7,326   
      3,987 
       0           
          Total 
$  118,282 
$   13,332 
$    6,567 
$   111,517             
Year Ended December 31, 2000          
  Life Insurance in Force 
$  963,605 
$  595,042 
$  463,996 
$   832,559 
   55.73           
Premiums:          
    Life Insurance 
$    9,027 
$   5,569 
 $     442 
$     3,900 
   11.33
    Annuity 
    55,247 
0   
0 
     55,247 
    0 
    Accident and Health Insurance 
     9,559 
    6,057 
0 
      3,502 
    0           
          Total 
$   73,833 
$  11,626 
$      442 
$    62,649 
           
Year Ended December 31, 1999          
  Life Insurance in Force 
$  791,236 
$  445,898 
$  439,967 
$   785,305 
   56.02           
Premiums:          
    Life Insurance 
$    8,450 
$    4,552 
$      391 
$    4,289 
    9.12
    Annuity 
    54,376 
         0 
         0 
    54,376 
    0
    Accident and Health Insurance 
     1,148 
       916 
         0 
       232 
    0           
          Total 
$   63,974 
$    5,468 
$      391 
$   58,897                        

 

 

  Note:  Reinsurance assumed consists entirely of Servicemen's Group Life Insurance.

 

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