UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                        Washington, D. C. 20549

                               FORM 10-Q

(Mark One)

[X] 	Quarterly report pursuant to Section 13 or 15(d) of the Securities
    	Exchange Act of 1934. For the quarterly period ended March 31, 1998.

[ ]	 Transition report pursuant to Section 13 or 15(d) of the Securities 
    	Exchange Act of 1934. For the transition period from N/A to N/A.

                    Commission file number 333-02491*.

                 KEMPER INVESTORS LIFE INSURANCE COMPANY
            (Exact name of registrant as specified in charter)

                               ILLINOIS
                       (State of Incorporation)

                              36-3050975
                           (I.R.S. Employer
                        Identification Number)

                            1 KEMPER DRIVE
                         LONG GROVE, ILLINOIS
               (Address of Principal Executive Offices)

                              60049-0001
                              (Zip Code)

  Registrant's telephone number, including area code: (847) 550-5500

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 and (2) has been subject to such filing
requirements for the past 90 days.  Yes   X   No     .

As of May 1, 1998, 250,000 shares of common stock (all held by an affiliate,
Kemper Corporation) were outstanding.  There is no market value for any such
shares. 

*	 Pursuant to Rule 429 under the Securities Act of 1933, this Form 10-Q
   also relates to Commission file numbers 33-33547, 33-43462 and 33-46881.

                                   1

<PAGE>

                 KEMPER INVESTORS LIFE INSURANCE COMPANY
                               FORM 10-Q



PART I.	    FINANCIAL STATEMENTS						                      PAGE NO.


     Consolidated Balance Sheets -
          March 31, 1998 and December 31, 1997....................3


     Consolidated Statements of Operations - 
     Three months ended March 31, 1998 and 1997...................4

     Consolidated Statements of Comprehensive Income -
     Three months ended March 31, 1998 and 1997...................5

     Consolidated Statements of Stockholder's Equity -
     Three months ended March 31, 1998 and 1997...................6

     Consolidated Statements of Cash Flows -
     Three months ended March 31, 1998 and 1997...................7
 

     Notes to Consolidated Financial Statements...................8


     Management's Discussion and Analysis
       Results of Operations.....................................10
       Investments...............................................14
       Liquidity and Capital Resources...........................20



PART II.  	OTHER INFORMATION


     ITEM 6.  Exhibits and Reports on Form 8-K...................21


     Signatures..................................................22

                                   2

<PAGE>

Kemper Investors Life Insurance Company and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share data)
(unaudited)
	                                                 March 31		    December 31
                                                   	1998	          1997
                                               	------------   	-----------
ASSETS
Investments:
  Fixed maturities, available for sale, at 
    market (cost: March 31, 1998, $3,664,342;
  	 December 31, 1997, $3,644,075)	              $3,693,119     	$3,668,643
  Short-term investments	                            19,666        	236,057
  Joint venture mortgage loans	                      76,737	         72,663
  Third-party mortgage loans	                       103,398	        102,974
  Other real estate-related investments	             42,555	         44,409
  Policy loans                                     	279,229	        282,439
  Equity securities	                                 50,136	         24,839
  Other invested assets	                             21,199	         20,820
                                                	----------	     ----------
  Total investments	                              4,286,039	      4,452,844

Cash	                                                 9,359	         23,868
Accrued investment income	                          118,022	        117,789
Goodwill	                                           226,209	        229,393
Value of business acquired	                         134,104	        138,482
Deferred insurance acquisition costs	                67,035	         59,459
Deferred income taxes	                               45,039	         39,993
Reinsurance recoverable	                            372,866	        382,609
Receivable on sales of securities	                   10,532	         20,076
Other assets and receivables	                         6,737	          3,187
Assets held in separate accounts	                 5,608,719	      5,121,950
                                                	----------     	----------
  Total assets                                 	$10,884,661	    $10,589,650
	                                                ==========	     ==========	
	
LIABILITIES AND STOCKHOLDER'S EQUITY
Future policy benefits                          	$3,762,660     	$3,856,871
Ceded future policy benefits	                       372,866	        382,609
Benefits and funds payable	                         203,066	        150,524
Other accounts payable and liabilities	              60,006	        212,133
Liabilities related to separate accounts	         5,608,719	      5,121,950
		                                               ----------	     ----------
  Total liabilities	                             10,007,317	      9,724,087
                                                	----------	     ----------
Commitments and contingent liabilities

Stockholder's equity:		
Capital stock - $10 par value, authorized 
	 300,000 shares; outstanding 250,000 shares	         2,500          	2,500
Additional paid-in capital	                         806,538	        806,538
Accumulated other comprehensive income	              15,188	         12,637
Retained earnings	                                   53,118	         43,888
                                                 ----------	     ----------
Total stockholder's equity	                         877,344	        865,563
                                                	----------	     ----------
Total liabilities and stockholder's equity	     $10,884,661    	$10,589,650
                                                	==========	     ==========	

See accompanying notes to consolidated financial statements.

                                   3

<PAGE>

Kemper Investors Life Insurance Company and Subsidiaries
Consolidated Statements of Operations
(in thousands)
(unaudited)

 		  
   
  		 
 	                                                     Three Months Ended
 			                                                        March 31
                                                  		-------------------------		
		                                                      1998			     	1997
			                                                   --------		   --------
REVENUE
Net investment income	                                $ 70,551	    $ 74,249		
Realized investment gains 	                              1,854	         889
Premium income	                                          5,203	       5,008
Separate account fees and charges	                      17,992	       7,317
Other income	                                            2,426	       1,592
	                                                      -------	    	-------	
  Total revenue	                                        98,026	      89,055
	                                                     	-------	     -------

BENEFITS AND EXPENSES		
Interest credited to policyholders	                     45,690	      51,521
Claims and other policyholder
  benefits		                                            12,240		      6,338
Taxes, licenses and fees	                                6,676	         576
Commissions		                                            7,209		      7,447
Operating expenses	                                     10,096	       7,175
Deferral of insurance acquisition costs	                (8,890) 	    (8,102)
Amortization of insurance acquisition costs	               917         	886
Amortization of value of business acquired	              4,427	       4,821
Amortization of goodwill		                               3,184		      2,547
                                                      	-------	     -------		
  Total benefits and expenses	                          81,549	      73,209			
                                                      	-------	     -------
			
Income before income tax expense	                       16,477	      15,846
		
			
Income tax expense (benefit)	
  Current	                                              13,668	       5,451		
		Deferred	                                             (6,421) 	       227
	                                                      -------	     -------	
  Total income tax expense	                              7,247	       5,678	
	                                                      -------	     -------	 	
Net income	                                           $  9,230	    $ 10,168
		                                                     =======	     =======		


See accompanying notes to consolidated financial statements.
					
                                   4

<PAGE>	        	 		

Kemper Investors Life Insurance Company and Subsidiaries
Consolidated Statements of Comprehensive Income (Loss)
(in thousands)
(unaudited)

	                                                       Three Months Ended
 			     	                                                   March 31
		                                                      ------------------
	                                                          1998     1997
 	                                                      	 -----    -----
Net income	                                              $9,230	 $10,168
Other comprehensive income (loss), before tax:		 
	Unrealized holding gains (losses) on investments
  arising during period:
				Unrealized holding gains (losses) on investments	       276	 (71,003)
			 Adjustment to value of business acquired	              (306)	(17,516)	
			 Adjustment to deferred insurance acquisition costs	    (488)	 (1,098)
			                                                      ------	 -------	
				  Total unrealized holding losses on investments
					  arising during period	                              (518)	(89,617)
				                                                     ------	 -------	
	Less reclassification adjustments for gains (losses)
		included in net income on the preceding page:
				Adjustment for (gains) losses included in realized 		
					investment gains	                                     (679)	     25
				Adjustment for amortization of premium on fixed 
					maturities included in net investment income        	4,676   	4,764
				Adjustment for gains included in amortization
					of value of business acquired	                         355	     232
				Adjustment for gains included in amortization
				 ofinsurance acquisition costs                          	91	      30
				  Total reclassification adjustments for gains 	     ------	 -------
				   included in net income	                            4,443	   5,051
				                                                     ------	 -------

Other comprehensive income (loss), before related
  income tax expense (benefit)                            3,925	 (84,566)		

	 Related income tax expense (benefit) 	                  1,374	  (6,422)
				                                                     ------	 -------		
Other comprehensive income (loss), net of tax	            2,551	 (78,144)
			                                                     	------  -------
Comprehensive income (loss)	                            $11,781	$(67,976)	
                                                         ======	  ======	


See accompanying notes to consolidated financial statements

                                   5

<PAGE>  

Kemper Investors Life Insurance Company and Subsidiaries
Consolidated Statements of Stockholder's Equity
(in thousands)
(unaudited)

                                                    March 31    December 31
	                                                     1998	        1997
	                                                    -----	       -----

Capital stock, beginning and end of period         $ 2,500      $ 2,500
				                                               -------	    --------

Additional paid-in capital, beginning of period		  806,538	     761,538
Capital contributions from Parent		                      -	      45,000
			                                                -------	    --------
			  End of period		                               806,538	     806,538
			                                                -------	    --------

Accumulated other comprehensive income, beginning
  of period	                                        12,637	     (47,498)
Other comprehensive income, net of tax	              2,551	      60,135
				                                               -------	    --------
		   End of period	                                 15,188       12,637
			                                                -------	    --------

Retained earnings, beginning of period	             43,888	      34,421
Net income	                                          9,230	      38,717
Dividend to parent	                                      -	     (29,250)
			                                                -------	    --------
		   End of period	                                 53,118	      43,888
			                                                -------    	--------

	Total stockholder's equity                      	$877,344	    $865,563		
	                                                  =======	     =======	
                                                  	 
 
See accompanying notes to consolidated financial statements

                                   6

<PAGE>

Kemper Investors Life Insurance Company and Subsidiaries
Consolidated Statements of Cash Flows
(in thousands)
(unaudited) 
                                                         Three Months Ended 
 			                                                          March 31
		                                                        -----------------
		
	                                                          1998       1997	 
	                                                         ------	    ------ 	
Cash flows from operating activities
  Net income	                                            $ 9,230	  $ 10,168
  Reconcilement of net income to net cash
   provided (used):
    Realized investment gains	                            (1,854)	     (889)
    Interest credited and other charges	                  44,817	    56,636
    Amortization of value of business acquired	            4,427	     4,821
    Amortization of goodwill	                              3,184	     2,547
    Deferred insurance acquisition costs	                 (7,973)	   (7,216)
    Amortization of discount and premium on investments   	4,676	     4,764
    Deferred income taxes	                                (6,421)	      227
    Net change in current Federal income taxes	          (88,337)    	3,840
    Benefits and premium taxes due related to separate
     account bank-owned life insurance	                   (4,817)	        - 
    Other, net	                                           (3,869)	   15,600
	                                                        -------	 	--------
    Net cash flow provided(used)by operating activities	 (46,937)   	90,498
	                                                        -------	 	--------

Cash flows from investing activities
  Cash from investments sold or matured:
    Fixed maturities held to maturity	                   105,759	    63,773
    Fixed maturities sold prior to maturity	             192,617	    65,398
    Mortgage loans, policy loans and other invested
     assets	                                              18,217	    22,048
  Cost of investments purchased or loans originated:
    Fixed maturities	                                   (322,247) 	(122,314)
    Mortgage loans, policy loans and other invested
     assets	                                             (38,884)	  (22,861)
  Short-term investments, net	                           216,391	    53,813
  Net change in receivable and payable for securities		
   transactions	                                          (7,708)   	12,000
  Net change in other assets	                                  -	        44
                                                       	--------  	--------
    Net cash provided by investing activities	           164,145    	71,901
                                                       	--------	  --------
Cash flows from financing activities
  Policyholder account balances:
    Deposits	                                             36,603    	34,320
    Withdrawals	                                        (175,916)	 (153,220)
  Dividends to parent	                                         -	   (26,875)
  Other	                                                   7,596	   (18,285)
                                                       	--------  	--------
    Net cash used in financing activities	              (131,717) 	(164,060)
	                                                       --------  	--------
Net decrease in cash	                                    (14,509)	   (1,661)
Cash at the beginning of period	                          23,868	     2,776
	                                                       --------	  --------
Cash at the end of the period	                          $  9,359	  $  1,115
                                                       	========   ========


See accompanying notes to consolidated financial statements.

                                   7

<PAGE> 	   

Kemper Investors Life Insurance Company and Subsidiaries 
Notes to Consolidated Financial Statements (unaudited)

1.  Kemper Investors Life Insurance Company ("KILICO") is incorporated 
    under the insurance laws of the State of Illinois.  KILICO is 
    licensed in the District of Columbia and all states, except New 
    York. KILICO is a wholly-owned subsidiary of Kemper Corporation 
    ("Kemper"), a nonoperating holding company.

    On January 4, 1996, an investor group comprised of Zurich Insurance 
    Company("Zurich"), and Insurance Partners, L.P. ("Insurance 
    Partners") acquired all of the issued and outstanding common stock 
    of Kemper.  As a result of the change in control, Zurich and 
    Insurance Partners owned 80 percent and 20 percent, respectively, of 
    Kemper and therefore KILICO. On February 27, 1998, Zurich acquired 
    Insurance Partner's remaining 20 percent interest for cash.  As a 
    result of this transaction, Kemper and KILICO became wholly-owned 
    subsidiaries of Zurich.

    The acquisition of Kemper on January 4, 1996 was accounted for using 
    the purchase method of accounting.  Under the purchase method of 
    accounting, KILICO's assets and liabilities have been marked to 
    their relative fair values as of the acquisition date.  The 
    difference between the cost of acquiring KILICO and the net fair
    values of KILICO's assets and liabilities as of the acquisition date 
    has been recorded as goodwill.  KILICO began to amortize goodwill 
    during 1996 on a straight-line basis over twenty-five years.  In 
    December of 1997, KILICO changed its amortization period to twenty 
    years in order to conform to Zurich"s accounting practices and 
    policies. 

    Purchase accounting adjustments primarily affected the recorded 
    historical values of fixed maturities, mortgage loans, other 
    invested assets, deferred insurance acquisition costs, future policy 
    benefits and deferred income taxes.

    Deferred insurance acquisition costs, and the related amortization 
    thereof, for policies sold prior to January 4, 1996 have been 
    replaced by the value of business acquired.  

    The value of business acquired reflects the estimated fair value of 
    KILICO's life insurance business in force and represents the portion 
    of the cost to acquire KILICO that is allocated to the value of the 
    right to receive future cash flows from insurance contracts existing 
    at the date of acquisition.  Such value is the present value of the 
    actuarially determined projected cash flows for the acquired policies.

                                   8

<PAGE>

    The value of the business acquired is amortized over the estimated 
    contract life of the business acquired in relation to the present value
    of estimated gross profits using current assumptions based on an interest
    rate equal to the liability or contract rate on the value of business 
    acquired.  The estimated amortization and accretion of interest for the 
    value of business acquired for each of the years through December 31,
    2003 are as follows:


    (in thousands)

 				                                                             	Projected 
 	  Year ended	    Beginning		                     Accretion of     ending
    December 31	    balance	      Amortization	     interest        balance
    -----------	  ----------	     ------------	    ------------	   ----------

    1998	         $  143,744	       $(25,801)	      $  8,877	      $ 126,820
    1999	            126,820	        (23,621)	         7,889	        111,088
    2000	            111,088     	   (21,587)	         6,899	         96,400
    2001	             96,400	        (19,100)	         5,995	         83,295
   	2002	             83,295	        (17,820)	         5,157      	   70,632
    2003	             70,632	        (15,897)         	4,364         	59,099


    The projected ending balance of the value of business acquired will be
   	further adjusted to reflect the impact of unrealized gains or losses on
    fixed maturities held as available for sale in the investment portfolio.
    Such adjustments are not recorded in KILICO's net income but rather are
    recorded as a credit or charge to accumulated other comprehensive income,
    net of income tax. As of March 31, 1998, the accumulated affects of this
    adjustment increased the value of business acquired 	and accumulated other
    comprehensive income by approximately $5.2 million and $3.4 million,
    respectively.
 
2.	 In the opinion of management, all necessary adjustments consisting of
   	normal recurring accruals have been made for a fair statement of the 
   	results of KILICO for the periods included in these financial statements.
   	These financial statements should be read in conjunction with the
   	financial statements and related notes in the 1997 Annual Report on Form
   	10-K/A No. 1.

3.	 In June 1997, the Financial Accounting Standards Board ("FASB")issued
    Statement	of Financial Accounting Standards ("SFAS") No. 130, Reporting
    Comprehensive	Income.  SFAS No. 130 establishes standards for reporting
    and display of comprehensive income and its components (revenues,
    expenses, gains and losses). 	This statement requires that all items
    required to be reported be displayed with the same prominence as other
    financial statements. KILICO adopted SFAS No. 130 on January 1, 1998 and
    accordingly restated 1997 results for comparative purposes.  The impact
    of implementation did not affect KILICO's reported net income 	before
    reporting other comprehensive income. Other comprehensive income,
    however, by design, 	could be materially different from reported net
    income, as	changes in unrealized 	appreciation and depreciation of
    investments for example are now included as a component of reported
    comprehensive income.

4. 	During December 1997, KILICO entered into a funds held reinsurance
    agreement with a Zurich affiliated company, EPICENTRE Reinsurance
    (Bermuda) Limited ("EPICENTRE").  Under the terms of this agreement,
    KILICO ceded, on a yearly renewable term basis, ninety percent of the
    net amount at risk (death benefit	payable to the insured less the
    insured's separate account cash surrender value) 	related to a
    non-registered variable bank-owned life insurance contract ("BOLI"),
    which is held in 	KILICO's separate accounts.  During the first quarter
   	of 1998, KILICO ceded to 	EPICENTRE approximately $38.4 million of
    separate account fees (cost of 	insurance charges) paid to KILICO by
    these policyholders for the life insurance 	coverage provided under the
    terms of each separate account contract. KILICO has 	also withheld
    approximately $61.4 million of such funds due to EPICENTRE under the
    terms of the reinsurance agreement as a component of benefits and funds
   	payable in the accompanying 	consolidated balance 	sheet as of March 31,
    1998. 	KILICO remains primarily liable 	to its policyholders for these
    amounts.

                                   9

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS

As previously discussed in the notes to the consolidated financial 
statements, Kemper, and therefore KILICO, were acquired on January 
4, 1996 by an investor group led by Zurich.  In connection with the 
acquisition, KILICO's assets and liabilities were marked to their 
respective fair market values as of the acquisition date in 
conformity with the purchase method of accounting.


RESULTS OF OPERATIONS

KILICO recorded net income of $9.2 million in the first quarter of 
1998, compared with net income of $10.2 million in the first quarter 
of 1997.  The decrease in net income in the first quarter of 1998, 
compared with the first quarter of 1997, was primarily related to a 
decrease in operating earnings.

The following table reflects the components of net income:

Net income:
(in millions)
	                                                     Three months ended
                                               										  March 31
                                                      ------------------	
	                                                      1998        1997	
                                                       ----        ----
Operating earnings before amortization of goodwill	  $ 11.2 	    $ 12.1
Amortization of goodwill                              	(3.2)      	(2.5)
Net realized capital gains                	             1.2   	      .6 
                                                       ----        ----
 	Net income                                       	 $  9.2 	    $ 10.2 
                                                       ====   	    ==== 
	
The following table reflects the major components of net realized capital 
gains and losses included in net income. (See "INVESTMENTS" below.)

Net realized capital gains (losses)
		                                                    Three months ended 
                                                        			March 31
                                                    		------------------
                                                       1998        1997	
                                                       ----        ----
Real estate-related gains 		                          $  .6	      $ 1.6
Fixed maturity write-downs	            	                  -  	     (1.0)
Other gains, net                          	             1.3         	.3
                                                      	----       	----
Realized investment gains                  	            1.9         	.9
Income tax expense                                      	.7        	 .3
		                                                     ----	       ----
Net capital gains 	                                   $ 1.2	       $ .6
			                                                    ====     	  ====
			
Operating earnings before amortization of goodwill decreased to 
$11.2 million in the first quarter of 1998, compared with $12.1 
million in the first quarter of 1997. This decrease was primarily 
attributable to increases in claims and nondeferrable operating 
expenses, partially offset by increases in fees and other income and 
spread revenue (investment income earned, less interest credited 
incurred).

Spread revenue improved during 1998, due to a net decrease in 
interest credited.  Interest credited declined during 1998 due to 
crediting rate reductions and investment income and interest 
credited both declined during 1998, due to a decrease in total cash 
and invested assets and future policy benefits, respectfully, 
resulting from surrenders and withdrawals during 1997 and 1998.  
Investment income in 1998, compared with 1997, was positively 
impacted by a $45.0 million capital contribution received by KILICO 
in December 1997.

                                   10

<PAGE>

Sales
(in millions)
	                                                        Three Months Ended
                                                            		March 31
	                                                        ------------------
	                                                          1998	    1997
	                                                         ------	  ------
Annuities:
  	General account	                                       $ 36.5 	 $ 33.9
  	Separate account	                                        60.6	    71.4
	                                                          -----	   -----
     Total annuities	                                       97.1	   105.3
	                                                          -----   	-----
Life insurance:	
	  Separate account bank-owned life insurance	             158.7	       -
  	Separate account variable universal life insurance	       1.2	       -
  	Term life	                                                5.0	     5.0
  	Interest-sensitive life	                                   .1	      .4
                                                         		-----	   -----
    	Total life	                                           165.0	     5.4
		                                                         -----   	-----
Total sales                                              	$262.1   $110.7
                                                          	=====   	=====

Sales of annuity products consist of total deposits received. Sales 
of variable annuities increase administrative fees earned, and they  
pose minimal investment risk for KILICO, as policyholders invest in 
one or more of several underlying investment funds which invest in 
stocks and bonds.  

General account fixed annuity sales increased $2.6 million in the 
first quarter of 1998, compared with the first quarter of 1997, while 
separate account variable annuity sales decreased $10.8 million in 
the first quarter of 1998, compared with the first quarter of 1997.  
Separate account annuity sales declined during the first quarter of 
1998, compared with 1997, as a result of a transition in KILICO's 
sales initiatives in certain markets, as well as from certain tax 
proposals, as further discussed below, which have negatively impacted 
KILICO's sales in certain markets.

During late 1996, KILICO introduced a registered flexible individual 
variable life insurance product and in mid 1997 KILICO began to 
introduce several non-registered variable universal life insurance 
contracts, a variable individual and group bank-owned life insurance 
contract ("BOLI") and a series of variable individual universal life 
insurance contracts.  Sales of these separate account variable 
products, like variable annuities, pose minimal investment risk for 
KILICO as policyholders also invest in one or more underlying 
investment funds which invest in stocks and bonds. KILICO receives 
premium tax and DAC tax expense loads from certain contract holders, 
as well as administrative fees and cost of insurance charges which 
compensate KILICO for providing life insurance coverage to the 
contractholders in excess of their cash surrender values.  Face 
amount of variable universal life insurance business in force, before 
reinsurance, amounted to $59.9 billion at March 31, 1998, compared 
with $59.6 billion at December 31, 1997 and $45.0 million at March 
31, 1997. 

In early 1998, the Clinton Administration's Fiscal Year 1998 
Budget("Budget") was released and contained certain proposals to 
change the taxation of non-qualified fixed and variable annuities and 
variable life insurance contracts. It is currently unknown whether 	or 
not such proposals will be 	accepted, amended or omitted in the final 
1999 Budget approved by Congress.  If 	the current Budget proposals 
are accepted, certain of KILICO's non-qualified 	fixed and variable 
annuities and certain of its variable life insurance products, 
including BOLI and the non-registered individual variable universal 
life insurance contracts introduced during 1997, may no longer be tax 
advantaged 	products and therefore no longer attractive to those 
customers who purchase them 	because of their favorable tax 

                                  11

<PAGE>

attributes. Additionally, sales of such products 	during 1998 have 
been negatively impacted, and are expected to continue to be 
adversely impacted, until the likelihood of the current 	proposals 
being enacted into law is fully determined.

KILICO also sells low-cost term life insurance products offering 
initial level premiums for 5, 10, 15, 20, and 30 years in order to 
balance its product mix and asset-liability structure.  In December 
1996, KILICO assumed $14.4 billion (face amount) of term life 
insurance premiums from Federal Kemper Life Assurance Company 
("FKLA"), a wholly-owned subsidiary of Kemper.  Through the first 
three months of 1998 and 1997, KILICO assumed premiums of $4.8 
million and $5.0 million, respectively, and $6.7 million and $4.3 
million of claims, respectively, under the terms of the reinsurance 
agreement with FKLA. 

Excluding the amounts assumed from FKLA, KILICO's total term life 
sales, including new and renewal premiums, amounted to $221 thousand 
in the first quarter of 1998, compared with $194 thousand in the 
first quarter of 1997.

Separate account fees and charges consist of the following as of 
March 31, 1997 and 1998:

(in millions)
	                                                    Three Months Ended
                                                        		March 31
                                                    	------------------
                                                    	  1998	     1997
                                                     	------	   ------
  	Separate account fees on non-BOLI variable	        $  9.5   	$  7.3
	    life and annuities
  	BOLI cost of insurance charges	                       4.3<F1>    --
	  BOLI premium tax expense loads	                       4.2<F2>    --
	                                                      -----	    -----
     Total	                                           $ 18.0   	$  7.3
	                                                      =====   	 ===== 	
                                                     -------------------
[FN]
<F1> KILICO ceded $38.4 million of such charges to EPICENTRE during 1998.
<F2> There is a corresponding offset in taxes, licenses and fees.
<F3> No commissions were paid on BOLI.
</FN>

Separate account fees on non-BOLI variable life and annuities 
increased during the first quarter of 1998, compared with 1997, due 
to an increase in the market value of separate account assets and due 
to new sales during 1997 and 1998.

Policyholder surrenders, withdrawals and death benefits were as follows:
(in millions)	
                                                    	Three Months Ended
                                                        		March 31
                                                    	-------------------
                                                     	 1998  		  1997
                                                     	------	   ------	
General account	                                     $ 178.5  	$ 146.2
Separate account		                                      60.8     	61.2
                                                    		------   	------
Total	                                               $ 239.3  	$ 207.4
                                                     	======	   ======	
				 
Reflecting the current interest rate environment and other 
competitive market factors, KILICO adjusts its crediting rates on 
interest-sensitive products over time in order to manage spread 
revenue and policyholder surrender and withdrawal activity.  KILICO 
can also improve spread revenue over time by increasing investment 
income.

                                  12

<PAGE> 

General account surrenders, withdrawals and death benefits increased 
$32.3 million in the first quarter of 1998, compared with the first 
quarter of 1997, reflecting an increase in claims as well as an 
increase in overall surrenders and withdrawals.  KILICO expects that 
the level of surrender and withdrawal activity experienced in the 
first quarter of 1998 should remain at a similar level through out 
1998 given current projections for relatively stable interest rates.

Claims and other policyholder benefits increased $5.9 million in the 
first quarter of 1998, compared with 1997, primarily due to BOLI-
related claims and benefits.

Taxes, licenses and fees increased during the first quarter of 1998, 
compared with 1997, primarily relecting premium taxes on BOLI. 
KILICO received a corresponding expense load related to these 
premium taxes in separate account fees and other charges during the 
first quarter of 1998.

Operating expenses increased $2.9 million in the first quarter of 
1998, compared with first quarter of 1997, due to increases in head 
count in the sales and underwriting departments, an increase in data 
processing expenses related to ongoing projects, new product 
development and year 2000 compliance costs.

The difference between the cost of acquiring KILICO and the net fair 
value of KILICO's assets and liabilities as of January 4, 1996 was 
recorded as goodwill. As previously mentioned, KILICO changed its 
amortization period in December of 1997, from 25 years to 20 years, 
in order to conform to Zurich's accounting practices and policies.  
As a result of the change in amortization periods, KILICO recorded 
an increase in amortization expense of $639 thousand in the first 
quarter of 1998, compared with 1997.

                                   12

<PAGE>

INVESTMENTS

KILICO's principal investment strategy is to maintain a balanced, 
well-diversified portfolio supporting the insurance contracts 
written.  KILICO makes shifts in its investment portfolio 
depending on, among other factors, its evaluation of risk and 
return in various markets, consistency with KILICO's business 
strategy and investment guidelines approved by the board of 
directors, the interest rate environment, liability durations and 
changes in market and business conditions.  

Invested assets and cash
(in millions)
		                                        March 31, 1998	 December 31, 1997
                                         	--------------	 -----------------

Cash and short-term investments	          $  	29	    .7%	 $  260	      5.8%
Fixed maturities:
  Investment grade:
    NAIC <F1> Class 1                   	  3,029	  70.5	   3,004	     67.1
    NAIC <F1> Class 2                       	618	  14.4	     651	     14.5
  Below investment grade:
    Performing	                               45	   1.0	      14	       .3
    Nonperforming	                             1	     -	       -	        -
Joint venture mortgage loans	                 77	   1.8	      73	      1.6
Third-party mortgage loans	                  103	   2.4	     103      	2.3
Other real estate-related investments	        43	   1.0	      44	      1.0
Policy loans	                                279	   6.5	     282	      6.3
Equity securities	                            50	   1.2	      25	       .6
Other		                                       21	    .5	      21	       .5
	                                          -----	 -----	   -----	    -----
    Total	                                $4,295 	100.0%	 $4,477	    100.0%
                                          	=====	 =====	   =====	    =====
  __________________________________________________________
[FN]
<F1> National Association of Insurance Commissioners ("NAIC").
	    --  Class 1 = A- and above
    	--  Class 2 = BBB- through BBB+
</FN>

Fixed maturities

KILICO is carrying its fixed maturity investment portfolio, which it 
considers available for sale, at estimated fair value, with the 
aggregate unrealized appreciation or depreciation being recorded as a 
component of accumulated other comprehensive income, net of any 
applicable income tax expense.  The aggregate unrealized appreciation 
on fixed maturities at March 31, 1998 was $28.8 million, compared 
with $24.6 million at December 31, 1997.  Fair values are sensitive 
to movements in interest rates and other economic developments and 
can be expected to fluctuate, at times significantly, from period to 
period. 

At March 31, 1998, investment-grade fixed maturities and cash and 
short-term investments accounted for 85.6 percent of KILICO's 
invested assets and cash, compared with 87.4 percent at December 31, 
1997.

Approximately 33.4 percent of KILICO's investment-grade fixed 
maturities at March 31, 1998 were mortgage-backed securities, down 
from 35.1 percent at December 31, 1997, due to sales and paydowns 
during 1998. These investments consist primarily of marketable 
mortgage pass-through securities issued by the Government National 
Mortgage Association, the Federal National Mortgage Association or 
the Federal Home Loan Mortgage Corporation and other investment-grade 
securities collateralized by mortgage pass-through securities issued 
by these entities.  KILICO has not made any investments in 
interest-only or other similarly volatile tranches of mortgage-backed 
securities.  KILICO's mortgage-backed investments are generally of 
AAA credit quality, and the markets for these investments have been 

                                  14

<PAGE>

and are expected to remain liquid.  KILICO plans to continue to 
reduce its holding of such investments over time.

Approximately 10.9 percent of KILICO's investment-grade fixed 
maturities at March 31, 1998 consisted of corporate asset-backed 
securities, compared with 10.8 percent at December 31, 1997.  The 
majority of KILICO's investments in asset-backed securities were 
backed by manufactured housing loans, auto loans and home equity 
loans.

Future investment income from mortgage-backed securities and other 
asset-backed securities may be affected by the timing of principal 
payments and the yields on reinvestment alternatives available at the 
time of such payments. As a result of purchase accounting adjustments 
to fixed maturities, most of KILICO's mortgage-backed securities are 
carried at a premium over par.  Prepayment activity resulting from a 
decline in interest rates on such securities purchased at a premium 
would accelerate the amortization of the premiums which would result 
in reductions of investment income related to such securities.  At 
March 31, 1998, KILICO had unamortized premiums and discounts of 
$19.3 million and $5.0 million, respectively, related to mortgage-
backed and asset-backed securities.  Reductions to investment income 
related to the amortization of premiums and discounts amounted to 
$4.7 million during the first quarter of 1998, compared with $4.8 
million in the first quarter of 1997.  KILICO believes that as a 
result of the purchase accounting adjustments and the current 
interest rate environment, anticipated prepayment activity is 
expected to result in further reductions to future investment income 
for the remainder of 1998.

Real estate-related investments

The $222.7 million real estate portfolio held by KILICO, consisting 
of joint venture and third-party mortgage loans and other real 
estate-related investments, constituted 5.2 percent of cash and 
invested assets at March 31, 1998, compared with $220.0 million, or 
4.9 percent, at December 31, 1997.
 	
As reflected in the "Real estate portfolio" table on the following 
page, KILICO has continued to fund both existing projects and legal 
commitments. The future legal commitments declined to $60.8 million 
at March 31, 1998, compared with $75.3 million at December 31, 1997, 
primarily due to sales.  As of March 31, 1998, KILICO expects to fund 
approximately $6.4 million of these legal commitments, along with 
providing capital to existing projects.  The disparity between total 
legal commitments and the amount expected to be funded relates 
principally to standby financing arrangements that provide credit 
enhancements to certain tax-exempt bonds, which KILICO does not 
presently expect to fund.  The total legal commitments, along with 
estimated working capital requirements, are considered in KILICO's 
evaluation of reserves and write-downs. 

Excluding the $2.6 million of real estate owned and $18.9 million of net 
equity investments in joint ventures, KILICO's real estate loans totaled 
$201.2 million at March 31, 1998, after reserves and writedowns. Of this 
amount, $159.5 million are on accrual status with a weighted average 
interest rate of approximately 8.8 percent.  Of these accrual loans, 
9.4 percent have terms requiring current periodic payments of their full 
contractual interest, 52.3 percent require only partial payments or 
payments to the extent of cash flow of the borrowers, and 38.3 percent 
defer all interest to maturity.

                                  15

<PAGE>

Real estate portfolio
(in millions)

                                 Mortgage loans
                               ------------------
                                Joint     Third-
                                venture   party
                               --------  --------
Balance at December 31, 1997    $ 72.7   $ 103.0
Additions (deductions):
Fundings                           1.1         -
Interest added to principal        3.1        .6
Sales/paydowns/distributions       (.2)      (.2)
Operating loss                       -         -
Realized investments gains          .5         -
Other transactions, net            (.5)        -
                                ------    ------
Balance at March 31, 1998       $ 76.7   $ 103.4 


Real estate portfolio
(in millions)
 	                              Other real estate-related investments
	                            -------------------------------------------
		                            Other     Real estate     Equity 
		                            loans<F2>    owned  	   investments 	Total
		                            --------	 -----------	  ----------- 	------	
Balance at December 31, 1997	  $ 21.1 	   $  4.0	        $ 19.2	   $220.0 <F1>
Additions (deductions):	
Fundings	                          	-         	-              -      	1.1
Interest added to principal	       	-         	-             	-	      3.7
Sales/paydowns/distributions	       -	      (1.4)            	-	     (1.8)
Operating loss	                    	-	         -	           (.3)     	(.3)
Realized investments gains 	        -	        .1	             -	       .6
Other transactions, net	            -	       (.1)	            -	      (.6)
                                -----	     -----	         -----    	-----
Balance at March 31, 1998	     $ 21.1	    $  2.6        	$ 18.9   	$222.7 <F3>
                                =====	     =====	         =====	    =====
__________________________
[FN]
<F1> Net of $9.2 million reserve and writedowns. Excludes $9.5 million of
     real estate-related	accrued interest.
<F2>	The other real estate loans were notes receivable evidencing financing,
	    primarily to joint ventures.  These loans were issued by KILICO
     generally to provide financing for Kemper's or KILICO's joint ventures
     for various purposes.
<F3> Net of $9.2 million reserve and writedowns.  Excludes $8.0 million of
     real estate-related accrued interest.
</FN>


Real estate concentrations

KILICO's real estate portfolio is distributed by geographic location and 
property type.  However, KILICO has concentration exposures in certain 
states and in certain types of properties.  In addition to these 
exposures, KILICO also has exposures to certain real estate developers and 
partnerships. 

Geographic distribution as of  	     Distribution by property type as of 
March 31, 1998.	                     March 31, 1998.
	
	 California	       38.8 %	            Hotel	            41.0 %
	 Hawaii	           14.0	              Land	             29.1
	 Colorado	          9.7	              Residential	      13.0
	 Oregon	            9.1	              Retail	            3.2
 	Washington	        9.0	              Office	            3.0
 	Florida	           6.3	              Industrial	        1.0
	 Texas	             5.1	              Other	             9.7
 	Michigan	          3.6		                              -----
	 Ohio	              3.3		                              100.0 %
 	Other states	      1.1		                              =====
		                 -----
 	Total	           100.0 %		
		                 =====
	   	
Undeveloped land represented approximately 29.1 percent of KILICO's real 
estate portfolio at March 31, 1998.  To maximize the value of certain land 
and other projects, additional development has been proceeding or has been 
planned. Such development of existing projects would continue to require 
funding, either from KILICO or third parties.  In the present real estate 
markets, third-party financing can require credit enhancing arrangements 
(e.g., standby financing arrangements and loan commitments) from KILICO.  
The values of development projects are dependent on a number of factors, 
including Kemper's and KILICO's plans with respect thereto, obtaining 
necessary construction and zoning permits and market demand for the 
permitted use of the property. There can be no assurance that such permits 
will be obtained as planned or at all, nor that such expenditures will 
occur as scheduled, nor that Kemper's and KILICO's plans with respect to 
such projects may not change substantially.

                                  16

<PAGE>

Approximately half of KILICO's real estate loans are on properties or 
projects where KILICO, Kemper, or their affiliates have taken ownership 
positions in joint ventures with a small number of partners.

At March 31, 1998, loans to and investments in joint ventures in which 
Patrick M. Nesbitt or his affiliates ("Nesbitt"), a third-party real 
estate developer, have ownership interests constituted approximately $88.7 
million, or 39.8 percent, of KILICO's real estate portfolio.  The Nesbitt 
ventures consist of nine hotel properties and two office buildings.  At 
March 31, 1998, KILICO did not have any Nesbitt-related off-balance sheet 
legal funding commitments outstanding.

At March 31, 1998, loans to and investment in a master limited partnership 
(the "MLP") between subsidiaries of Kemper and subsidiaries of Lumbermens 
Mutual Casualty Company, a former affiliate, constituted approximately 
$64.7 million, or 29.1 percent, of KILICO's real estate portfolio. 
Kemper's interest is 75 percent as of March 31, 1998.  At March 31, 1998, 
MLP-related commitments accounted for approximately $6.3 million of 
KILICO's off-balance sheet legal commitments, which KILICO expects to 
fund.

At March 31, 1998, KILICO no longer had any outstanding loans or 
investments in projects with the Prime Group, Inc. or its affiliates, as 
all such investments have been sold or written down to zero.  However, 
KILICO continues to have Prime Group-related commitments, which accounted 
for $25.7 million of the off-balance-sheet legal commitments at March 31, 
1998.  KILICO does not expect to fund any of these commitments.

The remaining significant real estate-related investment amounted to $34.4 
million at March 31, 1998 and consisted of various zoned and unzoned 
residential commercial lots located in Hawaii, as well as a sewer 
treatment plant which is located in the same geographical area as the 
residential lots.  The sewer treatment plant was sold in April 1998.  Due 
to certain negative zoning restriction developments in January 1997 and a 
continuing economic slump in Hawaii, KILICO has placed these real estate-
related investments on nonaccural status.  KILICO is currently pursuing 
the zoning of all remaining unzoned properties, as well as pursuing steps 
to sell all remaining zoned properties.  However, due to the state of the 
Hawaiian economy, which has lagged behind the economic expansion of most 
of the rest of the United States, KILICO anticipates that it could be 
several additional years until all of KILICO's investments in Hawaii are 
completely disposed of.

                                  17

<PAGE>

Real estate outlook

The following table is a summary of KILICO's troubled real 
estate-related investments:

Troubled real estate-related investments
 (before reserves and write-downs, except for real estate owned)
 (in millions)
			                                                March 31	   December 31
			                                                  1998	        1997
                                                 ------------ 	-----------
		
Potential problem loans <F1>                   	    $   -	        $   -
Past due loans <F2>                                 	   -	            -
Nonaccrual loans <F3>
  (primarily Hawaiian properties)	                   47.3	         47.4
Real estate owned	                                    2.6	          4.0
                                                    -----	        -----
  Total	                                            $49.9	        $51.4
		                                                  =====	        =====
____________________________________________________________________________
 [FN]
 <F1> These are real estate-related investments where KILICO, based on known 
      information, has serious doubts about the borrowers' abilities to
      comply with present repayment terms and which KILICO anticipates may
      go into nonaccrual, past due or restructured status.
 <F2>	Interest more than 90 days past due but not on nonaccrual status.
 <F3> KILICO does not accrue interest on real estate-related investments
      when it judges that the likelihood of collection of interest is
      doubtful.  Loans on nonaccrual status after reserves and write-downs
      amounted to $41.7 million and $41.8 million at March 31, 1998 and
      December 31, 1997, respectively.
 </FN>

KILICO evaluates its real estate-related investments (including 
accrued interest) using an estimate of each investment's observable 
market price, net of estimated costs to sell.  Because KILICO's real 
estate review process includes estimates, there can be no assurance 
that current estimates will prove accurate over time due to changing 
economic conditions and other factors. KILICO's real estate-related 
investments are expected to continue to decline further through 
future sales. KILICO's net income could be materially reduced in 
future periods if real estate market conditions worsen in areas 
where KILICO's portfolio is located or if Kemper's and KILICO's 
plans with respect to certain projects change or if necessary 
construction or zoning permits are not obtained.

Net investment income

KILICO's pre-tax net investment income totaled $70.6 million in the 
first quarter of 1998, compared with $74.2 million in the first 
quarter of 1997.  Included in pre-tax net investment income is 
KILICO's share of operating gains and losses from equity investments 
in real estate consisting of other income less depreciation, 
interest and other expenses.  Such operating results exclude 
interest expense on loans by KILICO which are on nonaccrual status. 

                                  18

<PAGE>

KILICO's total foregone investment income before tax, on both non-
performing fixed maturity investments and nonaccrual real estate-related 
investments was as follows:

Foregone investment income
(dollars in millions)
                                      Three months ended
 	                                         March 31
                                      ------------------
                                       	1998     	1997
	                                       ----	     ----
Fixed maturities	                       $ .1	     $ .1  
Real estate-related investments	         1.0	       .9
	                                       ----	     ----
Total	                                  $1.1	     $1.0
	                                       ====	     ====
Basis points	                             10	        9
	                                       ====	     ====
 

Foregone investment income from the nonaccrual of real estate-related 
investments is net of KILICO's share of interest expense on these loans 
excluded from KILICO's share of joint venture operating results. Based on 
the level of nonaccrual real estate-related investments at March 31, 1998, 
KILICO estimates foregone investment income in 1998, will be comparable 
with the 1997 level.  Any increase in non-performing securities, and 
either worsening or stagnating real estate conditions, would increase the 
expected adverse effect on KILICO's future investment income and realized 
investment results.

Realized investment results

Reflected in net income are after-tax net realized investment gains of 
$1.2 million for the first quarter of 1998, compared with $.6 million for 
the first quarter of 1997.

Unrealized gains and losses on fixed maturity investments are not 
reflected in KILICO's net income.  These changes in unrealized value are 
included within accumulated other comprehensive income, net of any 
applicable income taxes, in accordance with SFAS No. 130, as previously 
discussed. If and to the extent a fixed maturity investment suffers an 
other-than-temporary decline in value, however, such security is written 
down to net realizable value, and the write-down adversely impacts net 
income.

KILICO regularly monitors its investment portfolio and as part of this 
process reviews its assets for possible impairments of carrying value.  
Because the review process includes estimates, there can be no assurance 
that current estimates will prove accurate over time due to changing 
economic conditions and other factors.

A valuation allowance has been established, and is evaluated as of each 
reported period end, to reduce the deferred tax asset for investment 
losses to the amount that, based upon available evidence, is in 
management's judgment more likely than not to be realized.  

                                  19

<PAGE>

Interest rates

Interest rates have been relatively stable in the first quarter of 1998, 
contributing to a slight increase in unrealized fixed maturity investment 
gains. Interest rate fluctuations can cause significant fluctuations in 
both future investment income and future realized and unrealized 
investment gains and losses. Also, lower renewal crediting rates on 
annuities, compared with competitors' higher new money crediting rates, 
have also influenced certain annuity holders to seek alternative products. 
KILICO mitigates this risk somewhat by charging surrender fees which 
decrease over time when annuity holders withdraw funds prior to maturity 
on certain annuity products.  However, approximately 43 percent of 
KILICO's fixed and variable annuity liabilities as of March 31, 1998 were 
no longer subject to significant surrender fees.


LIQUIDITY AND CAPITAL RESOURCES

KILICO carefully monitors cash and short-term investments to maintain 
adequate balances for timely payment of policyholder benefits, expenses, 
taxes and policyholder's account balances.  In addition, regulatory 
authorities establish minimum liquidity and capital standards. The major 
ongoing sources of KILICO's liquidity are deposits for fixed annuities, 
investment income, premium income, separate account fees, other operating 
revenue and cash provided from maturing or sold investments.  (See the 
"Policyholder surrenders and withdrawals" table and related discussion and 
"INVESTMENTS" above.)

Ratings

Ratings are an important factor in establishing the competitive position 
of life insurance companies.  Rating organizations continue to review the 
financial performance and condition of life insurers and their investment 
portfolios, including those of KILICO. Any reductions in KILICO's 
claims-paying ability or financial strength ratings could result in its 
products being less attractive to consumers.  Any reductions in KILICO's 
parent's ratings could also adversely impact KILICO's financial 
flexibility.

Ratings reductions for Kemper or its subsidiaries and other financial 
events can also trigger obligations to fund certain real estate-related 
commitments to take out other lenders.  In such event, those lenders can 
be expected to renegotiate their loan terms, although they are not 
contractually obligated to do so.

Each rating is subject to revision or withdrawal at any time by the 
assigning organization and should be evaluated independently of any other 
rating.  

                                  20

<PAGE>

     PART II.	  OTHER INFORMATION

     ITEM 6. 	  Exhibits and Reports on Form 8-K.

                (a)	EXHIBIT INDEX.

                    Exhibit No.
                    -----------
                    27 Financial Data Schedule

                (b)	REPORTS ON FORM 8-K.

                No reports on Form 8-K were filed during the three 
             			months ended March 31, 1998.


                                  21

<PAGE>

                 Kemper Investors Life Insurance Company
                               FORM 10-Q
                For the fiscal period ended March 31, 1998
               --------------------------------------------

                               SIGNATURES

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

                 Kemper Investors Life Insurance Company
                              (Registrant)


     Date:	    May 13, 1998	     By: /s/JOHN B. SCOTT
                                     -------------------------------------
   	                                 John B. Scott
                                     President, Chief Executive Officer and
                                     Director

     Date:	    May 13, 1998	     By: /s/FREDERICK L. BLACKMON
                                     -------------------------------------
                                     Frederick L. Blackmon
                                     Sr. Vice President and
                                     Chief Financial Officer


                                  22

<PAGE>

THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FIRST 
QUARTER FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO 
SUCH FINANCIAL STATEMENTS.

[MULTIPLIER] 	   1,000

[PERIOD-TYPE]	   3-MOS.	           
[FISCAL-YEAR-END]                                            		DEC-31-1998
[PERIOD-START]		                                               JAN-01-1998
[PERIOD-END]		                                                 MAR-31-1998
[DEBT-HELD-FOR-SALE]	                                            3,693,119
[DEBT-CARRYING-VALUE]	                                           3,693,119
[DEBT-MARKET-VALUE]	                                            	3,693,119
[EQUITIES]		                                                        50,136
<MORTGAGES>		                                                      180,135
[REAL-ESTATE]		                                                     42,555
[TOTAL-INVEST]		                                                 4,286,039
[CASH]		                                                             9,359
[RECOVER-REINSURE]		                                               372,866
[DEFERRED-ACQUISITION]	                                             67,035
[TOTAL-ASSETS]		                                                10,884,661
[POLICY-LOSSES]		                                                3,762,660
[UNEARNED-PREMIUMS]		                                                    0
[POLICY-OTHER]		                                                         0
[POLICY-HOLDER-FUNDS]	                                             203,066
[NOTES-PAYABLE]		                                                        0
[COMMON]		                                                           2,500
[PREFERRED-MANDATORY]	                                                   0
[PREFERRED]		                                                            0
[OTHER-SE]		                                                       874,844
[TOTAL-LIABILITY-AND-EQUITY]	                                   10,884,661
[PREMIUMS]		                                                         5,203
[INVESTMENT-INCOME]		                                               70,551
[INVESTMENT-GAINS]	                                                 	1,854
[OTHER-INCOME]		                                                    20,418
[BENEFITS]		                                                        57,930
[UNDERWRITING-AMORTIZATION]	                                           917
[UNDERWRITING-OTHER]                                                    	0
[INCOME-PRETAX]		                                                   16,477
<INCOME-TAX)		                                                       7,247
[INCOME-CONTINUING]		                                                9,230
<DISCOUNTED>		                                                           0
[EXTRAORDINARY]		                                                        0
[CHANGES]		                                                              0
[NET-INCOME]		                                                       9,230
[EPS-PRIMARY]		                                                          0
[EPS-DILUTED]		                                                          0
[RESERVE-OPEN]		                                                         0
[PROVISION-CURRENT]		                                                    0
[PROVISION-PRIOR]		                                                      0
[PAYMENTS-CURRENT]		                                                     0
[PAYMENTS-PRIOR]		                                                       0
[RESERVE-CLOSE]		                                                        0
[CUMULATIVE-DEFICIENCY]	                                                 0


                                   23