##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, DC 20549
      Form 10-K
  ANNUAL REPORT PURSUANT TO
    SECTION 13 OR 15(d)
 OF THE SECURITIES EXCHANGE ACT
    OF 1934
  For this fiscal year ended December 31, 2006
     Commission file number:
    000-51954
  DCP HOLDING COMPANY
 (Exact name of Registrant as
    specified in its Charter)
  Ohio(State or Other
    Jurisdiction of
    Incorporation or Organization)

20-1291244(IRS Employer
    Identification No.)100 Crowne Point Place
    Sharonville, Ohio(Address of Principal
    Executive Office)

45241(Zip Code)   Registrants telephone number, including area code:
 (513) 554-1100
      Securities to be registered pursuant to section 12(b) of
    the Act:
  Title of Each Class

Name of Each Exchange on Whichto be so Registered

Each Class is to be RegisteredNOT APPLICABLE

NOT APPLICABLE   Securities to be registered pursuant to section 12(g) of
    the act:
  Class A Redeemable Common Shares, no par value
 Class B Redeemable Common Shares, no par value
 (Title of Class)
  o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
 o o þ
  Rule 12b-2 o þ
        DOCUMENTS
    INCORPORATED BY REFERENCE




---



##### 



TABLE OF
    CONTENTS
  PageITEM 1

Business.


1ITEM 1A

Risk
    Factors


13ITEM 1B

Unresolved staff
    comments.


17ITEM 2

Properties.


17ITEM 3

Legal
    proceedings.


17ITEM 4

Submission of
    matters to a vote of security holders.


17ITEM 5

Market for
    registrants common equity, related stockholder matters and
    issurer purhasses of equity securities.


18ITEM 6

Selected financial
    data


19ITEM 7

Managements
    discussion and analysis of financial condition and results of
    operations


20ITEM 7A

Quantitative and
    qualitative disclosures about market risk


37ITEM 8

Financial
    statements and supplementary data.


39ITEM 9

Changes in and
    disagreements with accountants on accounting and financial
    disclosure


61ITEM 9A

Controls and
    procedures


61ITEM 9B

Other
    information


61ITEM 10

Directors,
    executive officers and corporate governance.


61ITEM 11

Executive
    compensation.


61ITEM 12

Security ownership
    of certain beneficial owners and management and related
    stockholder matters.


61ITEM 13

Certain
    relationships and related transactions.


62ITEM 14

Principal
    accounting fees and services.


62ITEM 15

Exhibits, financial
    statements schedules.


62EX-10.10EX-10.11EX-14.1EX-31.1EX-31.2EX-32.1




---



##### Table of Contents



FORWARD
    LOOKING STATEMENTS




---



##### Table of Contents



PART I
  ITEM 1.
    BUSINESS  Overview
          Business
    Segments
         1




---



##### Table of Contents



Managed
    Dental Benefits Market
      OhioEstimated





Estimated





%2005


% of


2004


% of


ChangeEnrollment


Total


Enrollment


Total


2004 to 2005Dental HMO


836,722



14
%


518,387



9
%


61
%Dental PPO


3,213,765



54
%


3,216,847



55
%


0
%Dental Indemnity


1,626,576



27
%


1,592,896



27
%


2
%Discount Dental


232,385



4
%


485,400



8
%


(52
)%Direct Reimbursement


32,865



1
%






0
%Total Dental


5,942,313



100
%


5,813,530



100
%


2
%   KentuckyEstimated





Estimated





%2005


% of


2004


% of


ChangeEnrollment


Total


Enrollment


Total


2004 to 2005Dental HMO


320,401



17
%


238,814



13
%


34
%Dental PPO


835,910



44
%


922,537



50
%


(9
)%Dental Indemnity


597,295



32
%


493,990



27
%


21
%Discount Dental


125,000



7
%


175,620



10
%


(29
)%Direct Reimbursement






0
%






0
%Total Dental


1,878,606



100
%


1,830,961



100
%


3
%          2




---



##### Table of Contents



Our
    Products
    PercentTotal


of TotalPremium


PremiumMembership


Premiums


ASO Fees


Revenue


Revenue(Dollars in thousands)Fully-Insured Dental HMO


137,100


$
37,658


$



$
37,658



73.0
%Self-Insured Dental HMO


62,500



12,754
(1)


731
(2)


13,485



26.1
%Other Products


17,100



52



392



444



0.9
%Total


216,700


$
50,464


$
1,123


$
51,587



100.0
%     (1)
    
    Self-insured dental HMO premium revenue or premium equivalent
    revenue is based on the gross amount of claims incurred by
    self-insured members and is recognized as revenue when those
    claims are incurred.(2)
    
    Self-insured ASO fees are the administrative fees we charge to
    self-insured employers to manage their provider network and
    process and pay claims. ASO fees are recognized as revenue when
    they are earned.  fee-for-service
       3




---



##### Table of Contents



Fully-Insured
    Dental HMO
          Self-insured
    Dental HMO
    Corporate,
    All Other
    DentaSelect
 4




---



##### Table of Contents



DentaPremier
  Vision Care Plus out-of-network
  Seasonality
    of Dental Service Utilization
    Healthcare Service Expense2006


2005$000s


$PMPM


$000s


$PMPMFirst Quarter


10,543



18.85



8,804



18.33Second Quarter


9,744



17.59



8,924



16.99Third Quarter


11,157



17.95



9,892



17.49Fourth Quarter


9,682



16.30



8,270



15.91     Business
    Strategy
    fee-for-service
 5




---



##### Table of Contents



Membership Retention
  Group Billing and Collection
  Customer Service
  Information Technology
    Dentist
    Networks
  fee-for-service
 6




---



##### Table of Contents



fee-for-service
      fee-for-service
  Employees
    Sales and
    Marketing
   7




---



##### Table of Contents



Utilization
    Control and Quality Assurance Policies
        UR/QA
  Credentialing
   8




---



##### Table of Contents



Risk
    Management
    Competition
    and/or
  non-network
  fee-for-service in-network
           9




---



##### Table of Contents



Customers
      State
    Regulations
           10




---



##### Table of Contents




    Similar to GAAP, deferred income taxes are provided on temporary
    differences between the statutory and tax bases of assets and
    liabilities for SAP; however, statutory deferred tax assets are
    limited based upon tests that determine what is an admitted
    asset under SAP. Under SAP, the change in deferred taxes is
    recorded directly to surplus as opposed to GAAP where the change
    is recorded to current operations.  and/or
  
    If a companys total adjusted capital is less than or equal
    to 200 percent but greater than 150 percent of its RBC
    (the Company Action Level), the company must submit
    a comprehensive plan aimed at improving its capital position to
    the regulatory authority proposing corrective actions.
    If a companys total adjusted capital is less than or equal
    to 150 percent but greater than 100 percent of its RBC
    (the Regulatory Action Level), the regulatory
    authority will perform a special examination of the company and
    issue an order specifying the corrective actions that must be
    followed.
    If a companys total adjusted capital is less than or equal
    to 70 percent of its RBC (the Mandatory Control
    Level), the regulatory authority must place the company
    under its control.      Federal
    Regulations
  HIPAA Administrative Simplification
 11




---



##### Table of Contents



GLBA
    AVAILABLE
    INFORMATION
  Form 10-K, Form 10-Q, Form 8-K, 1-800-SEC-0330.
 12




---



##### Table of Contents



ITEM 1A.RISK
    FACTORS



If any of the following risks actually occur, our business,
    financial condition and results of operations could be
    materially and adversely affected, and the value of our shares
    could decline. The risks and uncertainties described below are
    those that we currently believe may materially affect our
    Company. Additional risks and uncertainties not presently known
    to us or that we currently deem immaterial also may impair our
    business operations.



The
    market trend of employer groups moving away from dental HMO
    plans to dental PPO plans may result in a decrease in our dental
    plan membership and premium revenue.



In the dental benefits industry, there has been a contraction in
    the dental indemnity product category and the HMO product
    category, with the membership volume shifting to the dental PPO
    product category. We have historically limited our product
    offering to fully-insured and self-insured dental HMO plans. Our
    HMO plans form the core part of our business and account for
    approximately 99% of our consolidated revenues. If this market
    trend continues, we could experience a reduction in the demand
    for our HMO products, which could lead to a decrease in our
    membership, premium revenue and net income.



Our
    business is highly dependent upon a limited number of customers,
    and the loss of any one such customer could result in a loss of
    substantial premium revenue.



During 2006, approximately 27% of our fully-insured premium
    revenue was generated by four employers and approximately 65% of
    our net self-insured administration and claims revenue was
    generated by two employers, one of which accounted for in excess
    of 10% of our consolidated total revenue. If our relationship
    with any one of these employers were to terminate, our dental
    membership and the related premium revenue would decrease
    materially, which could lead to lower net income if we are not
    able to reduce operating expenses or replace this lost revenue.



A
    small number of independent brokers source a substantial portion
    of our business, and the loss of any one such broker could
    result in a loss of substantial premium revenue.



During 2006, approximately 66% of our business was sourced by
    five independent brokers, one of which was responsible for
    sourcing approximately 41% of our business. If our relationship
    with any of these brokers were to terminate, our premium revenue
    could decrease materially. As a result, we could experience
    significant net losses unless we were able to replace this lost
    revenue or reduce our operating expenses.



Because
    our premiums are fixed by contract, we are unable to increase
    our premiums during the contract term if our claims costs exceed
    our estimates which may reduce our profitability.



Most of our revenues are generated by premiums consisting of
    fixed monthly payments per subscriber. These payments are fixed
    by contract, and we are obligated during the contract term,
    which is generally one year, to provide or arrange for the
    provisions of dental services. The premiums are not subject to
    adjustment during the contract term. If our claims costs exceed
    our estimates, we will be unable to adjust the premiums we
    receive under our current contracts, which may result in a
    decrease in our net income.



Claims
    submitted by dental providers may be fraudulent or duplicative,
    which may reduce our gross profit margin and net
    income.



We set our fully-insured premium rates based on an expected
    level of claims for a twelve-month period. Our calculation of
    expected claims does not anticipate the payment of fraudulent or
    duplicate claims. If providers were to submit fraudulent or
    duplicative claims, our claims cost would increase, and our
    gross profit margin and net income would be adversely affected.

13




---



##### Table of Contents



The
    financial strength rating assigned to Dental Care Plus may be
    downgraded, which could result in a loss of employer groups and
    insurance brokers, which may, in turn, cause our premium revenue
    to decline.
      If we
    fail to maintain contracts with an adequate number of dentists,
    it may be difficult to attract and retain employer groups, which
    may lead to a loss of premium revenue.
      We
    encounter significant competition that may limit our ability to
    increase or maintain membership in the markets we serve, which
    may harm our growth and our operating results.
    Our
    business is heavily regulated by the states in which we do
    business, and our failure to comply with regulatory requirements
    could lead to a loss of our authority to do business in such
    states.
   14




---



##### Table of Contents



If an
    event of default occurs under the loan documents we entered into
    in connection with the purchase of our office building, the
    entire balance of indebtedness due under these loan documents
    may become due, which could have an adverse effect on our
    short-term liquidity and may lead to a downgrade of our
    financial strength rating.
      A
    decrease in the working capital and liquidity of our business
    may have an impact on our ability to meet debt service
    requirements.
   15




---



##### Table of Contents



Our
    business is highly concentrated in a limited geographic area and
    adverse economic conditions within the markets in which we do
    business could impair or reverse our growth trends and have a
    negative impact on our premium revenue and net
    income.
    Dental
    services utilization by members of our fully-insured dental
    plans may be higher than expected, resulting in higher than
    anticipated healthcare services expense and a reduction in our
    net income.
      We
    depend on the services of non-exclusive independent agents and
    brokers to market our products to employers, and we cannot
    assure that they will continue to market our products in the
    future.
   16




---



##### Table of Contents



We
    will incur significant expenses as a result of being a public
    company, which will have a negative impact on our financial
    performance.
    ITEM 1B.
    UNRESOLVED
    STAFF COMMENTS.    ITEM 2.
    PROPERTIES    ITEM 3.
    LEGAL
    PROCEEDINGS    ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS    EXECUTIVE
    OFFICERS
      Anthony A. Cook, MS, MBA, 56
  Robert C. Hodgkins, Jr., CPA, MBA, 47
 17




---



##### Table of Contents



Ann Young, 44
  PART II
  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS
    AND ISSURER PURCHASES OF EQUITY SECURITIES  Market
    for Redeemable Common Shares
    Holders
    Dividend
    Policy
      Recent
    sales of unregistered securities
    Performance
    of Redeemable Common Shares
   18




---



##### Table of Contents



Purchases
    of Equity Securities
    Total Number of


Maximum Number ofShares Purchased as


Shares that May YetTotal Class A


Total Class B


Average


Part of a Publicly


be Purchased UnderShares


Shares


Price Paid


Announced Plans or


the Plans orPeriod

Purchased


Purchased


per Share


Programs


ProgramsOctober 1 October 31, 2006


2
(a)


22
(a)

$
546.22



0



N/ANovember 1 November 30, 2006


0



0



N/A



0



N/ADecember 1 December 31, 2006


0



0



N/A



0



N/A     (a)
    
    Repurchased from provider shareholder retirees in accordance
    with the Companys obligations under its Amended and
    Restated Code of Regulations.  ITEM 6.
    SELECTED
    FINANCIAL DATA      2006


2005


2004


2003


2002Premium revenue

$
51,587
(1)

$
44,857
(2)

$
39,400
(3)

$
35,810


$
30,999Investment income


198



104



32



31



32Other income


305



221



158



122



36Net income on Redeemable Common
    Shares


103



467



518



810



491Total assets


12,897



12,250
(4)


9,688



9,158
(5)


6,753Long-term obligations


1,631



1,889



1,675



1,620
(5)


Cash dividends declared


















Basic and diluted earnings per
    Redeemable Common Share

$
12.59


$
55.14


$
60.90


$
97.55


$
59.77     (1)
    
    Includes a $3,022 increase in fully-insured dental HMO revenue
    and a $3,441 increase in self-insured dental HMO revenue.(2)
    
    Includes approximately $1,237 from acquisition of Adenta, Inc.
    in June of 2005.(3)
    
    The Company reorganized into a holding company structure in July
    of 2004 and Insurance Associates Plus, Inc. was formed in August
    of 2004.(4)
    
    Total assets increased to approximately $12,250 in 2005 from
    approximately $9,668 in 2004 due to an increase in membership in
    our dental HMO segments and the addition of the Adenta tangible
    and intangible assets.(5)
    
    In 2003, the Company acquired its headquarters building and
    incurred approximately $1.8 million of indebtedness in
    connection with such acquisition. 19




---



##### Table of Contents



ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  Overview
          Profitability
    Strategy
    in-network out-of-network in-network
   20




---



##### Table of Contents



Highlights
  
    We successfully implemented our new fully integrated dental
    benefits administration system in February of 2006.
    Our dental and vision products grew by approximately 27,600
    members, or 14%, from December 31, 2005 to
    December 31, 2006, including approximately 4,500 members
    from sales primarily related to our new DentaSelect PPO offering.   21




---



##### Table of Contents



Comparison
    of Results of Operations for 2006 and 2005
    2006


2005


ChangeMembership:Fully-insured DHMO


137,100



137,000



0.0
%Self-insured DHMO


62,500



46,000



35.9
%Corporate, All Other


17,100



6,100



180.3
%Total membership


216,700



189,100



14.6
%Premium revenue:Fully-insured DHMO

$
37,658


$
34,688



9.6
%Self-insured DHMO


13,485



10,044



34.3
%Corporate, All Other


444



125



255.2
%Total premium revenue


51,587



44,857



15.0
%Healthcare service expense:Fully-insured DHMO


30,178



27,681



9.0
%Self-insured DHMO


11,808



8,568



37.8
%Corporate, All Other


40



0



100.0
%Total healthcare service expense


42,026



36,249



15.9
%Selling, general &
    administrative expenses:Corporate, All Other


9,755



8,016



21.7
%Investment income:Corporate, All Other


198



104



90.4
%Other income:Corporate, All Other


305



221



38.0
%Interest expense:Corporate, All Other


(121
)


(129
)


(6.2
)%Income tax expense:Corporate, All Other


86



321



(73.2
)%   Summary
    Membership
     22




---



##### Table of Contents



out-of-area
  Revenue
      Self-insured Claim Revenue
  Self-insured ASO Fees
    Healthcare
    Service Expenses
       23




---



##### Table of Contents



Selling,
    General and Administrative Expenses
    Financial
    Statements and Exhibits
  Investment
    Income
    Other
    Income
    Interest
    Expense
    Income
    Taxes
  Item 8-
 24




---



##### Table of Contents



Comparison
    of Results of Operations for 2005 and 2004
    2005


2004


ChangeMembership:Fully-insured DHMO


137,000



123,000



11.4
%Self-insured DHMO


46,000



41,000



12.2
%Corporate, All Other


6,100



1,900



221.1
%Total membership


189,100



165,900



14.0
%Premium revenue:Fully-insured DHMO

$
34,688


$
30,480



13.8
%Self-insured DHMO


10,044



8,885



13.0
%Corporate, All Other


125



35



257.1
%Total premium revenue


44,857



39,400



13.9
%Healthcare service expense:Fully-insured DHMO


27,681



24,702



12.1
%Self-insured DHMO


8,568



7,591



12.9
%Total healthcare service expense


36,249



32,293



12.3
%Selling, general &
    administrative expenses:Corporate, All Other


8,016



6,399



25.3
%Investment income:Corporate, All Other


104



32



225.0
%Other income:Corporate, All Other


221



158



39.9
%Interest expense:Corporate, All Other


(129
)


(82
)


57.3
%Income tax expense:Corporate, All Other


321



298



7.7
%   Summary
    Membership
     25




---



##### Table of Contents



out-of-area
  Revenue
      Self-insured Claim Revenue
  Self-insured ASO Fees
    Healthcare
    Service Expenses
        Selling,
    General and Administrative Expenses
   26




---



##### Table of Contents



Investment
    Income
    Other
    Income
    Interest
    Expense
    Income
    Taxes
    Liquidity
    and Capital Resources and changes in Financial
    Condition
   27




---



##### Table of Contents



2006


2005


2004Net cash provided by operating
    activities

$
1,399


$
2,021


$
708Net cash used in investing
    activities


(285
)


(301
)


(2,059
)Net cash used in financing
    activities


(519
)


(395
)


(128
)Increase (decrease) in cash

$
595


$
1,324


$
(1,479
)   Cash flow
    from Operating Activities
        Cash flow
    from Investing Activities
       28




---



##### Table of Contents



Cash flow
    from Financing Activities
        30-day
  Provider
    Withhold Payments
         29




---



##### Table of Contents



Contractual
    Obligations and Other Commitments
    Less Than 1








More ThanContractual Obligations

Total


Year


1-3 Years


3-5 Years


5 YearsLong-term debt

$
1,435,416


$
175,416


$
240,000


$
240,000


$
780,000Capital lease


453,363



210,486



242,877







Interest


449,133



107,228



155,336



109,399



77,170Swap Interest(1)


223,505



50,927



83,916



59,697



28,964Operating Leases(2)


665,000



209,000



291,000



165,000



Claims Payable


3,987,591



3,987,591











Total

$
7,214,007


$
4,740,648


$
1,013,129


$
574,096


$
886,134     (1)
    
    Our swap interest payments are based on a fixed rate of 4.95%.
    We estimate that we will receive swap interest payments totaling
    approximately $319,000 based on a variable rate of LIBOR plus
    1.75% or 7.07%, as of December 31, 2006.(2)
    
    We lease facilities, computer hardware and other equipment under
    long-term operating leases that are non-cancelable and expire on
    various dates through 2011.  Off-balance
    sheet Arrangements
      Financial
    Condition
     30




---



##### Table of Contents



Regulatory
    RBC Requirements
       31




---



##### Table of Contents



Other
    Matters
    For Years Ended December 31,2006


2005


2004Changes in:Unrealized gain (loss) on
    investments

$
554


$
(5,233
)


Change in fair value of interest
    rate swap


(3,953
)


15,429


$
794Total

$
(3,399
)

$
10,196


$
794       Critical
    Accounting Policies
    Investments
  available-for-sale. other-than-temporary other-than-temporary
 32




---



##### Table of Contents



Accounts
    Receivable
    Goodwill
    and Intangible Assets
      Liability
    for Claims Payable
      2006





2005IBNR

$
1,514,963



38.0
%

$
1,272,275



39.1
%Reported claims in process


1,501,508



37.7
%


1,625,402



49.9
%Other healthcare services expenses
    payable


971,120



24.4
%


360,138



11.1
%Total claims payable liability

$
3,987,591



100
%

$
3,257,815



100
%    33




---



##### Table of Contents



IBNR
    and Reported Claims in Process Estimates
      12-month
      34




---



##### Table of Contents



Completion Factor(a)


Claims Trend Factor(b)Estimated Claims








Estimated Claims(Decrease)




as of


(Decrease)





Payable LiabilityIncrease




Payable Liability


Increase





as ofIn Factor




12/31/2006


In Factor





12/31/2006(0.25)%






4,059,591



(1
)%






3,962,5910%


(estimate used
)


3,987,591



0
%


(estimate used
)


3,987,591(0.25)%






3,920,591



1
%






4,013,591     (a)
    
    Reflects estimated potential changes in incurred claims payable
    liability caused by changes in completion factors for months
    prior to the most recent month.(b)
    
    Reflects estimated potential changes in incurred claims payable
    liability caused by annualized claims trend used for the
    estimation of the per member per month incurred claims for the
    most recent month.    Provider
    Withhold Payments
  (see
    further discussion of Provider Withhold Payments set forth
    above).
      Redeemable
    Common Shares
   35




---



##### Table of Contents



Recognition
    of Premium Revenue
    Healthcare
    Services Expense
    Income
    Taxes
    New
    Accounting Standards
  Accounting
    Changes and Error Corrections  a Replacement of APB
    Opinion No. 20 and FASB Statement No. 3.
 36




---



##### Table of Contents



05-1, SOP 05-1 SOP 05-1 SOP 05-1
    Impact of
    Inflation
    ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   37




---



##### Table of Contents



38




---



##### Table of Contents



ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA. REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM            
    39




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  CONSOLIDATED
    BALANCE SHEETS
 As of
    December 31, 2006 and 2005
  2006


2005ASSETSCURRENT ASSETS:Cash

$
6,223,757


$
5,628,987Short-term investments at fair
    value, cost of $1,100,000 and $1,600,000 at December 31,
    2006 and 2005, respectively


1,096,721



1,593,678Accounts receivable, net of
    allowance of $37,000 and $83,000 at December 31, 2006 and
    2005, respectively


406,507



337,330Prepaid expense, deposits, and other


141,103



174,962Deferred federal income tax, current


75,881



131,317Total current assets


7,943,969



7,866,274INVESTMENTS


796,189



199,182PROPERTY, PLANT, AND EQUIPMENT:Land


364,000



364,000Building and building improvements


2,221,171



2,160,534Furniture and equipment


1,885,238



1,454,214Total property, plant, and equipment


4,470,409



3,978,748Less accumulated depreciation and
    amortization


(1,274,733
)


(854,902
)Total property, plant, and
    equipment  net


3,195,676



3,123,846INTANGIBLE ASSETS, Net of
    accumulated amortization of $246,000 and $50,000 at
    December 31, 2006 and 2005, respectively


203,880



399,639GOODWILL


136,355



66,990DEFERRED FEDERAL INCOME TAX,
    NON-CURRENT


11,355OTHER ASSETS


511,910



593,789TOTAL ASSETS

$
12,799,334


$
12,249,720LIABILITIES AND
    SHAREHOLDERS EQUITYCURRENT LIABILITIES:Current portion of long-term
    obligations

$
385,902


$
413,120Claims payable


3,987,591



3,257,815Accounts payable and accrued
    expenses


1,811,349



1,391,889Unearned premium revenue


587,963



693,886Federal income tax payable


19,238



104,278Other current liabilities


50,753Total current liabilities


6,842,796



5,860,988LONG TERM LIABILITIES:Mortgage loan payable


1,260,000



1,380,000Capital lease obligation


242,877



453,363Notes payable






55,417Deferred federal income tax






117,205Deferred compensation


127,670Total long-term liabilities


1,630,547



2,005,985TOTAL LIABILITIES


8,473,343



7,866,973REDEEMABLE COMMON SHARES:Class A, Redeemable Common
    Shares, no par value  authorized, 7,500 shares;
    issued and outstanding, 681 and 691 at December 31, 2006
    and 2005, respectively


362,853



357,976Class B Redeemable Common
    Shares, no par value  authorized,
    100,000 shares; issued and outstanding, 7,438 and 7,769 at
    December 31, 2006 and 2005, respectively


3,963,138



4,024,771Total Redeemable Common Shares


4,325,991



4,382,747SHAREHOLDERS
    EQUITY  Preferred Shares; no par value 
    authorized, 100,000 shares; issued, noneTOTAL LIABILITIES AND
    SHAREHOLDERS EQUITY

$
12,799,334


$
12,249,720      40




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF INCOME
 For
    each of the three years in the period ended December 31,
    2006
  2006


2005


2004PREMIUM REVENUE

$
51,587,458


$
44,857,237


$
39,400,067EXPENSES:Healthcare services expense
    (including shareholder healthcare service expense of
    $36,972,000, $33,476,000, and $30,897,000 in 2006, 2005, and
    2004, respectively)


42,025,929



36,249,406



32,293,039Selling, general and
    administrative expenses


9,755,183



8,016,078



6,399,137Total expenses


51,781,112



44,265,484



38,692,176OPERATING (LOSS) INCOME


(193,654
)


591,753



707,891NON-OPERATING INCOME (EXPENSE):Investment income


198,380



104,214



32,039Other income


305,437



221,339



157,822Interest expense


(121,200
)


(129,373
)


(82,199
)Net non-operating income


382,617



196,180



107,662INCOME BEFORE INCOME TAX


188,963



787,933



815,553PROVISION (BENEFIT) FOR INCOME TAX:Current


139,190



329,028



295,771Deferred


(53,168
)


(8,197
)


1,816Total


86,022



320,831



297,587NET INCOME ON REDEEMABLE COMMON
    SHARES

$
102,941


$
467,102


$
517,966BASIC AND DILUTED EARNINGS PER
    REDEEMABLE COMMON SHARE

$
12.59


$
55.14


$
60.90      41




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF SHAREHOLDERS EQUITY
 For
    each of the three years in the period ended December 31,
    2006
  Shareholders EquityRedeemable Common Shares





OtherClass A


Class B





AccumulatedNumber of





Number of





Retained


Comprehensive





ComprehensiveShares


Amount


Shares


Amount


Earnings


Income


Total


IncomeBALANCE  January 1,
    2004


8,508


$
3,406,869Reorganization of Dental Care Plus,
    Inc. into DCP HoldingCompany by issuance of equal number
    of Class ACommon Shares and Class B
    Common Shares


(7,799
)


(1,703,434
)


7,799


$
1,703,434Net income

















$
517,966






$
517,966


$
517,966Change in fair value of interest
    rate swap (net of income tax of $408)





















$
794



794



794Total comprehensive income





























$
518,760Common shares repurchased and
    retired


(1
)


(3,875
)


(11
)


(3,874
)Accretion of common shares to
    redemption value






259,380







259,380



(517,966
)


(794
)


(518,760
)BALANCE 
    December 31, 2004


708



1,958,940



7,788



1,958,940Stock split (See Note 9)






(1,632,463
)






1,632,463Net income


















467,102







467,102


$
467,102Change in fair value of interest
    rate swap (net of income tax of $7,949)






















15,429



15,429



15,429Unrealized loss on investments (net
    of income tax benefit of $2,699)






















(5,233
)


(5,233
)


(5,233
)Total comprehensive income





























$
477,298Class A Common Shares
    exchanged for Class B Common Shares


(14
)


(2,242
)


14



2,242Common shares repurchased and
    retired


(3
)


(1,036
)


(33
)


(11,395
)Accretion of common shares to
    redemption value






34,777







442,521



(467,102
)


(10,196
)


(477,298
)BALANCE 
    December 31, 2005


691



357,976



7,769



4,024,771Net income


















102,941







102,941


$
102,941Change in fair value of interest
    rate swap (net of income tax benefit of $2,037)






















(3,953
)


(3,953
)


(3,953
)Unrealized gain on investments (net
    of income tax of $289)






















554



554



554Total comprehensive income





























$
99,542Class B Common Shares issued










61



35,022Class A Common Shares
    exchanged for Class B Common Shares


(3
)


(1,555
)


3



1,555Common shares repurchased and
    retired


(7
)


(3,436
)


(395
)


(187,884
)Accretion of common shares to
    redemption value






9,868







89,674



(102,941
)


3,399



(99,542
)BALANCE 
    December 31, 2006


681


$
362,853



7,438


$
3,963,138


$



$



$      42




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
 For
    each of the three years in the period ended December 31,
    2006
  2006


2005


2004CASH FLOWS FROM OPERATING
    ACTIVITIES:Net income on Redeemable Common
    Shares

$
102,941


$
467,102


$
517,966Adjustments to reconcile net
    income to net cash provided by operating activities:Depreciation and amortization


615,962



315,052



230,164Deferred income taxes


(53,168
)


(8,197
)


1,816Effects of changes in operating
    assets and liabilities, net of acquired assets and liabilities:Accounts receivable


(97,484
)


39,568



6,639Prepaid expenses, deposits, and
    other


33,859



(74,953
)


15,080Other assets


(254,925
)


49,802



533Claims payable


729,777



419,018



(100,000
)Unearned premium revenue


(131,514
)


259,978



(116,883
)Accounts payable and accrued
    expenses


410,786



625,043



69,353Deferred compensation


127,670Federal income tax payable


(85,040
)


(71,856
)


82,887Net cash provided by operating
    activities


1,398,864



2,020,557



707,555CASH FLOWS FROM INVESTING
    ACTIVITIES:Acquisition of property, plant,
    and equipment


(160,429
)


(78,942
)


(463,077
)Acquisition of business, net of
    acquired cash


(25,000
)


(17,407
)Purchases of investments


(1,700,000
)


(1,804,651
)


(3,800,000
)Sale of investments


1,600,000



1,600,000



2,203,859Net cash used in investing
    activities


(285,429
)


(301,000
)


(2,059,218
)CASH FLOWS FROM FINANCING
    ACTIVITIES:Mortgage loan repayments


(120,000
)


(120,000
)


(120,000
)Repayment of capital lease


(198,120
)


(171,368
)Repayments of note


(95,000
)


(91,568
)Repurchase of Redeemable Common
    Shares


(140,567
)


(12,431
)


(7,749
)Redeemable common share
    subscriptions


35,022Net cash used in financing
    activities


(518,665
)


(395,367
)


(127,749
)INCREASE (DECREASE) IN CASH


594,770



1,324,190



(1,479,412
)CASH  Beginning of
    period


5,628,987



4,304,797



5,784,209CASH  End of period

$
6,223,757


$
5,628,987


$
4,304,797    43




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIESNOTES TO CONSOLIDATED FINANCIAL STATEMENTSAs of December 31, 2006 and 2005 and for Each of the
    Three Years in the Period
    Ended December 31, 2006, 2005 and 2004
  1.
    GENERAL
    INFORMATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
    POLICIES    fee-for-service
      Basis of Presentation
  Cash and Cash Equivalents
  Investments available-for-sale.
  Property, Plant, and Equipment
 44




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      State Guarantee Fund Deposits
  Capital Lease Funds Held in Escrow
  Goodwill and Intangible
    Assets
    Policy Acquisition Cost
    Redeemable Common Shares
 45




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Premium
    Revenue 
  Fully Insured 
  Self Insured  EITF 99-19,
  ASO Fees 
  Healthcare Service Expense agreed-upon
   46




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
            Derivative Instruments
  Non-Operating Income
   47




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Federal Income Tax
    Earnings Per Share
  Concentrations of Credit Risk
        Fair Value of Financial Instruments
  Statement of Cash Flows
  New Accounting Standards Accounting Changes and
    Error Corrections  a Replacement of APB Opinion
    No. 20 and FASB Statement No. 3.
   48




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      05-1, SOP 05-1 05-1 SOP 05-1
    2.
    ACQUISITION   49




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Preliminary


Adjustments


FinalCash consideration

$
250,000


$
25,000


$
275,000Interest bearing debt assumed


241,985



3,666



245,651Transaction costs


47,361







47,361Total purchase price

$
539,346


$
28,666


$
568,012Current assets (includes cash of
    $279,954)

$
354,516


$
(28,307
)

$
326,209Fixed assets


4,336







4,336Other assets


59,320







59,320Intangible assets


450,000







450,000Goodwill


66,990



69,365



136,355Current liabilities assumed


(358,659
)


(30,600
)


(389,259
)Deferred tax liability


(37,157
)


18,208



(18,949
)Net assets acquired

$
539,346


$
28,666


$
568,012   3-year 12-year 20-year
  3.
    INTANGIBLE
    ASSETS     50




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  2007-2011.
  4.
    INVESTMENTS  available-for-sale
    GrossAmortized


Unrealized


FairCost


Losses


Value2006Certificates of
    deposit  short term

$
1,100,000


$
(3,279
)

$
1,096,721Certificates of
    deposit  long term


800,000



(3,811
)


796,189Total investments

$
1,900,000


$
(7,090
)

$
1,892,910   GrossAmortized


Unrealized


FairCost


Losses


Value2005Certificates of
    deposit  short term

$
1,600,000


$
(6,322
)

$
1,593,678Certificates of
    deposit  long term


200,000



(818
)


199,182Total investments

$
1,800,000


$
(7,140
)

$
1,792,860     TotalFair


UnrealizedValue


Losses2006Certificates of Deposit

$
1,096,721


$
(3,279
)   TotalFair


UnrealizedValue


Losses2005Certificates of Deposit

$
1,093,678


$
(6,322
)  51




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  5.
    LIABILITY
    FOR CLAIMS PAYABLE    2006


2005Balance  January 1

$
3,257,815


$
2,700,000Net incurred related to:Current year


30,601,329



28,203,339Prior years


(130,701
)


(280,000
)Net incurred claims


30,470,628



27,923,339Net paid related to:Current year


26,617,014



24,635,524Prior years


3,123,838



2,730,000Net paid claims


29,740,852



27,365,524Balance 
    December 31

$
3,987,591


$
3,257,815   6.
    FEDERAL
    INCOME TAXES    2006


2005


2004Current tax expense:Federal

$
132,960


$
303,143


$
295,771State and local


6,230



25,885Total current tax expense


139,190



329,028



295,771Deferred tax expense:Federal


(57,455
)


(3,882
)


1,816State and local


4,287



(4,315
)Total deferred tax expense


(53,168
)


(8,197
)


1,816Total provision for income taxes

$
86,022


$
320,831


$
297,587  52




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    2006


2005Deferred tax assets:Unearned premiums

$
39,981


$
40,045Net operating loss


98,796



107,740Claims payable


20,315



20,895Accrued vacation


35,148



48,341Deferred compensation


43,407Accrued professional fees


10,823



38,759Other, net


20,369



14,464Gross deferred tax assets


268,839



270,244Deferred tax liabilities:Unrealized gain


22,276



24,027Prepaid insurance


39,612



31,188Accelerated depreciation


50,396



65,040Identifiable intangible assets


69,319



135,877Gross deferred tax liabilities


181,603



256,132Net deferred tax asset

$
87,236


$
14,112Balance sheet classificationNet current deferred tax asset

$
75,881


$
131,317Net long-term deferred asset
    (liability)


11,355



(117,205
)Net deferred tax asset

$
87,236


$
14,112     2006


2005


2004Effective Tax


Effective Tax


Effective Tax2006


2005


2004


Rate


Rate


RateProvision computed at statutory
    rate

$
64,247


$
267,897


$
277,288



34.0
%


34.0
%


34.0
%Reorganization cost


10,414



52,230







5.5



6.6State and local taxes


6,557



12,769







3.5



1.6Other  net


4,804



(12,065
)


20,299



2.5



(1.5
)


2.5Provision for income taxes

$
86,022


$
320,831


$
297,587



45.5
%


40.7
%


36.5
%    53




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   7.
    DEFERRED
    COMPENSATION PLAN      8.
    EARNINGS
    PER REDEEMABLE COMMON SHARE    2006


2005


2004Net income available for
    Redeemable Common Shareholders

$
102,941


$
467,102


$
517,966Weighted average outstanding
    Redeemable Common Shares used to compute basic earnings per
    Redeemable Common Share


8,175



8,471



8,505Basic and diluted earnings per
    Redeemable Common Share

$
12.59


$
55.14


$
60.90     9.
    REDEEMABLE
    COMMON SHARES, SHAREHOLDERS EQUITY AND DIVIDEND
    RESTRICTIONS     54




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
            10.
    LONG TERM
    DEBT  30-day
   55




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     2007

$
120,0002008


120,0002009


120,0002010


120,0002011


120,000Thereafter


780,000Total


1,380,000Less current portion


(120,000
)Total long-term mortgage payable

$
1,260,000         2007

$
232,2132008


232,2132009


19,351Total


483,777Less imputed interest


(30,414
)Present value of minimum lease
    payments


453,363Less current portion


(210,486
)Total long-term capital lease

$
242,877   30-day
    11.
    FINANCIAL
    INSTRUMENTS  30-day 10-year
 56




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    12.
    COMMITMENTS
    AND CONTINGENCIES  Leases
    Litigation
  13.
    LEASE
    INCOME    Years EndingDecember 312007

$
81,3192008


71,1992009


17,800Total

$
170,318   14.
    RETIREMENT
    PLAN    15.
    LINE OF
    CREDIT     57




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   16.
    SEGMENT
    INFORMATION     58




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Fully-Insured


Self-Insured


Corporate,DHMO


DHMO


All Other


Total2006Revenues from external customers

$
37,658


$
13,485


$
444


$
51,587Healthcare services expense


30,178



11,808



40



42,026Net investment income










198



198Interest expense










121



121Depreciation and amortization










616



616Income before taxes










189



189Income tax expense










86



86Acquisition of fixed assets










160



160Identifiable assets










12,799



12,7992005Revenues from external customers

$
34,688


$
10,044


$
125


$
44,857Healthcare services expense


27,681



8,568







36,249Net investment income










104



104Interest expense










129



129Depreciation and amortization










315



315Income before taxes










788



788Income tax expense










321



321Acquisition of fixed assets










79



79Identifiable assets










12,250



12,2502004Revenues from external customers

$
30,480


$
8,885


$
35


$
39,400Healthcare services expense


24,702



7,591







32,293Net investment income










32



32Interest expense










82



82Depreciation and amortization










230



230Income before taxes










816



816Income tax expense










298



298Acquisition of fixed assets










463



463Identifiable assets










9,688



9,688    59




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   17.
    RELATED
    PARTIES       60




---



##### Table of Contents



ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE.    ITEM 9A.
    CONTROLS
    AND PROCEDURES  Rules 13a-15(e) 15d-15(e))
   ITEM 9B.OTHER
    INFORMATION    PART III
 ITEM 10.DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.  Regulation S-K
  ITEM 11.
    EXECUTIVE
    COMPENSATION.  Regulation S-K
  ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED STOCKHOLDER MATTERS.  Regulation S-K
    61




---



##### Table of Contents



Number of





Number ofSecurities to be


Weighted-Average


SecuritiesIssued Upon


Exercise


RemainingExercise of


Price of


Available forOutstanding


Outstanding


Future IssuanceOptions, Warrants


Options, Warrants


Under EquityPlan Category

and Rights


and Rights


Compensation PlansEquity compensation plans approved
    by shareholders










Equity compensation plans not
    approved by shareholders










14,839TOTAL










14,839   ITEM 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS.  Regulation S-K
  ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES.    PART IV
  ITEM 15.
    EXHIBITS,
    FINANCIAL STATEMENTS SCHEDULES.  Form 10-K.
  Page in
    Form 10-K(1) Consolidated Financial
    Statements:Report of Indepent
    Registered Public Accounting Firm


39Consolidated
    Balance Sheets as of December 31. 2006 and 2005


40Consolidated
    Statements of Income for the Years Ended December 31, 2006,
    2005 and 2004


41Consolidated
    Statements of Shareholders Equity for the Years Ended
    December 31, 2006, 2005, and 2004


42Consolidated
    Statements of Cash Flows for the Years Ended December 31,
    2006, 2005, and 2004


43Notes to the
    Consolidated Financial Statements


44(2) Financial Statement
    Schedules:  62




---



##### Table of Contents



DCP
    HOLDING COMPANY (Parent Only)
    Schedule I  Condensed Financial Information of
    Registrant
    Condensed Balance Sheet Information
    December 31, 2006 and 2005
  2006


2005ASSETSCURRENT ASSETS:Cash

$
250,180


$
330,180Accounts receivable


5,553



1,818Intercompany receivables


8,227



57,187Prepaid expense, deposits, and
    other


108,032



101,053Deferred federal income tax


71,364



60,539Total current assets


443,356



550,777INVESTMENT IN SUBSIDIARIES


4,790,815



4,617,148OTHER ASSETS


74,600



1,149TOTAL ASSETS

$
5,308,771


$
5,169,074LIABILITIES AND
    STOCKHOLDERS EQUITYCURRENT LIABILITIES:Accounts payable

$
249,033


$
187,856Accrued expenses


522,737



546,988Federal income tax payable


32,587



51,483Other current liabilities


50,753Total current liabilities


855,110



786,327LONG TERM LIABILITIES:Deferred compensation


127,670TOTAL LIABILITIES


982,780



786,327REDEEMABLE COMMON SHARES:Class A, Redeemable Common
    Shares, no par value  authorized, 7,500 shares;
    issued and outstanding, 681 and 691 at December 31, 2006
    and 2005, respectively


362,853



357,976Class B Redeemable Common
    Shares, no par value  authorized,
    100,000 shares; issued and outstanding, 7,438 and 7,769 at
    December 31, 2006 and 2005, respectively


3,963,138



4,024,771Total Redeemable Common Shares


4,325,991



4,382,747SHAREHOLDERS
    EQUITY Preferred Shares; no par value,
    100,000 shared authorized, none issuedTOTAL LIABILITIES AND
    SHAREHOLDERS EQUITY

$
5,308,771


$
5,169,074  63




---



##### Table of Contents



DCP
    HOLDING COMPANY (Parent Only)
    Schedule I  Condensed Financial Information of
    Registrant
    Condensed Statements of Income Information
    For the Years Ended December 31, 2006, 2005, and
    2004
  2006


2005


2004Management fees from Subsidiaries

$
6,477,688


$
4,937,832


$Expenses Selling, general and
    administrative expenses


6,533,320



4,984,214



48,496Operating loss


(55,632
)


(46,382
)


(48,496
)Other, net


(158
)


756LOSS BEFORE INCOME TAX


(55,790
)


(45,626
)


(48,496
)PROVISION (BENEFIT) FOR INCOME TAX:Current


4,160



67,445



(15,898
)Deferred


(10,825
)


(62,587
)


2,048Total


(6,665
)


4,858



(13,850
)Loss before change in
    undistributed income of subsidiaries


(49,125
)


(50,484
)


(34,646
)Change in undistributed income of
    subsidiaries


152,066



517,586



552,612NET INCOME ON REDEEMABLE COMMON
    SHARES

$
102,941


$
467,102


$
517,966     *
    
    DCP Holding Company was established on July 2, 2004 as a
    result of the reorganization of Dental Care Plus, Inc. 64




---



##### Table of Contents



DCP
    HOLDING COMPANY (Parent Only)
    Schedule I  Condensed Financial Information of
    Registrant
    Condensed Statements of Cash Flow Information
    For the Years Ended December 31, 2006, 2005 and
    2004
  2006


2005


2004CASH FLOWS FROM OPERATING
    ACTIVITIES:Net income

$
102,941


$
467,102


$
517,966Adjustments to reconcile net
    income to net cash provided by operating activities:Increase in undistributed income
    of subsidiaries


(152,066
)


(517,586
)


(552,612
)Deferred income taxes


(10,825
)


(62,587
)


2,048Effects of changes in operating
    assets and liabilities:Accounts receivable


45,225



(53,458
)


(5,550
)Accounts payable


61,177



169,424



18,432Accrued expense


(24,251
)


538,988



8,000Federal income tax payable
    (receivable)


(18,896
)


67,381



(15,898
)Deferred compensation


127,670Other, net


(80,430
)


(80,351
)


(10,323
)Net cash provided by (used in)
    operating activities


50,545



528,913



(37,937
)CASH FLOWS FROM INVESTING
    ACTIVITIES:Investment in subsidiaries


(25,000
)


(390,621
)Dividend received from subsidiary






250,000Net cash used in investing
    activities


(25,000
)


(140,621
)CASH FLOWS FROM FINANCING
    ACTIVITIES:Issuance of intercompany note
    payable










50,000Repayment of intercompany note
    payable






(50,000
)Repurchase of Redeemable Common
    Shares


(140,567
)


(12,431
)


(7,744
)Issuance of Redeemable Common
    Shares


35,022Net cash provided by (used in)
    financing activities


(105,545
)


(62,431
)


42,256INCREASE IN CASH


(80,000
)


325,861



4,319CASH  Beginning of
    period


330,180



4,319CASH  End of period

$
250,180


$
330,180


$
4,319  65




---



##### Table of Contents



SCHEDULE I 
    PARENT COMPANY FINANCIAL INFORMATION
  NOTES TO
    CONDENSED FINANCIAL STATEMENTS
  1.
    BASIS OF
    PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES      2.
    TRANSACTIONS
    WITH SUBSIDIARIES  Management
    Fee
    Dividends
    Guarantee
    3.
    ACQUISITIONS   66




---



##### Table of Contents



DCP
    HOLDING COMPANY AND SUBSIDIARIES
  Schedule II 
    Valuation and Qualifying Accounts
 For the
    Years Ended December 31, 2006, 2005 and 2004
  Balance at


Charged to


Charged to





Balance atBeginning of


Costs and


Other





End ofDescription

Period


Expenses


Accounts


Deductions


PeriodYear ended December 31, 2006:

$
83,214


$
10,490


$
(25,058
)(a)

$
31,243


$
37,403Allowance for Uncollectible
    Accounts ReceivableYear ended December 31, 2005:


14,071



26,922



53,365
(a)


11,144



83,214Allowance for Uncollectible
    Accounts ReceivableYear ended December 31, 2004:


42,644



17,108







45,681



14,071Allowance for Uncollectible
    Accounts Receivable     (a)
    
    Allowance for receivables on acquired assets from Adenta
    acquisition.  Exhibits:
            2006March 31


June 30


September 30


December 31


TotalPremium revenue

$
12,783


$
12,266


$
13,264


$
13,274


$
51,587Income before income taxes


(164
)


263



(156
)


246



189Net Income on Redeemable Common
    Shares


(105
)


178



(117
)


147



103Earnings per Redeemable Common
    Share


(12.66
)


21.44



(14.52
)


18.31



12.59   2005(a)March 31


June 30


September 30


December 31


TotalPremium revenue

$
10,847


$
10,812


$
11,708


$
11,490


$
44,857Income before income taxes


(126
)


144



3



767



788Net Income on Redeemable Common
    Shares


(117
)


97



(1
)


488



467Earnings per Redeemable Common
    Share


(13.71
)


11.40



(0.09
)


57.54



55.14     (a)
    
    Includes the operations of Adenta since June 2, 2005, the
    date of its acquisition 67




---



##### Table of Contents



SIGNATURES
    DCP Holding Company
  /s/  Robert
    C.
    Hodgkins, Jr.Robert
    C. Hodgkins, Jr.

Vice President and Chief Financial
    Officer
    (Principal Financial and Accounting)

March 27, 2007/s/  Anthony
    A. CookAnthony
    A. Cook

President and Chief Executive
    Officer
    (Principal Executive Officer)

March 27, 2007     /s/  Stephen
    T. SchulerStephen
    T. Schuler

Chairman of the Board of Directors

March 27, 2007/s/  Roger
    M. HigleyRoger
    M. Higley

Vice Chairman of the Board of
    Directors

March 27, 2007/s/  Fred
    J. BronsonFred
    J. Bronson

Secretary

March 27, 2007/s/  Fred
    H. PeckFred
    H. Peck

Treasurer

March 27, 2007/s/  Michael
    CarlMichael
    Carl

Director

March 27, 2007/s/  Jack
    M. CookJack
    M. Cook

Director

March 27, 2007/s/  Ross
    A. GeigerRoss
    A. Geiger

Director

March 27, 2007/s/  David
    A. KreylingDavid
    A. Kreyling

Director

March 27, 2007/s/  James
    E. KroegerJames
    E. Kroeger

Director

March 27, 2007/s/  Donald
    J. PeakDonald
    J. Peak

Director

March 27, 2007/s/  Molly
    Meakin-RogersMolly
    Meakin-Rogers

Director

March 27, 2007/s/  Sanford
    S. ScheingoldSanford
    S. Scheingold

Director

March 27, 2007/s/  Mark
    ZigorisMark
    Zigoris

Director

March 27, 2007  68




---



##### Table of Contents



INDEX TO
    EXHIBITS
  ExhibitNumber

Description of Document3
.1

Amended and Restated Articles of
    Incorporation (incorporated by reference to Exhibit 3.1 to
    the Companys Form 10 registration statement file on
    May 1, 2006).3
.2

Amended and Restated Code of
    Regulations (incorporated by reference to Exhibit 3.2 to
    the Companys Form 10 registration statement file on
    May 1, 2006).10
.1

Employment Agreement between DCP
    Holding Company and Anthony A. Cook effective January 1,
    2006 (incorporated by reference to Exhibit 10.1 to the
    Companys Form 10 registration statement file on
    May 1, 2006).10
.2

Dental Care Plus, Inc. and DCP
    Holding Company Deferred Compensation Plan (incorporated by
    reference to Exhibit 10.2 to the Companys
    Form 10 registration statement file on May 1, 2006).10
.3

2006 Dental Care Plus Management
    Equity Incentive Plan (incorporated by reference to
    Exhibit 10.3 to the Companys Form 10
    registration statement file on May 1, 2006).10
.4

Master Equipment Lease Agreement
    dated October 1, 2004 between The Fifth Third Leasing
    Company and Dental Care Plus, Inc. (incorporated by reference to
    Exhibit 10.4 to the Companys Form 10
    registration statement file on May 1, 2006).10
.5

Open-End Mortgage and Security
    Agreement dated June 12, 2003 in favor of Fifth Third Bank
    (incorporated by reference to Exhibit 10.5 to the
    Companys Form 10 registration statement file on
    May 1, 2006).10
.6

Assignment of Rents and Leases
    dated June 12, 2003 between Dental Care Plus, Inc. and
    Fifth Third Bank (incorporated by reference to Exhibit 10.6
    to the Companys Form 10 registration statement file
    on May 1, 2006).10
.7

Form of Self-Insured Employer
    Group Contract (incorporated by reference to Exhibit 10.7
    to Amendment No. 1 to the Companys Form 10
    registration statement filed on August 11, 2006).10
.8

Form of Fully-Insured Employer
    Group Contract (Employer-Sponsored) (incorporated by reference
    to Exhibit 10.8 to Amendment No. 1 to the
    Companys Form 10 registration statement filed on
    August 11, 2006).10
.9

Form of Fully-Insured Employer
    Group Contract (Employee-Voluntary) (incorporated by reference
    to Exhibit 10.9 to Amendment No. 1 to the
    Companys Form 10 registration statement filed on
    August 11, 2006).10
.10

Summary of Director Compensation,
    filed herewith.10
.11

2006 Dental Care Plus Management Equity Incentive Plan (amended and restated), filed herewith.14
.1

Code of Ethics for Senior
    Financial Officers, filed herewith.21
.1

List of Subsidiaries.
    (incorporated by reference to Exhibit 21.1 to the
    Companys Form 10 registration statement file on
    May 1, 2006).31
.1

Chief Executive Officer
    certification pursuant to Section 302 of the Sarbanes Oxley
    Act of 2002, filed herewith.31
.2

Chief Financial Officer
    certification pursuant to Section 302 of the Sarbanes Oxley
    Act of 2002, filed herewith.32
.1

Chief Executive Officer and Chief
    Financial Officer certifications pursuant to 18 U.S.C.
    Section 1350, as adopted pursuant to Section 906 of
    the Sarbanes Oxley Act of 2002, filed herewith.