<PAGE>   1


                                  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, 2000

                                       OR

              / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

            For the transition period from           to

                         COMMISSION FILE NUMBER 0-21459

                           AMERUS LIFE HOLDINGS, INC.
             (Exact name of Registrant as specified in its charter)

                                699 WALNUT STREET
                           DES MOINES, IOWA 50309-3948
                    (Address of principal executive offices)

           IOWA                                              42-1459712
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification No.)

        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (515) 362-3600


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes / x / No / /

The number of shares outstanding of each of the Registrant's classes of common
stock on May 5, 2000 was as follows:

            Class A, Common Stock              25,003,422 shares
            Class B, Common Stock               5,000,000 shares

Exhibit index  - Page 44
Page 1 of 51




                                       1
<PAGE>   2

                                      INDEX
<TABLE>
<CAPTION>
                                                                                                 Page No.
                                                                                                 --------

<S>           <C>                                                                                <C>
PART I - FINANCIAL INFORMATION...................................................................    4

Item 1.       Financial Statements...............................................................    4

              Consolidated Balance Sheets
              March 31, 2000 (Unaudited) and December 31, 1999...................................    4

              Consolidated Statements of Income (Unaudited)
              For the Three Months Ended March 31, 2000 and 1999.................................    6

              Consolidated Statements of Comprehensive Income (Unaudited)
              For the Three Months Ended March 31, 2000 and 1999.................................    7

              Consolidated Statements of Cash Flows (Unaudited)
              For the Three Months Ended March 31, 2000 and 1999.................................    8

              Notes to Consolidated Financial Statements
              (Unaudited) .......................................................................   10

Item 2.       Management's Discussion and Analysis of Results of Operations and
              Financial Condition ...............................................................   19

Item 3.       Quantitative and Qualitative Disclosures About Market Risk.........................   40


PART II - OTHER INFORMATION......................................................................   41

Item 1.       Legal Proceedings..................................................................   41

Item 6.       Exhibits and Reports on Form 8-K...................................................   41


Signatures.......................................................................................   43

Exhibit Index....................................................................................   44

</TABLE>


                                       2


<PAGE>   3



SAFE HARBOR STATEMENT

     All statements, trend analyses and other information contained in this
report relative to markets for the Company's products and trends in the
Company's operations or financial results, as well as other statements including
words such as "anticipate", "believe", "plan", "estimate", "expect", "intend",
and other similar expressions, constitute forward-looking statements under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements are subject to known and unknown risks, uncertainties and other
factors which may cause actual results to be materially different from those
contemplated by the forward-looking statements. Such factors include, among
other things: (1) general economic conditions and other factors, including
prevailing interest rate levels and stock market performance, which may affect
the ability of the Company to sell its products, the market value of the
Company's investments and the lapse rate and profitability of policies; (2) the
Company's ability to achieve anticipated levels of operational efficiencies and
cost-saving initiatives and to meet cash requirements based upon projected
liquidity sources; (3) customer response to new products, distribution channels
and marketing initiatives; (4) mortality, morbidity, and other factors which may
affect the profitability of the Company's insurance products; (5) changes in the
Federal income tax laws and regulations which may affect the relative tax
advantages of some of the Company's products; (6) increasing competition in the
sale of insurance and annuities; (7) regulatory changes or actions, including
those relating to regulation of insurance products and of insurance companies;
(8) ratings assigned to the Company and its subsidiaries by independent rating
organizations which the Company believes are particularly important to the sale
of its products; and (9) unanticipated litigation. There can be no assurance
that other factors not currently anticipated by management will not also
materially and adversely affect the Company's results of operations.


                                       3


<PAGE>   4


PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                           AMERUS LIFE HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEETS
                                ($ in thousands)

<TABLE>
<CAPTION>
                                                                                         March 31,          December 31,
                                                                                           2000                1999
                                                                                       --------------------------------
                                                                                       (unaudited)
<S>                                                                                    <C>                  <C>
                         Assets
 Investments:
       Securities available-for-sale at fair value:
            Fixed maturity securities                                                  $  6,806,131         $ 6,680,755
            Equity securities                                                                16,242              14,585
            Short-term investments                                                              155                 155
       Mortgage loans on real estate                                                        489,899             615,186
       Real estate                                                                            1,533               1,538
       Policy loans                                                                         108,796             109,864
       Other investments                                                                    285,654             269,158
                                                                                       --------------------------------
                         Total investments                                                7,708,410           7,691,241

 Cash and cash equivalents                                                                   45,121              23,090
 Accrued investment income                                                                  100,037              91,591
 Premiums and fees receivable                                                                 4,329               6,910
 Reinsurance receivables                                                                      6,449              17,535
 Deferred policy acquisition costs                                                          574,588             529,663
 Value of business acquired                                                                 224,102             230,542
 Investment in unconsolidated subsidiary                                                     31,740              30,683
 Goodwill                                                                                   222,254             206,324
 Property and equipment                                                                      23,669              23,046
 Deferred income taxes                                                                       59,003              72,691
 Other assets                                                                               399,224             383,415
 Closed Block assets                                                                      1,432,196           1,412,622
                                                                                       --------------------------------
                         Total assets                                                  $ 10,831,122         $10,719,353
                                                                                       ================================
</TABLE>

See accompanying notes to consolidated financial statements.

                                       4


<PAGE>   5
                           AMERUS LIFE HOLDINGS, INC.
                           CONSOLIDATED BALANCE SHEETS
                                ($ in thousands)
<TABLE>
<CAPTION>
                                                                                               March 31,         December 31,
                                                                                                 2000               1999
                                                                                              ------------------------------
                                                                                              (unaudited)
<S>                                                                                           <C>                <C>
                         Liabilities and Stockholders' Equity

Policy reserves and policyowner funds:
      Future life and annuity policy benefits                                                 $ 7,439,491        $ 7,390,991
      Policyowner funds                                                                           295,264            282,026
                                                                                              ------------------------------
                                                                                                7,734,755          7,673,017

Accrued expenses                                                                                   28,864             36,309
Dividends payable to policyowners                                                                   2,373              2,248
Policy and contract claims                                                                          7,587             12,221
Income taxes payable                                                                                1,407             16,532
Other liabilities                                                                                 136,945            102,083
Debt (note 3)                                                                                     188,975            173,088
Closed Block liabilities                                                                        1,767,550          1,756,064
                                                                                              ------------------------------

                         Total liabilities                                                      9,868,456          9,771,562

                                                                                              ------------------------------
Company-obligated mandatorily redeemable preferred
      capital securities of subsidiary trusts holding solely
      junior subordinated debentures of the Company (note 3)                                      214,791            214,791

                                                                                              ------------------------------
Stockholders' equity:
      Preferred Stock, no par value, 20,000,000 shares
           authorized, none issued                                                                      -                  -
      Common Stock, Class A, no par value, 180,000,000
           shares authorized:  issued and outstanding; 24,997,902
           shares (net of 4,735,257 treasury shares) in 2000 and
           25,070,854 shares (net of 4,662,305 treasury shares) in 1999                            24,998             25,071
      Common Stock, Class B, no par value, 50,000,000 shares
           authorized; 5,000,000 shares issued and outstanding                                      5,000              5,000
      Paid-in capital                                                                             281,433            282,831
      Accumulated other comprehensive income (loss)                                              (132,389)          (135,964)
      Unearned compensation                                                                          (270)              (323)
      Unallocated ESOP shares                                                                      (1,378)            (1,378)
      Retained earnings                                                                           570,481            557,763
                                                                                              ------------------------------
                         Total stockholders' equity                                               747,875            733,000
                                                                                              ------------------------------
                         Total liabilities and stockholders' equity                           $10,831,122        $10,719,353
                                                                                              ==============================
</TABLE>


 See accompanying notes to consolidated financial statements.


                                       5

<PAGE>   6

                           AMERUS LIFE HOLDINGS, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                     ($ in thousands, except per share data)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                Three Months Ended
                                                                                                      March 31,
                                                                                                2000               1999
                                                                                           -------------------------------
<S>                                                                                        <C>                    <C>
Revenues:
      Insurance premiums                                                                   $    20,151            $ 23,835
      Universal life and annuity product charges                                                20,185              17,186
      Net investment income                                                                    139,854             129,965
      Realized gains (losses) on investments                                                    (3,028)              2,604
      Other income                                                                               4,665               1,715
      Contribution from the Closed Block                                                         5,860               6,542
                                                                                           -------------------------------

                                                                                               187,687             181,847
                                                                                           -------------------------------
Benefits and expenses:
      Policyowner benefits                                                                     108,986             109,419
      Underwriting, acquisition, and other expenses                                             24,158              22,417
      Amortization of deferred policy acquisition costs
           and value of business acquired                                                       22,320              16,985
      Dividends to policyowners                                                                  1,136                 976
                                                                                           -------------------------------

                                                                                               156,600             149,797
                                                                                           -------------------------------

Income from operations                                                                          31,087              32,050
Interest expense                                                                                 7,298               7,229
                                                                                           -------------------------------
Income before income tax expense and equity in
      earnings of unconsolidated subsidiary                                                     23,789              24,821

Income tax expense (note 4)                                                                      8,852               8,194
                                                                                           -------------------------------

Income before equity in earnings of unconsolidated
      subsidiary                                                                                14,937              16,627
Equity in earnings of unconsolidated subsidiary,
      net of tax                                                                                   781                 330
                                                                                           -------------------------------

            Net income                                                                     $    15,718            $ 16,957
                                                                                           ===============================

Earnings per common share:
      Basic                                                                                $      0.52            $   0.56
                                                                                           ===============================
      Diluted                                                                              $      0.52            $   0.56
                                                                                           ===============================

Weighted average common shares outstanding
      Basic                                                                                 29,967,997          30,432,955
                                                                                           ===============================
      Diluted                                                                               30,031,206          30,469,673
                                                                                           ===============================
</TABLE>


See accompanying notes to consolidated financial statements.


                                       6

<PAGE>   7

                           AMERUS LIFE HOLDINGS, INC.
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                ($ in thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                       Three Months Ended
                                                                                            March 31,
                                                                                    2000                 1999
                                                                                 ------------------------------
<S>                                                                              <C>                   <C>
Net Income                                                                       $ 15,718              $ 16,957

Other comprehensive income (loss), before tax
      Unrealized gains (losses) on securities
           Unrealized holding gains (losses) arising during period                  1,057               (30,158)
           Less: reclassification adjustment for gains (losses)
               included in net income                                              (4,443)                3,328
                                                                                 ------------------------------


      Other comprehensive income (loss), before tax                                 5,500               (33,486)

      Income tax (expense) benefit related to items of other
           comprehensive income                                                    (1,925)               11,720
                                                                                 ------------------------------

Other comprehensive income (loss), net of tax                                       3,575               (21,766)
                                                                                 ------------------------------

Comprehensive income (loss)                                                      $ 19,293              $ (4,809)
                                                                                 ==============================
</TABLE>

See accompanying notes to consolidated financial statements.



                                       7

<PAGE>   8

                           AMERUS LIFE HOLDINGS, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                ($ in thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                           Three Months Ended
                                                                                               March 31,
                                                                                        2000                1999
                                                                                      ----------------------------
<S>                                                                                   <C>               <C>
Cash flows from operating activities
       Net Income                                                                     $ 15,718          $   16,957
       Adjustments to reconcile net income to net cash
            provided by operating activities:
            Policyowner assessments on universal life
                 and annuity products                                                  (13,545)            (13,381)
            Interest credited to policyowner account
                 balances                                                               75,875              77,271
            Realized investment (gains) losses                                           3,028              (2,604)
            Goodwill amortization                                                        2,062               1,880
            VOBA amortization                                                            8,984               7,410
       Change in:
            Accrued investment income                                                   (8,446)             (5,464)
            Reinsurance receivables                                                     11,086              (2,048)
            Deferred policy acquisition costs                                          (35,167)            (27,961)
            Liabilities for future policy benefits                                      17,776             (44,583)
            Policy and contract claims and other
                 policyowner funds                                                      (1,476)             (4,001)
            Income taxes:
                 Current                                                               (15,814)             (2,358)
                 Deferred                                                               12,577               1,414
       Other, net                                                                      (25,685)             30,070
       Change in Closed Block assets and
            liabilities, net                                                            13,341              37,431
                                                                                      ----------------------------
            Net cash provided by operating activities                                   60,314              70,033
                                                                                      ----------------------------
Cash flows from investing activities
       Purchase of fixed maturities available-for-sale                                 550,469          (1,126,910)
       Maturities, calls and principal reductions of
            fixed maturities available for sale                                        434,583           1,069,617
       Purchase of equity securities                                                    (7,316)            (69,880)
       Proceeds from sale of equity securities                                           3,463              58,078
       Change in short-term investments, net                                                 -             (19,800)
       Purchase of mortgage loans                                                      (23,950)            (47,986)

</TABLE>

                                       8

<PAGE>   9
                           AMERUS LIFE HOLDINGS, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                ($ in thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                              Three Months Ended
                                                                                   March 31,
                                                                             2000            1999
                                                                           ------------------------
<S>                                                                        <C>              <C>
      Proceeds from repayment and sale of
           mortgage loans                                                    150,795         37,579
      Purchase of real estate and other invested assets                      (32,709)       (46,267)
      Proceeds from sale of real estate and other
           invested assets                                                    16,299         36,915
      Change in policy loans, net                                              1,068           (345)
      Other assets, net                                                       (1,754)        (1,387)
      Change in Closed Block investments, net                                (20,257)       (12,724)
                                                                           ------------------------

           Net cash (used in) investing activities                           (30,247)      (123,110)
                                                                           ------------------------
Cash flows from financing activities:
      Change in checks written in excess of balance                                -         17,764
      Deposits to policyowner account balances                               325,060        288,780
      Withdrawals from policyowner account balances                         (344,565)      (304,047)
      Change in debt, net                                                     15,887            364
      Purchase of treasury stock                                              (1,523)             -
      Issuance of treasury stock                                                 105             67
      Dividends to shareholders                                               (3,000)        (3,042)
                                                                           ------------------------

           Net cash provided by (used in) financing activities                (8,036)          (114)
                                                                           ------------------------

           Net increase (decrease) in cash                                    22,031        (53,191)

Cash and cash equivalents at beginning of period                              23,090         60,090
                                                                           ------------------------

Cash and cash equivalents at end of period                                  $ 45,121      $   6,899
                                                                           ========================
Supplemental disclosure of cash activities:

      Interest paid                                                         $  7,377      $   7,196
                                                                           ========================

      Income taxes paid                                                     $ 11,613      $     120
                                                                           ========================

</TABLE>


                                       9

<PAGE>   10


AMERUS LIFE HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for annual
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. All adjustments were of a
normal recurring nature, unless otherwise noted in Management's Discussion and
Analysis and the Notes to Financial Statements. Operating results for the three
months ended March 31, 2000 are not necessarily indicative of the results that
may be expected for the year ending December 31, 2000. For further information
and for capitalized terms not defined in this 10-Q, refer to the consolidated
financial statements and notes thereto included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1999.

     Certain amounts in the 1999 financial statements have been reclassified to
conform to the 2000 financial statement presentation.

     SFAS 133 AND 137

     In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 defines derivative instruments
and provides comprehensive accounting and reporting standards for the
recognition and measurement of derivative and hedging activities (including
certain instruments embedded in other contracts). It requires derivatives to be
recorded in the consolidated balance sheet at fair value and establishes
criteria for hedges of changes in the fair value of assets, liabilities or firm
commitments, hedges or variable cash flows or forecasted transactions, and
hedges of foreign currency exposures of net investments in foreign operations.
Changes in the fair value of derivatives not meeting specific hedge accounting
criteria would be recognized in the consolidated statement of operations. In
June 1999, the FASB issued SFAS No. 137 "Accounting for Derivative Instruments
and Hedging Activities - Deferral of the Effective Date of FASB Statement No.
133." SFAS No. 137 delays the effective date of SFAS No. 133 for all fiscal
quarters until fiscal years beginning after June 15, 2000. The Company is
evaluating SFAS No. 133 and has not determined its effect on the Consolidated
Financial Statements.


     STATUTORY ACCOUNTING CODIFICATION

     The NAIC has codified statutory accounting practices, which are expected to
constitute the only source of prescribed statutory accounting practices and are
effective in 2001. Codification will change prescribed statutory accounting
practices and may result in changes to the accounting practices that insurance
enterprises use to prepare their statutory financial statements. The changes of
codification will not have a material impact on statutory surplus.


                                       10


<PAGE>   11


     EARNINGS PER COMMON SHARE

     Basic earnings per share of common stock are computed by dividing net
income by the weighted-average number of common shares outstanding during the
period. Diluted earnings per share assumes the issuance of common shares
applicable to stock options and warrants calculated using the treasury stock
method.


(2)  CLOSED BLOCK

     Summarized financial information of the Closed Block balance sheet as of
March 31, 2000 and December 31, 1999 and statements of income for the three
months ended March 31, 2000 and 1999 are as follows:


                                       11

<PAGE>   12

<TABLE>
<CAPTION>
                                                                                  March 31,          December 31,
                                                                                    2000                1999
                                                                              ----------------------------------
                                                                                 (unaudited)
($ in thousands)
<S>                                                                           <C>                    <C>
Assets:
Securities available-for-sale at fair value
        Fixed maturity securities                                             $ 1,108,628            $ 1,087,672
Policy loans                                                                      193,293                188,035
Other investments                                                                       -                    602
Cash and cash equivalents                                                           1,727                  5,910
Accrued investment income                                                          16,084                 14,949
Premiums and fees receivable                                                          752                    957
Deferred policy acquisition costs                                                  93,415                 97,141
Other assets                                                                       18,297                 17,356
                                                                              ----------------------------------
               Total Assets                                                   $ 1,432,196            $ 1,412,622
                                                                              ==================================
Liabilities:
Future life and annuity policy benefits                                       $ 1,598,804            $ 1,581,923
Policyowner funds                                                                   6,792                  8,905
Dividends payable to policyowners                                                 151,167                152,984
Policy and contract claims                                                          4,880                  4,670
Other liabilities                                                                   5,907                  7,582
                                                                              ----------------------------------
               Total Liabilities                                              $ 1,767,550            $ 1,756,064
                                                                              ==================================

<CAPTION>
                                                                                 Three Months Ended March 31,
                                                                                    2000                1999
                                                                              ----------------------------------
<S>                                                                           <C>                    <C>
Revenues and expenses:
Insurance premiums                                                            $    48,974            $    48,960
Universal life and annuity product charges                                          3,091                  3,404
Net investment income                                                              27,294                 29,651
Realized gains (losses) on investments                                                 40                    452
Policyowner benefits                                                              (53,951)               (51,321)
Underwriting, acquisition and other expenses                                         (828)                (1,811)
Amortization of deferred policy acquisition costs                                  (3,727)                (7,553)
Dividends to policyowners                                                         (15,033)               (15,240)

Contribution from the Closed Block                                            ----------------------------------
        before income taxes                                                   $     5,860            $     6,542
                                                                              ==================================
</TABLE>

                                       12

<PAGE>   13


(3)      DEBT AND CAPITAL SECURITIES

         Debt consists of the following:
<TABLE>
<CAPTION>
                                                                                     March 31,          December 31,
                                                                                       2000                 1999
                                                                                  ------------          ------------
                                                                                   (unaudited)
<S>                                                                               <C>                   <C>
($ in thousands)

Federal Home Loan Bank community investment
      long-term advances with a weighted average
      interest rate of 6.29% at March 31, 2000 (A)                                  $  15,975             $  16,088

Revolving credit agreement                                                             48,000                32,000

Senior notes bearing interest at 6.95%
      due June, 2005                                                                  125,000               125,000
                                                                                  ------------          ------------


                                                                                    $ 188,975             $ 173,088
AmerUs Capital I 8.85 % Capital                                                   ============          ============
      Securities Series A due
      February 1, 2007                                                              $  86,000             $  86,000

AmerUs Capital II 7.00 % Adjustable
      Conversion-rate Equity Security
      Units due July 27, 2003                                                         128,791               128,791
                                                                                  ------------          ------------
                                                                                    $ 214,791             $ 214,791
                                                                                  ============          ============
</TABLE>


(A)  The Company has multiple credit arrangements with the Federal Home Loan
Bank (FHLB). In addition to the long-term advances disclosed above, the Company
is eligible to borrow under variable-rate short term fed funds arrangements of
which no amount was outstanding at March 31, 2000. These borrowings are secured
and interest is payable at the current rate at the time of any advance.

     For an additional discussion of the terms of the above indebtedness refer
to the Company's consolidated financial statements as of December 31, 1999.


(4)  FEDERAL INCOME TAXES

     The effective income tax rate for the three months ending March 31, 2000
and 1999 varied from the prevailing corporate rate primarily as a result of
goodwill amortization and low income housing and rehabilitation credits.


                                       13


<PAGE>   14



(5)  COMMITMENTS AND CONTINGENCIES

     The Company has entered into agreements with various partnerships in which
a subsidiary of AMHC has an interest. Pursuant to these agreements the Company
is obligated to make future capital contributions to the partnerships of up to
$48.4 million.

     The Company is party to financial instruments in the normal course of
business to meet the financing needs of its customers having risk exposure not
reflected in the balance sheet. These financial instruments include commitments
to extend credit, guarantees and standby letters of credit. Commitments to
extend credit are agreements to lend to customers. Commitments generally have
fixed expiration dates and may require payment of a fee. Since many commitments
expire without being drawn upon, the total amount of commitments does not
necessarily represent future cash requirements. The Company has also guaranteed
two loans for a fee. At March 31, 2000, outstanding commitments to extend credit
totaled approximately $11.6 million and loan guarantees totaled approximately
$6.5 million.

     The Company has an agreement with Bank One, N.A. whereby the Company
guarantees the payment of loans made to certain of the Company's managers and
executives for the purpose of purchasing Common Stock and ACES pursuant to the
Stock Purchase Program. The liability of the Company in respect of the principal
amount of loans is limited to $25 million. The Company has also guaranteed
interest and all other fees and obligations owing on the loans. Each participant
in the program has agreed to repay the Company for any amounts paid by the
Company under the guarantee in accordance with a reimbursement agreement entered
into between the participant and the Company.

     AmerUs Life Insurance Company ("AmerUs Life") and its joint venture partner
are contingently liable in the event the joint venture, Ameritas Variable Life
Insurance Company ("AVLIC"), cannot meet its policyholder obligations. At March
31, 2000, AVLIC had statutory assets of $2,724.8 million, liabilities of
$2,682.5 million, and surplus of $42.3 million.

     In the ordinary course of business, the Company and its subsidiaries are
engaged in certain other litigation, none of which management believes is
material to the Company's results of operations.


(6)  REORGANIZATION

     On December 20, 1999 the Company and the Company's controlling shareholder,
American Mutual Holding Company, AMHC, announced that their respective boards of
directors had approved plans for the demutualization of AMHC and the merger of
the Company into AMHC following the demutualization. Upon completion of the
demutualization, AMHC would be a public company and will change its name to
AmerUs Group Co. (AmerUs Group). Members of AMHC will receive approximately 17
million shares of AmerUs Group and cash or policy credits in excess of $300
million as a result of the demutualization. Shareholders of the Company will
receive shares in AmerUs Group in a one-for-one exchange. Upon completion of the
demutualization, AmerUs Group will consist of the Company and AMHC's non-life
subsidiaries, principally AmerUs Properties, Inc. and AmerUs Home Equity, Inc.

     Approval for the demutualization and merger is needed from the members of
AMHC, the Iowa Insurance Commissioner and shareholders of the Company. The
Company expects to ask for approval of these transactions during the second
quarter of 2000.

     On February 18, 2000, the Company, AMHC and Indianapolis Life Insurance Co.
(ILICO) entered into a definitive agreement for a combination of the companies.
Under these terms, AMHC will proceed with its previously announced
demutualization. ILICO will demutualize separately and ILICO's members will
receive cash, policy credits and stock equivalent to the value of 11.25 million
shares of


                                       14

<PAGE>   15


stock of AmerUs Group. Upon demutualization, ILICO will become a subsidiary of
AmerUs Group and will continue operations as a stock life insurance company.

     As part of the transaction, the Company made an investment of $100 million
in a downstream holding company of ILICO.

     ILICO is a 95-year old mutual life insurance and annuity company based in
Indianapolis, Indiana. ILICO and its subsidiaries are licensed to do business in
all 50 states and the District of Columbia. At March 31, 2000, ILICO had total
assets of $6.2 billion and insurance in force of $30.0 billion.

     The contemplated transactions are subject to normal closing conditions,
including appropriate policyholder/member, shareholder and regulatory approvals.
The Company expects the demutualization of ILICO and combination into AmerUs
Group to take place in the fourth quarter of 2000.


(7)  OPERATING SEGMENTS

     The Company has two operating segments: Life Insurance and Annuities.
Products generally distinguish a segment. A brief description of each segment
follows:

     LIFE INSURANCE

     Open Block: The primary product offerings consist of whole life, universal
     life and term life insurance policies. These products are marketed on a
     national basis primarily through a Preferred Producer agency system and a
     Personal Producing General Agent ("PPGA") distribution system.

     Closed Block: The Closed Block was established for insurance policies which
     had a dividend scale in effect as of June 30, 1996. The Closed Block was
     designed to provide reasonable assurance to owners of insurance policies
     included therein that, after the Reorganization of AmerUs Life, assets
     would be available to maintain the dividend scales and interest credits in
     effect prior to the Reorganization if the experience underlying such scales
     and credits continues. The primary products included in the Closed Block
     are whole life, certain universal life policies and term life insurance
     policies.

     ANNUITIES

     The Annuity segment markets individual fixed annuities on a national basis
primarily through independent brokers and marketing companies. The Annuity
segment also includes one insurance contract issued to a commercial paper
conduit.

     The Company uses the same accounting policies and procedures to measure
operating segment income and assets as it uses to measure its consolidated
income from operations and assets with the exception of the elimination of
certain items which management believes are not necessarily indicative of
overall operating trends. For example, net realized capital gains or losses on
investments, excluding gains or losses on convertible debt which are considered
core earnings, are not included as part of operating segment income. These items
are shown between adjusted pre-tax operating income and income from operations
on the following operating segment income tables. Operating segment income is
generally income before non-core realized gains and losses, interest expense,
income tax and equity earnings of the Company's unconsolidated subsidiary, AMAL.
Premiums, product charges, policyowner benefits, insurance expenses,
amortization of deferred policy acquisition costs and VOBA and dividends to
policyowners are attributed directly to each operating segment. Net investment
income and core realized gains and losses on investments are allocated based on
directly-related assets required for transacting the business of that segment.
Other revenues and benefits and expenses which are deemed not to be associated
with any specific segment are grouped together in the All other category. These
items

                                       15

<PAGE>   16


primarily consist of discontinued product lines such as group and health and
holding company revenues and expenses. The contribution to the operating income
of the life insurance segment from the Closed Block is reported as a single line
item.

     Assets are segmented based on policy liabilities directly attributable to
each segment. All assets allocated to the Closed Block are grouped together and
shown as a separate item entitled "Closed Block Assets."

     There are no significant intersegment transactions.

     There have been no material changes in segment assets since December
31, 1999.

     Operating segment income is as follows:



                                       16


<PAGE>   17

Operating Segment Income
($ in thousands)

Three Months Ended March 31, 2000

<TABLE>
<CAPTION>
                                                                   Life Insurance         Annuities   All Other      Consolidated
                                                                -----------------------------------------------------------------
<S>                                                             <C>                    <C>             <C>           <C>
Revenues:
      Insurance premiums                                               $ 14,307        $  5,883        $   (39)         $ 20,151
      Universal life and annuity product charges                         11,695           8,490              -            20,185
      Net investment income                                              24,848         113,301          1,705           139,854
      Core realized gains on investments                                      -           1,528              -             1,528
      Other income                                                            -           4,165            500             4,665
      Contribution from the Closed Block                                  5,860               -              -             5,860
                                                                -----------------------------------------------------------------

                                                                         56,710         133,367          2,166           192,243
Benefits and expenses:
      Policyowner benefits                                               22,005          86,808            173           108,986
      Underwriting, acquisition, and other expenses                       9,784          11,391          2,533            23,708
      Amortization of deferred policy acquisition costs
           and value of business acquired, net of
           non-core adjustment of $620                                    5,810          15,890              -            21,700
      Dividends to policyowners                                           1,136               -              -             1,136
                                                                -----------------------------------------------------------------

                                                                         38,735         114,089          2,706           155,530
                                                                -----------------------------------------------------------------

Adjusted pre-tax operating income (loss)                               $ 17,975        $ 19,278        $  (540)           36,713
                                                                ================================================

      Non-core realized gains (losses) on investments                                                                     (4,556)
      Amortization of deferred policy acquisition costs
           due to non-core realized gains or losses                                                                         (620)
      Reorganization costs                                                                                                  (450)

                                                                                                                     ---------------
Income from operations                                                                                                    31,087

Interest (expense)                                                                                                        (7,298)

Income tax (expense)                                                                                                      (8,852)

Equity in earnings of unconsolidated subsidiary, net of tax                                                                  781
                                                                                                                     ---------------

           Net income                                                                                                   $ 15,718
                                                                                                                     ===============
</TABLE>

                                       17

<PAGE>   18


 Operating Segment Income
 ($ in thousands)


 Three Months Ended March 31, 1999

<TABLE>
<CAPTION>

                                                                                                                     Total
                                                                 Life Insurance    Annuities      All Other      Consolidated
                                                            ------------------------------------------------------------------
<S>                                                         <C>                    <C>            <C>            <C>
Revenues:
      Insurance premiums                                            $15,326        $  8,470         $   39          $ 23,835
      Universal life and annuity product charges                     11,821           5,365              -            17,186
      Net investment income                                          20,623         108,201          1,141           129,965
      Core realized gains on investments                                  -           2,969              -             2,969
      Other income                                                        -           1,362            353             1,715
      Contribution from the Closed Block                              6,542               -              -             6,542
                                                            ------------------------------------------------------------------

                                                                     54,312         126,367          1,533           182,212
Benefits and expenses:
      Policyowner benefits                                           24,586          84,745             88           109,419
      Underwriting, acquisition, and other expenses                  12,175           9,576            666            22,417
      Amortization of deferred policy acquisition costs
           and value of business acquired, net of
           non-core adjustment of $511                                5,017          11,457              -            16,474
      Dividends to policyowners                                         976               -              -               976
                                                            ------------------------------------------------------------------

                                                                     42,754         105,778            754           149,286
                                                            ------------------------------------------------------------------

Adjusted pre-tax operating income                                   $11,558        $ 20,589         $  779            32,926
                                                            ================================================

      Non-core realized gains (losses) on investments                                                                   (365)
      Amortization of deferred policy acquisition costs
           due to non-core realized gains or losses                                                                     (511)

                                                                                                                 --------------
Income from operations                                                                                                32,050

Interest (expense)                                                                                                    (7,229)

Income tax (expense)                                                                                                  (8,194)

Equity in earnings of unconsolidated subsidiary, net of tax                                                              330
                                                                                                                 --------------

           Net income                                                                                               $ 16,957
                                                                                                                 ==============
</TABLE>

                                       18
<PAGE>   19


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
          FINANCIAL CONDITION

     The following analysis of the consolidated results of operations and
financial condition of the Company should be read in conjunction with the
Selected Consolidated Financial and Operating Data and Consolidated Financial
Statements and related notes.


OVERVIEW

     The Company is a holding company engaged through its subsidiaries in the
business of marketing, underwriting and distributing a broad range of individual
life insurance and annuity products to individuals and businesses in 49 states,
the District of Columbia and the U.S. Virgin Islands. The Company has two
operating segments: Life Insurance and Annuities. The Life Insurance segment's
primary product offerings consist of whole life, universal life and term life
insurance policies. The primary product offerings of the Annuity segment are
fixed annuities.

     In accordance with Generally Accepted Accounting Principals (GAAP),
universal life insurance premiums and annuity deposits received are reflected as
increases in liabilities for policyowner account balances and not as revenues.
Revenues reported for universal life and annuity products consist of policy
charges for the cost of insurance, administration charges and surrender charges
assessed against policyowner account balances. Surrender benefits paid relating
to universal life insurance policies and annuity products are reflected as
decreases in liabilities for policyowner account balances and not as expenses.
Amounts for interest credited to universal life and annuity policyowner account
balances and benefit claims in excess of policyowner account balances are
reported as expenses in the financial statements. The Company receives
investment income earned from the funds deposited into account balances by
universal life and annuity policyowners, the majority of which is passed through
to such policyowners in the form of interest credited.

     Premium revenues reported for traditional life insurance products are
recognized as revenues when due. Future policy benefits and policy acquisition
costs are recognized as expenses over the life of the policy by means of a
provision for future policy benefits and amortization of deferred policy
acquisition costs.

     The costs related to acquiring new business, including certain costs of
issuing policies and certain other variable selling expenses (principally
commissions), defined as policy acquisition costs, are deferred. The method of
amortizing deferred policy acquisition costs for life insurance products varies,
dependent upon whether the contract is participating or non-participating.
Participating contracts are those which are expected to pay dividends to
policyowners in proportion to their relative contribution to the Company's
statutory surplus. Non-participating life insurance deferred policy acquisition
costs are amortized over the premium-paying period of the related policies in
proportion to the ratio of annual premium revenues to total anticipated premium
revenues using assumptions consistent with those used in computing policy
benefit reserves. Deferred policy acquisition costs for participating policies
are amortized as an expense primarily in proportion to expected profits or
margins from such policies. This amortization is adjusted when current or
estimated future gross profits or margins on the underlying policies vary from
previous estimates. For example, the amortization of deferred policy acquisition
costs is accelerated when policy terminations are higher than originally
estimated or when investments supporting the policies are sold at a gain prior
to their anticipated maturity. Death and other policyowner benefits reflect
exposure to mortality risk and fluctuate from period to period based on the
level of claims incurred within insurance retention limits. The profitability of
the Company is primarily affected by expense levels, interest spread results
(i.e., the excess of investment earnings over the interest credited to
policyowners) and fluctuations in mortality, persistency and other policyowner
benefits. The Company has the ability to mitigate adverse experience through
adjustments to credited interest rates, policyowner dividends or cost of
insurance charges.


                                       19

<PAGE>   20



ADJUSTED NET OPERATING INCOME

     The following table reflects net income adjusted to eliminate certain items
(net of applicable income taxes and minority interest) which management believes
do not necessarily indicate overall operating trends. For example, net realized
capital gains or losses on investments, excluding gains or losses on convertible
debt which are considered core earnings, are eliminated. Net realized capital
gains or losses on investments may be realized at the sole discretion of
management and are often realized in accordance with tax planning strategies.
Therefore, net realized capital gains or losses do not reflect the Company's
ongoing earnings capacity. Different items are likely to occur in each period
presented and others may have different opinions as to which items may warrant
adjustment. Adjusted net operating income is the basis used by the Company in
assessing its overall performance. Adjusted net operating income as described
here may not be comparable to similarly titled measures reported by other
companies. The adjusted net operating income shown below does not constitute net
income computed in accordance with GAAP.


<TABLE>
<CAPTION>

                                                          For the Three Months Ended
                                                                  March 31,
                                                        2000                     1999
                                                     -----------------------------------
<S>                                                  <C>                       <C>
($ in thousands, except per share data)

Net Income                                           $ 15,718                  $ 16,957

Net non-core realized (gains) losses (A)                2,962                       237

Net amortization of deferred policy
       acquisition costs due to non-core
       realized gains or losses (B)                       403                       332

Reorganization costs (C)                                  450                         -

                                                     -----------------------------------
Adjusted Net Operating Income                        $ 19,533                  $ 17,526
                                                     ===================================

Adjusted Net Operating Income
       per common share:
       Basic (D)                                     $   0.65                  $   0.58
       Diluted (E)                                   $   0.65                  $   0.58

</TABLE>


(A)  Represents total realized gains or losses on investments less core realized
     gains or losses (defined as gains or losses on the convertible preferred
     stock and bond portfolio, and gains on loans held for sale) adjusted for
     income taxes on such amounts. Non-core realized gains or losses may vary
     widely between periods. Such amounts are determined by management's timing
     of individual transactions and do not necessarily correspond to the
     underlying operating trends.

(B)  Represents amortization of deferred policy acquisition costs due to
     non-core realized gains or losses being included in product margins,
     adjusted for income taxes on such amounts.



                                       20
<PAGE>   21








C)   Represents costs directly related to the Company's proposed merger with its
     controlling shareholder, American Mutual Holding Company (AMHC), following
     the proposed demutualization of AMHC. These costs consist primarily of
     legal and consulting expenses. See further discussion of the proposed
     reorganization plans in the Liquidity and Capital Resources section of
     Management's Discussion and Analysis of Results of Operations and Financial
     Condition.

(D)  Basic adjusted net operating income per common share for the first quarters
     of 2000 and 1999 is calculated using 29.97 million and 30.43 million
     shares, respectively.

(E)  Diluted adjusted net operating income per common share for the first
     quarters of 2000 and 1999 is calculated using 30.03 million and 30.47
     million shares, respectively.


THE CLOSED BLOCK

     The Closed Block was established on June 30, 1996. Insurance policies which
had a dividend scale in effect as of June 30, 1996, were included in the Closed
Block. The Closed Block was designed to provide reasonable assurance to owners
of insurance policies included therein that, after the reorganization of AmerUs
Life, assets would be available to maintain the dividend scales and interest
credits in effect prior to the reorganization if the experience underlying such
scales and credits continues.

     The contribution to the operating income of the Company from the Closed
Block is reported as a single line item in the income statement. Accordingly,
premiums, product charges, investment income, realized gains and (losses) on
investments, policyowner benefits and dividends attributable to the Closed
Block, less certain minor expenses including amortization of deferred policy
acquisition costs, are shown as a net number under the caption "Contribution
from the Closed Block". This results in material reductions in the respective
line items in the income statement while having no effect on net income. The
expenses associated with the administration of the policies included in the
Closed Block and the renewal commissions on these policies are not charged
against the Contribution from the Closed Block, but rather are grouped with
underwriting, acquisition and other expenses. Also, all assets allocated to the
Closed Block are grouped together and shown as a separate item titled "Closed
Block Assets". Likewise, all liabilities attributable to the Closed Block are
combined and disclosed as the "Closed Block Liabilities".


OPERATING SEGMENTS

     The Company has two reportable operating segments: Life Insurance and
Annuities. Products generally distinguish a segment. The Company uses the same
accounting policies and procedures to measure operating segment income as it
uses to measure its consolidated income from operations with the exception of
the elimination of certain items which management believes are not necessarily
indicative of overall operating trends. These items are explained further in the
Adjusted Net Operating Income section of Management's Discussion and Analysis of
Results of Operations and Financial Condition. Revenues and benefits and
expenses are primarily attributed directly to each operating segment. Net
investment income and core realized gains and (losses) on investments are
allocated based on the directly-related asset portfolios. Other revenues and
expenses which are deemed not to be associated with any specific reportable
segment are grouped together in the All Other category. These items primarily
consist of discontinued product lines such as group and health and holding
company revenues and expenses. The Company assesses the performance of its
operating segments before interest expense, income taxes, and equity in earnings
of its unconsolidated subsidiary, AMAL Corporation (AMAL).


                                       21
<PAGE>   22






SALES

     LIFE INSURANCE

     The following table sets forth information regarding the Company's life
insurance sales activity by product:
<TABLE>
<CAPTION>
                                                                   Sales Activity by Product
                                                               Direct First Year Annualized Premiums
                                                                   For the Three Months Ended
                                                                           March 31,
                                                                     2000              1999
                                                              -----------------------------------
<S>                                                           <C>                <C>
($ in thousands)

Traditional life insurance:
    Participating whole life                                   $         3,768   $        4,905
    Term life                                                            2,879            1,412
Universal life                                                           4,563            3,210
                                                              -----------------------------------

    Total                                                      $        11,210   $        9,527
                                                              ===================================
</TABLE>

     Life insurance sales as measured by annualized premiums increased 17.7% to
$11.2 million for the first quarter of 2000 compared to $9.5 million for the
same period in 1999. Sales of participating whole life insurance decreased in
the first quarter of 2000 compared to the first quarter of 1999 which was
consistent with the general industry decline of sales of this product. Term life
insurance sales increased $1.5 million to $2.9 million for the first quarter of
2000 compared to $1.4 million for the same period in 1999. The increase in term
life insurance sales was primarily the result of product repricing completed in
mid-1999 along with an increase in consumer demand for the product. Sales of
universal life insurance for the first three months of 2000 increased by $1.3
million from the same period in 1999. Increased sales of universal life were
primarily attributable to new universal life products introduced in mid-1999.



                                       22
<PAGE>   23







     The following table sets forth the Company's life insurance collected
premiums, including collected premiums associated with the Closed Block, for the
periods indicated:
<TABLE>
<CAPTION>
                                                 Collected Premiums by Product
                                                  For the Three Months Ended
                                                           March 31,
                                                    2000              1999
                                             -----------------------------------
<S>                                          <C>                  <C>
($ in thousands)

Individual life premiums collected:
    Traditional life:
        First year and single                 $      21,552     $      22,222
        Renewal                                      47,497            46,624
                                             ---------------------------------

        Total                                        69,049            68,846

    Universal life:
        First year and single                         7,612             5,098
        Renewal                                      19,239            18,771
                                             ---------------------------------

        Total                                        26,851            23,869

Total individual life                                95,900            92,715

    Reinsurance assumed                                 372               349
    Reinsurance ceded                                (5,912)           (4,302)
                                             ---------------------------------

Total individual life, net of reinsurance     $      90,360     $      88,762
                                             =================================
</TABLE>

     Traditional life insurance premiums collected were $69.0 million for the
first quarter of 2000 compared to $68.8 million for the first quarter of 1999.
Although repetitive premiums were higher in the first quarter of 2000 as
compared to the first quarter of 1999, first year and single premium decreased
between periods due to decreased discretionary premium contributions.
Discretionary premium contributions are largely impacted by alternative
investment rates available. Renewal direct collected premium was $0.9 million
higher in the first quarter of 2000 as compared to the same period in 1999
primarily due to continued favorable persistency and the continued growth of the
block of business.

     Universal life insurance premiums collected were $26.9 million in the first
quarter of 2000 compared to $23.9 million for the same period in 1999. The
increase in 2000 was primarily due to new products introduced in mid-1999.

     Effective January 1, 2000, the Company entered into additional reinsurance
agreements which effectively reduced the Company's retention limit to $100,000
for the majority of policies issued since July 1, 1996 and for the majority of
new business going forward. As a result of these new agreements, reinsurance
ceded was $1.6 million higher for the first quarter of 2000 as compared to the
same period in 1999.


                                       23
<PAGE>   24






     The following table sets forth information regarding the Company's life
insurance in force for each date presented:
<TABLE>
<CAPTION>
                                                                     Individual Life Insurance in Force
                                                                               As of March 31,
                                                                       2000                     1999
                                                              -----------------------------------------------
<S>                                                           <C>                      <C>
($ in thousands)

Traditional life
    Number of policies                                                      249,600                  252,975
    GAAP life reserves                                          $         1,664,907    $           1,578,053
    Face amounts                                                $        22,594,000    $          19,843,000

Universal life
    Number of policies                                                      112,779                  114,397
    GAAP life reserves                                          $           927,749    $             900,756
    Face amounts                                                $        12,387,000    $          12,114,000

Total life insurance
    Number of policies                                                      362,379                  367,372
    GAAP life reserves                                          $         2,592,656    $           2,478,809
    Face amounts                                                $        34,981,000    $          31,957,000
</TABLE>

     While the total policy count continues to decline consistent with industry
trends, the average policy size continues to increase, from $87,000 in 1999 to
$96,500 in 2000. As a result, total insurance in force has grown to almost $35
billion as of March 31, 2000.







                                       24
<PAGE>   25









     ANNUITIES

     The following table sets forth annuity collected premiums for the periods
indicated:
<TABLE>
<CAPTION>
                                             Collected Premiums by Product
                                              For the Three Months Ended
                                                       March 31,
                                                 2000             1999
                                           ----------------------------------
<S>                                        <C>               <C>
($ in thousands)

Fixed annuities                             $       206,324  $       233,675
Multi-choice annuities                               20,206                -
Equity-index annuities                               70,931            4,639
                                           ----------------------------------

    Total                                           297,461          238,314

Reinsurance assumed                                       -                -
Reinsurance ceded                                       (54)             (66)
                                           ----------------------------------

Total annuities, net of reinsurance         $       297,407   $      238,248
                                           ==================================
</TABLE>

     The Company markets its annuity products on a national basis through
networks of independent agents whom are supervised by regional vice presidents
and directors or Independent Marketing Organizations (IMO's). The Company's
IMO's consist of approximately 70 contracted organizations and three
wholly-owned organizations. Annuity collected premiums were $297.5 million for
the first quarter of 2000 compared to $238.3 million for the same period in
1999. The increase in collected premiums was primarily attributable to the
introduction of new equity-index and multi-choice annuity products in late-1999
and first quarter 2000. The multi-choice annuity product provides for various
earnings strategies under one product, such as a long-term equity index, an
annual equity index, an investment grade bond index, and a guaranteed one-year
rate. Earnings are credited to this product based on the increases in the
applicable indices, less management fees, and funds may be moved between
investment alternatives.





                                       25
<PAGE>   26








     The following table sets forth information regarding annuities in force for
each date presented:
<TABLE>
<CAPTION>
                                                                 Annuities in Force
                                                                   As of March 31,
                                                            2000                     1999
                                                  --------------------------------------------------
<S>                                               <C>                      <C>
($ in thousands)

Deferred fixed and immediate annuities
    Number of policies                                           166,607                  177,032
    GAAP life reserves                             $           5,886,865   $            5,982,979

Multi-choice annuities
    Number of policies                                               389                        -
    GAAP life reserves                             $              22,146   $                    -

Equity-index annuities
    Number of policies                                            10,673                    6,369
    GAAP life reserves                             $             519,931   $              254,059

Total annuities
    Number of policies                                           177,669                  183,401
    GAAP life reserves                             $           6,428,942   $            6,237,038
</TABLE>

     The total number of annuity policies declined between periods while the
GAAP reserves on annuity policies increased. These changes between periods were
primarily attributable to an increase in the average size of policies sold
combined with surrenders of smaller average size policies.


RESULTS OF OPERATIONS

     A summary of the Company's revenue follows:




                                     26
<PAGE>   27




<TABLE>
<CAPTION>


                                                                     Three Months Ended
                                                                          March 31,
                                                                     2000            1999
                                                                ------------------------------
<S>                                                             <C>             <C>
($ in thousands)

Insurance premiums
      Life insurance - traditional                               $      14,307  $     15,326
      Annuities - Immediate annuity &
            supplementary contract premiums                              5,883         8,470
      All other                                                            (39)           39
                                                                ------------------------------

      Total insurance premiums                                          20,151        23,835

Product charges
      Life insurance - universal life                                   11,695        11,821
      Annuities                                                          8,490         5,365
                                                                ------------------------------

      Total product charges                                             20,185        17,186

Net investment income
      Life insurance                                                    24,848        20,623
      Annuities                                                        113,301       108,201
      All other                                                          1,705         1,141
                                                                ------------------------------

      Total net investment income                                      139,854       129,965

Realized gains (losses) on investments
      Life insurance - core                                                  -             -
      Annuities - core                                                   1,528         2,969
      All other - non-core                                              (4,556)         (365)
                                                                ------------------------------

      Total realized gains (losses) on investments                      (3,028)        2,604

Other income
      Life insurance                                                         -             -
      Annuities                                                          4,165         1,362
      All other                                                            500           353
                                                                ------------------------------

      Total other income                                                 4,665         1,715

Contribution from the Closed Block                                       5,860         6,542
                                                                ------------------------------

      Total revenues                                             $     187,687  $    181,847
                                                                ==============================
</TABLE>

                                       27
<PAGE>   28





     Traditional life insurance premiums were $14.3 million for the first
quarter of 2000 compared to $15.3 million for the same period in 1999. Effective
January 1, 2000, the Company entered into reinsurance agreements which
effectively reduced the Company's retention limit to $100,000 for the majority
of new business. The decrease in traditional life insurance premiums was
primarily the result of approximately $1.0 million of additional premium ceded
to reinsurers and approximately $1.3 million of lower discretionary premium
contributions, partially offset by increased renewal premium of approximately
$1.3 million.

     Immediate annuity and supplementary contract premiums decreased by $2.6
million to $5.9 million for the first quarter of 2000 compared to $8.5 million
for the first quarter of 1999. A decrease in immediate annuity premiums in 2000
was anticipated as a result of pricing adjustments made on immediate annuity
products.

     Universal life product charges were $0.1 million lower in the first quarter
of 2000 compared with the same period in 1999. The decrease in product charges
in 2000 was primarily due to higher reinsurance costs partially offset by
increased cost of insurance charges as a result of the normal aging of the block
of business.

     Annuity product charges were $8.5 million for the first quarter of 2000
compared to $5.4 million for the same period in 1999. The increase in product
charges was primarily due to increased surrender charges resulting from the
larger annuity block of business in force and an increase in withdrawals.
Annuity withdrawal rates averaged 16.9% in the first quarter of 2000 compared to
14.7% in the first quarter of 1999. Based on the current interest rate
environment, withdrawal rates for the near term are expected to run at a higher
level as compared to a year ago. Although withdrawal rates were up, internal
replacement rates were also up as some of the surrendered policies were rolled
over to other AmerUs products.

     Total net investment income was $139.9 million for the first quarter of
2000 compared to $130.0 million for the first quarter of 1999. The increase in
2000 net investment income was primarily attributable to higher average invested
assets (excluding market value adjustments) and a higher effective yield as
compared to 1999. Average invested assets (excluding market value adjustments)
increased approximately $325.4 million in the first quarter of 2000 as compared
to the same period in 1999 primarily due to the Company's increased investment
funds from a structured asset-backed commercial paper vehicle entered into in
the third quarter of 1999 and the growth of the Company's life insurance and
annuity business since last year. The effective yield of the entire portfolio in
the first quarter of 2000 was 7.34% compared to 7.09% in the first quarter of
1999. The effective yield of the annuity portion of the portfolio increased 4
basis points to 6.77% for the first quarter of 2000 as compared to 6.73% for the
same period in 1999. The increase in effective yields primarily resulted from
higher reinvestment rates near the end of 1999 and in the first quarter of 2000
as compared to the portfolio rate at the beginning of the prior year period.

     Realized losses on investments were $3.0 million for the first quarter of
2000 compared to realized gains of $2.6 million for the first quarter of 1999.
The level of realized gains and losses will fluctuate from period to period
depending on the prevailing interest rate and economic environment and the
timing of the sale of investments.

     All other income primarily consists of structured finance fees from
affordable housing programs and third party annuity commissions received by
wholly-owned IMO's. Other income increased approximately $3.0 million in the
first quarter of 2000 as compared to the same period in 1999 primarily due to
the acquisition of another IMO in February, 2000.



                                       28
<PAGE>   29





     The Contribution from the Closed Block was $5.9 million for the first
quarter of 2000 compared to $6.5 million for the same period in 1999. The
following table sets forth the operating results of the Closed Block for the
periods indicated:
<TABLE>
<CAPTION>
                                                                Three Months Ended
                                                                     March 31,
                                                                 2000        1999
                                                            -------------------------
<S>                                                          <C>           <C>
($ in thousands)

Revenues
   Insurance premiums                                         $  48,974    $  48,960
   Universal life and annuity product charges                     3,091        3,404
   Net investment income                                         27,294       29,651
   Realized gains (losses) on investments                            40          452
                                                             ------------------------

        Total revenues                                           79,399       82,467

Benefits and expenses
   Policyowner benefits                                          53,951       51,321
   Underwriting, acquisition and insurance expenses                 828        1,811
   Amortization of deferred policy acquisition costs              3,727        7,553
   Dividends to policyowners                                     15,033       15,240
                                                             ------------------------

        Total benefits and expenses                              73,539       75,925
                                                             ------------------------
Contribution from the Closed Block                            $   5,860    $   6,542
                                                             ========================
</TABLE>

     Closed Block insurance premiums were approximately $49.0 million for the
first quarter of 2000 and the first quarter of 1999. Closed Block insurance
premiums are expected to decline as the Closed Block's life insurance in force
declines over the life of the Block. However, due to an increase in paid-up
additions to life insurance policies from dividend distributions, life insurance
premiums for the first quarter of 2000 remained at the same level as the first
quarter of 1999.

     Product charges on universal life policies included in the Closed Block
decreased $0.3 million to $3.1 million for the first quarter of 2000 compared to
$3.4 million for the same period in 1999. The decrease in product charges on
universal life policies was primarily the result of the reduction of such
business in force due to deaths and surrenders.

     Net investment income for the Closed Block was $27.3 million for the first
quarter of 2000 compared to $29.7 million for the same period in 1999. The
decrease was primarily attributable to lower effective yields, partially offset
by higher average invested assets (excluding market value adjustments).

     There were minimal realized gains on investments of the Closed Block in the
first quarter of 2000 compared to $0.4 million of realized gains in the first
quarter of 1999. The level of realized gains is subject to fluctuation from
period to period depending on the prevailing interest rate and economic
environment and the timing of the sale of investments.



                                       29
<PAGE>   30








     Closed Block policyowner benefits were $2.6 million higher in the first
quarter of 2000 compared to the same period in 1999. The increase was primarily
due to increased death benefits.

     The amortization of deferred policy acquisition costs for the Closed Block
decreased by $3.9 million to $3.7 million for the first quarter of 2000 compared
to $7.6 million for the first quarter of 1999. Deferred policy acquisition costs
are generally amortized in proportion to gross margins. The decrease in the
amortization of deferred policy acquisition costs for the first quarter of 2000
compared to the first quarter of 1999 is consistent with the projected reduction
in the gross margins of the Closed Block as the life insurance in force
declines.

     Closed Block dividends to policyowners decreased by $0.2 million to $15.0
million for the first quarter of 2000 compared to $15.2 million for the same
period in 1999. The decrease in 2000 was primarily due to the decrease in the
deferred dividends resulting from lower margins as compared to the same period
in 1999.





                                       30
<PAGE>   31





     A summary of the Company's policyowner benefits follows:
<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                                March 31,
                                                           2000         1999
                                                        ------------------------
<S>                                                     <C>           <C>
($ in thousands)

Life Insurance
     Traditional:
         Death benefits                                  $     770    $     694
         Change in liability for future policy
            benefits and other policy benefits               4,314       10,291
                                                        ------------------------

            Total traditional                                5,084       10,985

     Universal:
         Death benefits in excess of cash value              8,313        6,289
         Interest credited on policyowner
              account balances                               7,654        7,531
         Other                                                 954         (219)
                                                        ------------------------

            Total universal                                 16,921       13,601
                                                        ------------------------

            Total life insurance benefits                   22,005       24,586

Annuities
   Interest credited to deferred annuity
        account balances                                    68,221       69,740
   Other annuity benefits                                   18,587       15,005
                                                        ------------------------

            Total annuity benefits                          86,808       84,745

All other benefits                                             173           88
                                                        ------------------------

Total policyowner benefits                               $ 108,986    $ 109,419
                                                        ========================
</TABLE>


     Total life insurance benefits were $22.0 million for the first quarter of
2000 compared to $24.6 million for the first quarter of 1999. The Company
entered into additional reinsurance agreements which effectively reduced the
Company's retention limit to $100,000 for the majority of new business. The
decrease in traditional life insurance benefits was primarily due to increased
reserve credits associated with the new reinsurance agreements and lower
premiums. Universal life insurance benefits increased in the first quarter of
2000 as compared to the same period in 1999 primarily due to increased death
benefits corresponding to the expected growth of the business in force. In
addition, the Company experienced higher than expected death benefits in the
first quarter of 2000. The Company does not believe that this is


                                       31
<PAGE>   32








an indication of a change in long-term mortality trends but more of a
fluctuation which is not unusual from time to time. Interest credited on
universal policyowner account balances increased $0.1 million to $7.6 million
for the first quarter of 2000 compared to $7.5 million for the same period in
1999 primarily due to higher policyowner account balances. Policyowner account
balances were approximately $5.8 million higher in the first quarter of 2000 as
compared to the first quarter of 1999. Partially offsetting the increase in
policyowner account balances was a decrease in crediting rates. The weighted
average interest crediting rate on policyowner account balances for the first
quarter of 2000 was 5.62% compared to 5.75% for the same period in 1999.

     Annuity benefits were $86.8 million for the first quarter of 2000 compared
to $84.7 million for the same period in 1999. The increase was primarily in
other annuity benefits which included approximately $3.9 million of interest
expense on an insurance contract issued to a commercial paper conduit in
mid-1999. Partially offsetting this increase in other annuity benefits was a
decrease in interest credited to deferred annuity account balances. This
decrease was primarily attributable to a lower weighted average crediting rate
in the first quarter of 2000 compared to the first quarter of 1999. The weighted
average crediting rate on deferred annuity account balances was decreased 19
basis points to 4.87% for the first quarter of 2000 compared to 5.06% for the
first quarter of 1999. As a result of the crediting rate decrease combined with
the increase in annuity investment portfolio yields, GAAP spreads widened 23
basis points in the first quarter of 2000 as compared to the same period in
1999.









                                       32
<PAGE>   33





     A summary of the Company's expenses follows:
<TABLE>
<CAPTION>
                                                                For the Three Months Ended
                                                                         March 31,
                                                                   1999            1998
                                                             --------------------------------
<S>                                                          <C>              <C>
($ in thousands)

Life Insurance
       Underwriting, acquisition and
            other expenses                                     $      9,784   $      12,175
       Amortization of deferred policy acquisition costs
            and value of business acquired (VOBA), net
            of non-core adjustment of $21 and $315
            for the three months ended March 31,
            2000 and 1999, respectively                               5,810           5,017
                                                             --------------------------------

            Total life insurance                                     15,594          17,192

Annuities
     Underwriting, acquisition and
            other expenses                                           11,391           9,576
     Amortization of deferred policy acquisition costs
            and value of business acquired (VOBA), net
            of non-core adjustment of $599 and $196
            for the three months ended March 31,
            2000 and 1999, respectively                              15,890          11,457
                                                             --------------------------------

            Total annuities                                          27,281          21,033

Amortization of deferred policy acquisition costs due
     to non-core realized gains or losses                               620             511

All other expenses                                                    2,533             666

Reorganization costs                                                    450              --
                                                             --------------------------------

Total expenses                                                 $     46,478   $      39,402
                                                             ================================

</TABLE>


     Total life insurance expenses were $15.6 million for the first quarter of
2000 compared to $17.2 million for the first quarter of 1999. Underwriting,
acquisition and other expenses were $2.4 million lower in the first quarter of
2000 compared to the same period in 1999 primarily due to decreased technology
costs primarily related to the Year 2000 Compliance Project. Partially
offsetting this decrease was a $0.8 million increase in the amortization of
deferred policy acquisition costs and value of business acquired (VOBA),
resulting primarily from the growth in the deferred policy acquisition cost
asset as the block of business in force continues to grow.


                                       33
<PAGE>   34








     Total annuity expenses increased by $6.3 million to $27.3 million for the
first quarter of 2000 compared to $21.0 million for the first quarter of 1999.
Underwriting, acquisition and other expenses increased approximately $1.8
million in the first quarter of 2000 compared to the same period in 1999
primarily due to the additional operating costs associated with the new IMO
acquired in the first quarter of 2000. This increase in expense was more than
offset by the increase in other income from the IMO as discussed previously.
Amortization of deferred policy acquisition costs and VOBA increased
approximately $4.4 million in the first quarter of 2000 compared to the same
period in 1999. The increase in amortization was primarily attributable to the
general growth in the deferred policy acquisition cost asset associated with the
continued growth in annuity sales. In addition, VOBA amortization increased in
the first quarter of 2000 as surrenders of those policies associated with the
VOBA asset increased during the period.

     All other expenses increased by $1.8 million in the first quarter of 2000
compared to the same period in 1999 primarily due to increased incentive
compensation at the holding company.

     The 2000 reorganization costs consist of legal and consulting expenses
associated with the Company's proposed merger with its controlling shareholder,
AMHC, following the proposed demutualization of AMHC. See further discussion of
these proposed reorganization plans in the Liquidity and Capital Resources
section. As these costs are not of a continuing nature, they have been excluded
from the Operating Segment amounts.






                                       34
<PAGE>   35







     A summary of the Company's adjusted pre-tax operating income by operating
segment follows:
<TABLE>
<CAPTION>
                                                                                Three Months Ended
                                                                                    March 31,
                                                                            2000                1999
                                                                        -------------------------------
<S>                                                                     <C>                <C>
($ in thousands)

Life Insurance
      Open Block:
           Revenues                                                     $    50,850       $    47,770
           Benefits and expenses                                            (37,599)          (41,778)
           Dividends to policyowners                                         (1,136)             (976)
      Closed Block contribution                                               5,860             6,542
                                                                        -------------------------------

      Adjusted pre-tax operating income                                      17,975            11,558

Annuities
      Revenues                                                              133,367           126,367
      Benefits and expenses                                                (114,089)         (105,778)
                                                                        -------------------------------

      Adjusted pre-tax operating income                                      19,278            20,589

All other adjusted pre-tax operating (loss)                                    (540)              779
                                                                        -------------------------------

Total adjusted pre-tax operating income                                  $   36,713        $   32,926
                                                                        ===============================
</TABLE>


     Adjusted pre-tax operating income from Life Insurance operations was $18.0
million for the first quarter of 2000 compared to $11.6 million for the first
quarter of 1999. The increase in the first quarter of 2000 compared to the first
quarter of 1999 was primarily due to increased investment income and decreased
other expenses, which were partially offset by a decreased contribution from the
Closed Block.

     Adjusted pre-tax operating income from Annuity operations was $19.3 million
for the first quarter of 2000 compared to $20.6 million for the same period in
1999. The decrease in 2000 was primarily due to increased amortization of the
VOBA asset related to the increased surrenders of the associated block of
business, which was partially offset by increased surrender charge income and
interest spreads.

     All other adjusted pre-tax operating loss was $0.5 million for the first
quarter of 2000 compared to income of $0.8 million for the same period in 1999.
The decrease in 2000 was primarily due to increased holding company expenses.

     Interest expense increased by $0.1 million in the first quarter of 2000 to
$7.3 million compared to $7.2 million in the first quarter of 1999. The
increased interest expense in 2000 was primarily due to higher average
outstanding borrowings during the first quarter of 2000 as compared to the first
quarter of 1999. The additional borrowings were primarily used to support
insurance company operations, affordable housing investments and fund the
acquisition of the new IMO.



                                       35
<PAGE>   36







     Income tax expense was $8.9 million for the first quarter of 2000 compared
to $8.2 million for the first quarter of 1999. The effective tax rate in 2000
was 37.2% compared to 33.0% in 1999. The increase in the effective tax rate in
2000 was primarily due to a $0.8 million decrease in tax credits generated by
affordable housing and historic rehabilitation investments. Tax credits
generated from these investments totaled $0.4 million in 2000 compared to $1.2
million in 1999.

     The equity in earnings of unconsolidated subsidiary represents 34% of the
net income of AMAL Corporation, net of goodwill amortization and income taxes.
AMAL Corporation is the parent company of Ameritas Variable Life Insurance
Company, the joint venture partner that markets variable life, and variable and
select fixed annuity products.

     Net income was $15.7 million for the first quarter of 2000 compared to
$17.0 million for the same period in 1999. The decrease in net income in the
first quarter of 2000 as compared to the first quarter of 1999 was primarily due
to higher realized losses on investments and higher effective income tax rates,
partially offset by increased Life Insurance operating income.


LIQUIDITY AND CAPITAL RESOURCES

     THE COMPANY

     The Company's cash flows from operations consist of dividends from
subsidiaries, if declared and paid, interest income on loans and advances to its
subsidiaries (including a surplus note issued to the Company by AmerUs Life),
investment income on assets held by the Company and fees which the Company
charges its subsidiaries and certain other of its affiliates for services,
offset by the expenses incurred for debt service, salaries and other expenses.

     The Company intends to rely primarily on dividends and interest income from
its life insurance subsidiaries in order to make dividend payments to its
shareholders. The payment of dividends by its life insurance subsidiaries is
regulated under various state laws. Under Iowa law, AmerUs Life and Delta Life
may pay dividends only from the earned surplus arising from their respective
businesses and must receive the prior approval of the Iowa Insurance
Commissioner to pay any dividend that would exceed certain statutory
limitations. The current statute limits any dividend, together with dividends
paid out within the preceding 12 months, to the greater of (i) 10% of the
respective company's policyowners' surplus as of the preceding year end or (ii)
the net gain from operations for the previous calendar year. Iowa law gives the
Iowa Commissioner broad discretion to disapprove requests for dividends in
excess of these limits. The payment of dividends by AmVestors' subsidiaries,
American Investors Life Insurance Company, Inc. (American), and Financial
Benefit Life Insurance Company (FBL) is regulated under Kansas law, which has
statutory limitations similar to those in place in Iowa. Based on these
limitations and 1999 results, the Company's subsidiaries could pay an estimated
$61.1 million in dividends in 2000 without obtaining regulatory approval. Of
this amount, the Company's subsidiaries paid the Company $10 million in
dividends during the first three months of 2000.

     The Company and its subsidiaries generated cash flows from operating
activities of $60.3 million and $70.0 million for the three months ended March
31, 2000 and 1999, respectively. Excess operating cash flows were primarily used
to increase the Company's investment portfolio, fund policyowner account
withdrawals and purchase common stock for the treasury.

     The Company has a $150 million revolving credit facility with a syndicate
of lenders (the "Bank Credit Facility"). As of March 31, 2000, there was a $48
million outstanding loan balance under the facility. The Bank Credit Facility
provides for typical events of default and covenants with respect to the conduct
of the business of the Company and its subsidiaries and requires the maintenance
of various financial levels and ratios. Among other covenants, the Company (a)
cannot have a leverage ratio greater than 0.35:1.0 or an interest coverage ratio
less than 2.5:1.0, (b) is prohibited from paying cash dividends


                                       36
<PAGE>   37









on its common stock in excess of an amount equal to 3% of its consolidated net
worth as of the last day of the preceding fiscal year, and (c) must cause
certain of its subsidiaries, including AmerUs Life and Delta Life, to maintain
certain ratings from A.M. Best and certain levels of risk-based capital.

     The Company is a party to a $250 million separate account funding
agreement. Under this agreement, a five-year floating rate insurance contract is
issued to a commercial paper conduit. The funding agreement is secured by assets
in the Company's separate account and is further backed by the general account
assets. The separate account assets are legally segregated and are not subject
to claims that arise out of any other business of the Company. The separate
account assets and liabilities are included with general account assets in the
financial statements. The funding agreement may not be cancelled by the
commercial paper conduit unless there is a default under the agreement, but the
Company may terminate at any time.

     During the first quarter of 2000, the Company purchased 75,000 shares of
common stock for the treasury at a total cost of $1.5 million.

     On December 20, 1999, the Company and the Company's controlling
shareholder, AMHC, announced that their respective boards of directors had
approved plans for the demutualization of AMHC and the merger of the Company
into AMHC following the demutualization. Upon completion of the demutualization,
AMHC would be a public company. AMHC will change its name to AmerUs Group Co.
(AmerUs Group) and be traded on the New York Stock Exchange under the symbol
"AMH". Members of AMHC will receive approximately 17 million shares of AmerUs
Group and cash or policy credits in excess of $300 million as a result of the
demutualization. Shareholders of the Company will receive shares in AmerUs Group
in a one-for-one exchange. To complete the demutualization and merger, approval
is needed from the members of AMHC, the Iowa Commissioner of Insurance and
shareholders of the Company. Members of AMHC and shareholders of the Company
will be asked to approve the proposed demutualization and merger plans during
the second quarter of 2000.

     On February 18, 2000, the Company, AMHC and Indianapolis Life Insurance Co.
(ILICO) entered into a definitive agreement for a combination of the companies.
Under these terms, AMHC will proceed with its previously announced
demutualization. ILICO will demutualize separately and ILICO's members will
receive cash, policy credits and stock equivalent to the value of 11.25 million
shares of stock of AmerUs Group. Upon demutualization, ILICO will become a
subsidiary of AmerUs Group and will continue operations as a stock life
insurance company. As part of the transaction, the Company made an investment of
$100 million in a downstream holding company of ILICO. ILICO is a 95-year old
mutual life insurance and annuity company based in Indianapolis, Indiana. ILICO
and its subsidiaries are licensed to do business in all 50 states and the
District of Columbia. At March 31, 2000, ILICO had total assets of $6.2 billion
and insurance in force of $30.0 billion. The contemplated transactions are
subject to normal closing conditions, including appropriate policyholder/member,
shareholder and regulatory approvals. The Company expects the demutualization of
ILICO and combination with AmerUs Group to take place in the fourth quarter of
2000.


     LIFE INSURANCE SUBSIDIARIES

     The cash flows of the Company's life insurance subsidiaries consist
primarily of premium income, deposits to policyowner account balances, income
from investments, sales, maturities and calls of investments and repayments of
investment principal. Cash outflows are primarily related to withdrawals of
policyowner account balances, investment purchases, payment of policy
acquisition costs, payment of policyowner benefits, payment of debt, income
taxes and current operating expenses. Life insurance companies generally produce
a positive cash flow from operations, as measured by the amount by which cash
flows are adequate to meet benefit obligations to policyowners and normal
operating expenses as they are incurred. The remaining cash flow is generally
used to increase the asset base to provide funds to meet the need for future
policy benefit payments and for writing new business.


                                       37
<PAGE>   38








     Management anticipates that funds to meet its short-term and long-term
capital expenditures, cash dividends to shareholders and operating cash needs
will come from existing capital and internally generated funds. Management
believes that the current level of cash and available-for-sale and short-term
securities, combined with expected net cash inflows from operations, maturities
of fixed maturity investments, principal payments on mortgage-backed securities
and its insurance products, will be adequate to meet the anticipated short-term
cash obligations of the Company's life insurance subsidiaries.

     Matching the investment portfolio maturities to the cash flow demands of
the type of insurance being provided is an important consideration for each type
of life insurance product and annuity. The Company continuously monitors
benefits and surrenders to provide projections of future cash requirements. As
part of this monitoring process, the Company performs cash flow testing of its
assets and liabilities under various scenarios to evaluate the adequacy of
reserves. In developing its investment strategy, the Company establishes a level
of cash and securities which, combined with expected net cash inflows from
operations, maturities of fixed maturity investments and principal payments on
mortgage-backed securities, are believed adequate to meet anticipated short-term
and long-term benefit and expense payment obligations. There can be no assurance
that future experience regarding benefits and surrenders will be similar to
historic experience since withdrawal and surrender levels are influenced by such
factors as the interest rate environment and the claims-paying and financial
strength ratings of the Company's life insurance subsidiaries.

     The Company takes into account asset/liability management considerations in
the product development and design process. Contract terms for the Company's
interest-sensitive products include surrender and withdrawal provisions which
mitigate the risk of losses due to early withdrawals. These provisions generally
do one or more of the following: limit the amount of penalty-free withdrawals,
limit the circumstances under which withdrawals are permitted, or assess a
surrender charge or market value adjustment relating to the underlying assets.
The following table summarizes liabilities for interest-sensitive life products
and annuities by their contractual withdrawal provisions at March 31, 2000
(including liabilities in both the Closed Block and the general account):
<TABLE>
<S>                                                                                             <C>

($ in millions)

Not subject to discretionary withdrawal                                                                     $   367.9

Subject to discretionary withdrawal with adjustments:
        Specified surrender charges (A)                                                                       4,419.3
        Market value adjustments                                                                              1,433.4
                                                                                                ----------------------
        Subtotal                                                                                              5,852.7
                                                                                                ----------------------

Subject to discretionary withdrawal without adjustments                                                       1,448.8

                                                                                                ----------------------
Total                                                                                                       $ 7,669.4
                                                                                                ======================
</TABLE>

(A)  Includes $1,210.6 million of statutory liabilities with a contractual
     surrender charges of less than five percent of the account balance.





                                       38
<PAGE>   39





     AmerUs Life and its joint venture partner are contingently liable in the
event the joint venture, AVLIC, cannot meet its policyholder obligations. At
March 31, 2000, AVLIC had statutory assets of $2,724.8 million, liabilities of
$2,682.5 million and surplus of $42.3 million.

     Through its membership in the Federal Home Loan Bank (FHLB) of Des Moines,
AmerUs Life is eligible to borrow under variable-rate short term fed funds
arrangements to provide additional liquidity. These borrowings are secured and
interest is payable at the current rate at the time of any advance. There were
no borrowings under these arrangements outstanding at March 31, 2000. In
addition, AmerUs Life has long-term advances from FHLB outstanding of $16.0
million at March 31, 2000.

     The Company's life insurance subsidiaries may also obtain liquidity through
sales of investments. The Company's investment portfolio as of March 31, 2000
had a carrying value of $9 billion, including Closed Block investments.

     At March 31, 2000, the statutory surplus of the Company's subsidiaries was
approximately $433.4 million. The Company believes that this level of statutory
capital is more than adequate as each life insurance subsidiary's risk-based
capital is significantly in excess of required levels.

     In the future, in addition to their cash flows from operations and
borrowing capacity, the life insurance subsidiaries would anticipate obtaining
their required capital from the Company as the Company will have access to the
public debt and equity markets.


YEAR 2000 COMPLIANCE

     In connection with the year 2000, an important business issue emerged
regarding how existing application software programs and operating systems could
accommodate the date value "2000". Many existing application software products
were designed to accommodate only a two-digit date position which represents the
year (i.e., the number "95" is stored on the system and represents the year
1995). As a result, the year 1999 (i.e., "99") is the maximum date value many
information technology systems will be able to process accurately.

     The Company formed a Year 2000 working group to address potential problems
posed by this development to assure that the Company was prepared for the year
2000. The Company's overall Year 2000 compliance initiatives included the
following components: (i) assessment of all business critical systems (business
critical systems include computer and embedded systems); processes and external
interfaces and dependencies; (ii) remediation or upgrading of business critical
systems; (iii) testing of both modified and updated systems as well as
integrated systems testing; (iv) implementation of modified and updated systems;
and (v) contingency planning.

     The Company completed the Year 2000 modifications, conversions and testing
and, to date, has not experienced any significant operational difficulties in
2000.

     Total costs associated with Year 2000 modifications and conversions were
approximately $8.5 million. These costs were expensed as incurred.




                                       39
<PAGE>   40







ITEM 3.        QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The main objectives in managing the investment portfolios of the Company
and its insurance subsidiaries are to maximize investment income and total
investment returns while minimizing credit risks in order to provide maximum
support to the insurance underwriting operations. Investment strategies are
developed based on many factors including asset liability management, regulatory
requirements, fluctuations in interest rates and consideration of other market
risks. Investment decisions are centrally managed by investment professionals
based on guidelines established by management and approved by the boards of
directors.

     Market risk represents the potential for loss due to adverse changes in the
fair value of financial instruments. The market risks related to financial
instruments of the Company and its subsidiaries primarily relate to the
investment portfolio, which exposes the Company to risks related to interest
rates and, to a lesser extent, credit quality and prepayment variation.
Analytical tools and monitoring systems are in place to assess each of these
elements of market risk.

     Interest rate risk is the price sensitivity of a fixed income security to
changes in interest rates. Management views these potential changes in price
within the overall context of asset and liability management. Company actuaries
estimate the payout pattern of our liabilities, primarily the Company's
lapsation, to determine duration, which is the present value of the fixed income
investment portfolios after consideration of the duration of these liabilities
and other factors, which management believes mitigates the overall effect of
interest rate risk for the Company.

     The table below provides information about the Company's fixed maturity
investments and mortgage loans at March 31, 2000. The table presents cash flows
of principal amounts and related weighted average interest rates by expected
maturity dates. The cash flows are based on the earlier of the call date or the
maturity date or, for mortgage-backed securities, expected payment patterns.
Actual cash flows could differ from the expected amounts.

                               EXPECTED CASH FLOWS
                                 ($ in millions)
<TABLE>
<CAPTION>
                                9 mos
       Amortized                2000          2001         2002         2003         2004         2005      Thereafter      Cost
       ---------                ----          ----         ----         ----         ----         ----      ----------      ----

<S>                           <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>
Fixed maturity securities     $  215,000   $  361,000   $  427,000   $  830,000   $  677,000   $  744,000   $3,552,000   $6,806,000
Average interest rate                7.3%         6.9%         6.9%         6.6%         6.5%         6.4%         7.5%

Mortgage loans                $   42,000   $   50,000   $   24,000   $   26,000   $   38,000   $   28,000   $  282,000   $  490,000
Average interest rate                9.2%         9.4%         9.5%         9.1%         9.2%         9.7%         8.5%

Total                         $  257,000   $  411,000   $  451,000   $  856,000   $  715,000   $  772,000   $3,834,000   $7,296,000
                             =======================================================================================================
</TABLE>

     The Company and its subsidiaries have consistently invested in high quality
marketable securities. As a result, management believes that the Company has
minimal credit quality risk. Fixed maturity securities are comprised of U.S.
Treasury, government agency, mortgage-backed and corporate securities.
Approximately 68% of fixed maturity securities are issued by the U.S. Treasury
or U.S. government agencies or are rated A or better by Moody's, Standard and
Poor's, or the NAIC. Less than 8% of the bond portfolio is below investment
grade. Fixed maturity securities have a weighted average maturity of
approximately 7.56 years.



                                       40
<PAGE>   41







     Prepayment risk refers to the changes in prepayment patterns that can
either shorten or lengthen the expected timing of the principal repayments and
thus the average life and the effective yield of a security. Such risk exists
primarily within the Company's portfolio of mortgage-backed securities.
Management monitors such risk regularly. The Company invests primarily in those
classes of mortgage-backed securities that are less subject to prepayment risk.

     The Company's use of derivatives is generally limited to hedging purposes
and has principally consisted of using interest rate swaps, caps, swaptions and
options. These instruments, viewed separately, subject the Company to varying
degrees of market and credit risk. However when used for hedging, the
expectation is that these instruments would reduce overall market risk. Credit
risk arises from the possibility that counterparties may fail to perform under
the terms of the contracts.

     Equity price risk is the potential loss arising from changes in the value
of equity securities. In general, equities have more year-to-year price
variability than intermediate term grade bonds. However, returns over longer
time frames have been consistently higher. The Company's equity securities are
high quality and readily marketable.

     All of the above risks are monitored on an ongoing basis. A combination of
in-house systems and proprietary models and externally licensed software are
used to analyze individual securities as well as each portfolio. These tools
provide the portfolio managers with information to assist them in the evaluation
of the market risks of the portfolio.


PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.

     In the ordinary course of business, the Company and its subsidiaries are
parties to certain other litigation, none of which management believes is
material to the Company's results of operations.


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

     (a)     Exhibits

     A list of exhibits included as part of this report is set forth in the
Exhibit Index which immediately precedes such exhibits and is hereby
incorporated by reference herein.

     (b)     The following reports on Form 8-K were filed during the quarter
             ended March 31, 2000:

     1.      Form 8-K dated January 12, 2000, announcing the combination of the
             Company, AMHC and ILICO.

     2.      Form 8-K/A dated January 13, 2000, amending Form 8-K dated January
             12, 2000, to include conformed signature page.

     3.      Form 8-K dated February 21, 2000, announcing the definitive
             agreement between the Company, AMHC and ILICO.




                                       41
<PAGE>   42










     4.      Form 8-K/A dated March 6, 2000, amending Form 8-K dated February
             21, 2000, to include Combination and Investment Agreement among
             AMHC, the Company, ILICO and The Indianapolis Life Group of
             Companies, Inc. and the Investment Advisory Agreements between
             AmerUs Capital Management Group, Inc. and ILICO, Bankers Life
             Insurance Company of New York, IL Annuity and Insurance Company and
             Western Security Life Insurance Company.

     5.      Form 8-K/A dated March 24, 2000 amending Form 8-K dated February
             21, 2000 to include the Consolidated Financial Statements of
             Indianapolis Life Insurance Company.












                                       42
<PAGE>   43










SIGNATURES

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

DATED:   May 15, 2000               AMERUS LIFE HOLDINGS, INC.



                                         By  /s/  Michael G. Fraizer
                                             ----------------------------------
                                                  Executive Vice President and
                                                  Chief Financial Officer



                                         By  /s/  Brenda J. Cushing
                                             ----------------------------------
                                                  Vice President and Controller
                                                  (Principal Accounting Officer)









                                       43
<PAGE>   44
                   AMERUS LIFE HOLDINGS, INC. AND SUBSIDIARIES

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit
No.                        Description
-------                    -----------
<S>        <C>
2.1        Plan of Reorganization dated October 27, 1995, filed as Exhibit 2.1
           to the registration statement of the Registrant on Form S-1,
           Registration Number 333-12239, is hereby incorporated by reference.
2.2        Amended and Restated Agreement and Plan of Merger, dated as of
           September 19, 1997 and as amended and restated as of October 8,
           1997, by and among the Registrant, AFC Corp. and AmVestors Financial
           Corporation ("AmVestors"), filed as Exhibit 2.2 to the Registration
           Statement of the Registrant on Form S-4, Registration Number
           333-40065 is hereby incorporated by reference.
2.3        Agreement and Plan of Merger, dated as of August 13, 1997 and as
           amended as of September 5, 1997, among the Registrant, a wholly
           owned subsidiary of the Registrant and Delta Life Corporation, filed
           as Exhibit 2.2 to Form 8-K of the Registrant dated October 8, 1997,
           is hereby incorporated by reference.
2.4        Combination and Investment Agreement, dated February 18, 2000, among
           American Mutual Holding Company, the Registrant, Indianapolis Life
           Insurance Company and The Indianapolis Life Group of Companies,
           Inc., filed as Exhibit 2.1 to the Registrant's report on Form 8-K/A
           on March 6, 2000, is hereby incorporated by reference.
2.5        Purchase Agreement, dated as of February 18, 2000, by and between
           American Mutual Holding Company and the Registrant, filed as Exhibit
           2.5 on Form 10-K, dated March 8, 2000, is hereby incorporated by
           reference.
2.6        Agreement and Plan of Merger, dated December 17, 1999, by and between
           American Mutual Holding Company and the Registrant, filed as Exhibit
           2.6 on Form 10-K, dated March 8, 2000, is hereby incorporated by
           reference.
2.7        Amendment No. 1 to Agreement and Plan of Merger, dated February 18,
           2000, by and between American Mutual Holding Company and the
           Registrant, filed as Exhibit 2.7 on Form 10-K, dated March 8, 2000,
           is hereby incorporated by reference.
2.8        Letter agreement, dated December 17, 1999, by and between American
           Mutual Holding Company and the Registrant, filed as Exhibit 2.8 on
           Form 10-K, dated March 8, 2000, is hereby incorporated by reference.
2.9        Notification Agreement, dated as of February 18, 2000, by and among
           American Mutual Holding Company, the Registrant and Bankers Trust
           Company, filed as Exhibit 2.9 on Form 10-K, dated March 8, 2000, is
           hereby incorporated by reference.
2.10*      Amendment No. 2 to Agreement and Plan of Merger, dated April 3, 2000,
           by and between American Mutual Holding Company and the Registrant.
2.11*      Amendment No. 1 to the Purchase Agreement, dated April 3, 2000, by
           and between American Mutual Holding Company and the Registrant.
3.1        Amended and Restated Articles of Incorporation of the Registrant
           filed as Exhibit 3.5 to the registration statement of the Registrant
           on Form S-1, Registration Number 333-12239, are hereby incorporated
           by reference.
3.2        Bylaws of the Registrant, filed as Exhibit 3.2 to the registration
           statement of the Registrant on Form S-1, Registration Number
           333-12239, are hereby incorporated by reference.
3.3        Articles of Amendment of the Registrant dated September 25, 1998,
           filed as Exhibit 3.3 on Form 10-K, dated March 30, 1999, is hereby
           incorporated by reference.
4.1        Amended and Restated Trust Agreement dated as of February 3, 1997
           among the Registrant, Wilmington Trust Company, as property trustee,
           and the administrative trustees named therein (AmerUs Capital I
           business trust), filed as Exhibit 3.6 to the registration statement
           of the Registrant and AmerUs Capital I on Form S-1, Registration
           Number 333-13713, is hereby incorporated by reference.

</TABLE>

                                       44
<PAGE>   45

<TABLE>
<S>        <C>
4.2        Indenture dated as of February 3, 1997 between the Registrant and
           Wilmington Trust Company relating to the Company's 8.85% Junior
           Subordinated Debentures, Series A, filed as Exhibit 4.1 to the
           registration statement of the Registrant and AmerUs Capital I on
           Form S-1, Registration Number, 333-13713, is hereby incorporated by
           reference.
4.3        Guaranty Agreement dated as of February 3, 1997 between the
           Registrant, as guarantor, and Wilmington Trust Company, as trustee,
           relating to the 8.85% Capital Securities, Series A, issued by AmerUs
           Capital I, filed as Exhibit 4.4 to the registration statement on
           Form S-1, Registration Number, 333-13713, is hereby incorporated by
           reference.
4.4        Common Stock Purchase Warrant, filed as Exhibit (10)(v) to Form 10-Q
           of AmVestors Financial Corporation dated May 13, 1992, is hereby
           incorporated by reference.
4.5        Amended and Restated Declaration of Trust of AmerUs Capital II, dated
           as of July 27, 1998, among the Registrant, First Union Trust Company
           and the administrative trustees named therein, relating to the
           Registrant's 7.0% ACES Units, filed as Exhibit 4.5 on Form 10-Q,
           dated August 13, 1998, is hereby incorporated by reference.
4.6        Certificate of Trust of AmerUs Capital III filed as Exhibit 4.7 to
           the registration statement of the Registrant, AmerUs Capital II and
           AmerUs Capital III, on Form S-3 (No. 333-50249), is hereby
           incorporated by reference.
4.7        Common Trust Securities Guarantee Agreement, dated as of July 27,
           1998, by the Registrant, relating to the Registrant's 7.0% ACES
           Units, filed as Exhibit 4.7 on Form 10-Q, dated August 13, 1998, is
           hereby incorporated by reference.
4.8        QUIPS Guarantee Agreement, dated as of July 27, 1998, by the
           Registrant, relating to the Registrant's 7.0% ACES Units, filed as
           Exhibit 4.8 on Form 10-Q, dated August 13, 1998, is hereby
           incorporated by reference.
4.9        Master Unit Agreement, dated as of July 27, 1998, between the
           Registrant and First Union National Bank relating to the Registrant's
           7.0% ACES Units, filed as Exhibit 4.9 on Form 10-Q, dated August 13,
           1998, is hereby incorporated by reference.
4.10       Call Option Agreement, dated as of July 27, 1998, between Goldman,
           Sachs & Co. and First Union National Bank relating to the
           Registrant's 7.0% ACES Units, filed as Exhibit 4.10 on Form 10-Q,
           dated August 13, 1998, is hereby incorporated by reference.
4.11       Pledge Agreement, dated as of July 27, 1998, among the Registrant,
           Goldman, Sachs & Co. and First Union National Bank relating to the
           Registrant's 7.0% ACES Units, filed as Exhibit 4.11 on Form 10-Q,
           dated August 13, 1998, is hereby incorporated by reference.
4.12       Senior Indenture, dated as of June 16, 1998, by and between the
           Registrant and First Union National Bank, as Indenture Trustee,
           relating to the Registrant's 6.95% Senior Notes, filed as Exhibit
           4.14 on Form 10-Q, dated August 13, 1998, is hereby incorporated by
           reference.
4.13       Subordinated Indenture, dated as of July 27, 1998, by and between the
           Registrant and First Union National Bank, as Indenture Trustee,
           relating to the Registrant's 6.86% Junior Subordinated Deferrable
           Interest Debentures, filed as Exhibit 4.15 on Form 10-Q, dated August
           13, 1998, is hereby incorporated by reference.
10.1       Amended and Restated Intercompany Agreement dated as of December 1,
           1996, among American Mutual Holding Company, AmerUs Group Co. and
           the Company. Filed as Exhibit 10.81 to the Registrant's registration
           statement on Form S-1, Registration Number 333-12239, is hereby
           incorporated by reference.
10.2       Joint Venture Agreement, dated as of June 30, 1996, between American
           Mutual Insurance Company and Ameritas Life Insurance Corp., filed as
           Exhibit 10.2 on Form 10-K, dated March 25, 1998, is hereby
           incorporated by reference.
10.3       Management and Administration Service Agreement, dated as of April
           1, 1996, among American Mutual Life Insurance Company, Ameritas
           Variable Life Insurance Company and Ameritas Life Insurance Corp.,
           filed as Exhibit 10.3 to the registration statement of the
           Registrant on Form S-1, Registration Number 333-12239, is hereby
           incorporated by reference.
10.4       AmerUs Life Holdings, Inc. Executive Stock Purchase Plan, dated
           November 13, 1998, filed as Exhibit 4.11 to the registration
           statement of the Registrant on Form S-8, Registration Number
           333-72237, is hereby incorporated by reference.
</TABLE>

                                       45

<PAGE>   46


<TABLE>
<S>        <C>
10.5       All*AmerUs Supplemental Executive Retirement Plan, effective January
           1, 1996, filed as Exhibit 10.6 to the registration statement of the
           Registrant on Form S-1, Registration Number 333-12239, is hereby
           incorporated by reference.
10.6       Management Incentive Plan, filed as Exhibit 10.9 to the registration
           statement of the Registrant on Form S-1, Registration Number
           333-12239, is hereby incorporated by reference.
10.7       AmerUs Life Insurance Company Performance Share Plan, filed as
           Exhibit 10.10 to the registration statement of the Registrant on
           Form S-1, Registration Number 333-12239, is hereby incorporated by
           reference.
10.8       AmerUs Life Stock Incentive Plan, filed as Exhibit 10.11 to the
           registration statement of the Registrant on Form S-1, Registration
           Number 333-12239, is hereby incorporated by reference.
10.9       AmerUs Life Non-Employee Director Stock Plan, filed as Exhibit 10.13
           to the registration statement of the Registrant on Form S-1,
           Registration Number 333-12239, is hereby incorporated by reference.
10.10      Form of Indemnification Agreement executed with directors and certain
           officers, filed as Exhibit 10.33 to the registration statement of the
           Registrant on Form S-1, Registration Number 333-12239, is hereby
           incorporated by reference.
10.11      Tax Allocation Agreement dated as of November 4, 1996, filed as
           Exhibit 10.68 to the registration statement of the Registrant on
           Form S-1, Registration Number 333-12239, is hereby incorporated by
           reference.
10.12      Agreement and Plan of Merger, dated as of August 13, 1997 and as
           amended as of September 5, 1997, among the Registrant, a
           wholly-owned subsidiary of the Registrant and Delta Life
           Corporation, filed as Exhibit 2.2 to the Registrant's report on Form
           8-K on October 8, 1997, is hereby incorporated by reference.
10.13      Credit Agreement, dated as of October 23, 1997, among the
           Registrant, Various Lender Institutions, the Co-Arrangers and The
           Chase Manhattan Bank, as Administrative Agent, filed as Exhibit
           10.84 to the registration statement of the Registrant on Form S-4,
           Registration Number 333-40065, is incorporated by reference.
10.14      Coinsurance Agreement, effective February 1, 1996, between Delta Life
           and Annuity Company and London Life Reinsurance Company, filed as
           Exhibit 10.85 to the registration statement of the Registrant on Form
           S-4, Registration Number 333-40065, is incorporated by reference.
10.15      AmVestors Financial Corporation 1996 Incentive Stock Option Plan,
           filed as Exhibit (4)(a) to Registration Statement of AmVestors
           Financial Corporation on Form S-8, Registration Number 333-14571
           dated October 21, 1996, is hereby incorporated by reference.
10.16      1989 Non-Qualified Stock Option Plan adopted March 17, 1989, filed as
           Exhibit (10)(q) to Form 10-K of AmVestors Financial Corporation,
           dated April 12, 1989, is hereby incorporated by reference.
10.17      Lease - Business Property, dated December 1, 1996, between AmerUs
           Properties, Inc. and AmerUs Life Insurance Company, property 611
           Fifth Avenue, Des Moines, Iowa, filed as Exhibit 10.58 on Form 10-K,
           dated March 25, 1998, is hereby incorporated by reference.
10.18      First Amendment dated February 1, 1998 to Lease Agreement dated
           December 1, 1996 between AmerUs Properties, Inc. and AmerUs Life
           Insurance Company, property 611 Fifth Avenue, Des Moines, Iowa, filed
           as Exhibit 10.59 on Form 10-K, dated March 25, 1998, is hereby
           incorporated by reference.
10.19      Lease - Business Property, dated December 1, 1999, between AmerUs
           Properties, Inc. and AmerUs Life Insurance Company, property 611
           Fifth Avenue, Des Moines, Iowa, filed as Exhibit 10.19 on Form 10-K,
           dated March 8, 2000, is hereby incorporated by reference.
10.20      Lease - Assignment & Assumption Agreement - Business Property, dated
           December 15, 1999, between AmerUs Properties, Inc. and 611 Fifth
           Avenue, L.L.C., property 611 Fifth Avenue, Des Moines, Iowa, filed as
           Exhibit 10.20 on Form 10-K, dated March 8, 2000, is hereby
           incorporated by reference.
10.21      Lease - Business Property, dated December 1, 1996, between AmerUs
           Properties, Inc. and AmerUs Life Insurance Company, 1213 Cherry
           Street, Des Moines, Iowa, filed as Exhibit 10.60 on Form 10-K, dated
           March 25, 1998, is hereby incorporated by reference.
10.22      Lease - Business Property, dated December 1, 1996, between AmerUs
           Properties, Inc. and the Registrant, property 418 Sixth Avenue
           Moines, Iowa, filed as Exhibit 10.61 on Form 10-K, dated March 25,
           1998, is hereby incorporated by reference.
</TABLE>


                                       46

<PAGE>   47

<TABLE>
<S>        <C>
10.23      Revised and Restated Lease - Business Property, dated May 28, 1998,
           between AmerUs Properties, Inc. and the Registrant property, 699
           Walnut Street, Des Moines, Iowa, filed as Exhibit 10.26 on Form 10-K,
           dated March 30, 1999, is hereby incorporated by reference.
10.24      Addendum, dated May 28, 1998 to lease dated May 28, 1998 between
           AmerUs Properties and the Registrant, filed as Exhibit 10.27 on Form
           10-K, dated March 30, 1999, is hereby incorporated by reference.
10.25      Addendum II, dated July 21, 1998, to lease dated May 28, 1998 between
           AmerUs Properties and the Registrant, filed as Exhibit 10.28 on Form
           10-K, dated March 30, 1999, is hereby incorporated by reference.
10.26      Servicing Agreement, dated March 5, 1997, between AmerUs Life
           Insurance Company and AmerUs Properties, Inc., filed as Exhibit 10.64
           on Form 10-K, dated March 25, 1998, is hereby incorporated by
           reference.
10.27      Consent dated as of May 20, 1998 to the Credit Agreement dated as of
           October 23, 1997 among the Registrant, Various Lender Institutions,
           the Co-Arrangers and The Chase Manhattan Bank, as Administrative
           Agent, filed as Exhibit 10.72 on Form 10-Q, dated November 12, 1998,
           is hereby incorporated by reference.
10.28      First Amendment dated as of May 30, 1997 to the Credit Agreement
           dated as of October 23, 1997 among the Registrant, Various Lender
           Institutions, the Co-Arrangers and The Chase Manhattan Bank, as
           Administrative Agent, filed as Exhibit 10.73 on Form 10-Q, dated
           November 12, 1998, is hereby incorporated by reference.
10.29      Second Amendment dated as of June 22, 1998 to the Credit Agreement
           dated as of October 23, 1997 among the Registrant, Various Lender
           Institutions, the Co-Arrangers and The Chase Manhattan Bank, as
           Administrative Agent, filed as Exhibit 10.74 on Form 10-Q, dated
           November 12, 1998, is hereby incorporated by reference.
10.30      Second Consent and Amendment dated as of October 2, 1998 to the
           Credit Agreement dated as of October 23, 1997 among the Registrant,
           Various Lender Institutions, the Co-Arrangers and The Chase Manhattan
           Bank, as Administrative Agent, filed as Exhibit 10.75 on Form 10-Q,
           dated November 12, 1998, is hereby incorporated by reference.
10.31      MIP Deferral Plan dated as of September 1, 1998, filed as Exhibit
           10.76 on Form 10-Q, dated November 12, 1998, is hereby incorporated
           by reference.
10.32      Open Line of Credit Application and Terms Agreement, dated March 5,
           1999, between Federal Home Loan Bank of Des Moines and AmerUs Life
           Insurance Company, filed as Exhibit 10.34 on Form 10-Q dated May 14,
           1999, is hereby incorporated by reference.
10.33      Origination Agreement, dated August 1, 1998, between AmerUs Home
           Equity, Inc. and AmerUs Life Insurance Company, filed as Exhibit
           10.36 on Form 10-K, dated March 30, 1999, is hereby incorporated by
           reference.
10.34      Third Waiver to Credit Agreement dated as of November 16, 1998 to the
           Credit Agreement dated as of October 23, 1997 among the Registrant,
           Various Lender Institutions, the Co-Arrangers and The Chase Manhattan
           Bank, as Administrative Agent, filed as Exhibit 10.37 on Form 10-K,
           dated March 30, 1999, is hereby incorporated by reference.
10.35      Fourth Consent and Amendment, dated as of December 4, 1998 to the
           Credit Agreement dated as of October 23, 1997 among the Registrant,
           Various Lender Institutions, the Co-Arrangers and The Chase Manhattan
           Bank, as Administrative Agent, filed as Exhibit 10.38 on Form 10-K,
           dated March 30, 1999, is hereby incorporated by reference.
10.36      Administrative Services Agreement, dated as of August 1, 1998, among
           American Mutual Holding Company, Registrant, AmerUs Group, AmerUs
           Home Equity, Inc., AmerUs Mortgage, Inc., AmerUs Properties, Inc.,
           American Capital Management Group, Inc., AmerUs Life Insurance
           Company, AmVestors Financial Corporation, American Investors Life
           Insurance Company, Inc., and Delta Life and Annuity Company, filed as
           Exhibit 10.39 on Form 10-K, dated March 30, 1999, is hereby
           incorporated by reference.
10.37      Facility and Guaranty Agreement, dated February 12, 1999, among The
           First National Bank of Chicago and the Registrant, filed as Exhibit
           10.39 on Form 10-Q dated May 14, 1999, is hereby incorporated by
           reference.
</TABLE>


                                       47

<PAGE>   48

<TABLE>
<S>        <C>
10.38      Form of Reimbursement Agreement, dated February 15, 1999, among the
           Registrant and Roger K. Brooks, Victor N. Daley, Michael G. Fraizer,
           Thomas C. Godlasky, Marcia S. Hanson, Mark V. Heitz and Gary R.
           McPhail, filed as Exhibit 10.40 on Form 10-Q dated May 14, 1999, is
           hereby incorporated by reference.
10.39      Amendment No. 1 to Facility Agreement, dated March 23, 1999, among
           The First National Bank of Chicago and the Registrant, filed as
           Exhibit 10.41 on Form 10-Q dated May 14, 1999, is hereby incorporated
           by reference.
10.40      1999 Non-Employee Stock Option Plan, dated April 19, 1999, filed on
           Form S-3, Registration Number 333-72643, is hereby incorporated by
           reference.
10.41      Fifth Waiver and Amendment to Credit Agreement dated as of October 1,
           1998 to the Credit Agreement dated as of October 23, 1997 among the
           Registrant, Various Lender Institutions, the Co-Arrangers and The
           Chase Manhattan Bank, as Administrative Agent, filed as Exhibit 10.43
           on Form 10-Q dated August 13, 1999, is hereby incorporated by
           reference.
10.42      Sixth Amendment to Credit Agreement dated as of May 18, 1999 to the
           Credit Agreement dated as of October 23, 1997 among the Registrant,
           Various Lender Institutions, the Co-Arrangers and The Chase Manhattan
           Bank, as Administrative Agent, filed as Exhibit 10.44 on Form 10-Q
           dated August 13, 1999, is hereby incorporated by reference.
10.43      Administrative Services Agreement, dated as of January 1, 2000, among
           American Mutual Holding Company, the Registrant, AmerUs Group Co.,
           AmerUs Home Equity, Inc. AmerUs Mortgage, Inc., AmerUs Properties,
           Inc., American Capital Management Group, Inc., AmerUs Life Insurance
           Company, AmVestors Financial Corporation, and Delta Life and Annuity
           Company, filed as Exhibit 10.43 on Form 10-K, dated March 8, 2000, is
           hereby incorporated by reference.
10.44      Amendment No. 2 to Facility Agreement, dated January 25, 2000, among
           The First National Bank of Chicago and the Registrant, filed as
           Exhibit 10.44 on Form 10-K, dated March 8, 2000, is hereby
           incorporated by reference.
10.45      Irrevocable Standby Letter of Credit Application and Terms Agreement,
           dated February 1, 2000, between Federal Home Loan Bank of Des Moines
           and AmerUs Life Insurance Company, filed as Exhibit 10.45 on Form
           10-K, dated March 8, 2000, is hereby incorporated by reference.
10.46      Seventh Amendment to Credit Agreement dated as of December 23, 1999
           to the Credit Agreement dated as of October 23, 1997 among the
           Registrant, Various Lender Institutions, the Co-Arrangers and The
           Chase Manhattan Bank, as Administrative Agent, filed as Exhibit 10.46
           on Form 10-K, dated March 8, 2000, is hereby incorporated by
           reference.
10.47      Investment Advisory Agreements, dated as of February 18, 2000, by and
           between Indianapolis Life Insurance Company, Bankers Life Insurance
           Company of New York, IL Annuity and Insurance Company, Western
           Security Life Insurance Company and AmerUs Capital Management Group,
           Inc. filed as Exhibits 10.1,10.3, 10.4 and 10.2, respectively, to the
           Registrant's report on Form 8-K/A on March 6, 2000, are hereby
           incorporated by reference.
10.48*     Advance, Pledge and Security Agreement, dated April 12, 2000, by and
           between the Federal Home Loan Bank of Topeka and American Investors
           Life Insurance Company, Inc.
10.49*     Institutional Custody Agreement, dated April 12, 2000, by and between
           the Federal Home Loan Bank of Topeka and American Investors Life
           Insurance Company, Inc.
10.50*     Line of Credit Application, dated April 12, 2000, by and between the
           Federal Home Loan Bank of Topeka and American Investors Life
           Insurance Company, Inc.
10.51*     Stock Purchase Agreement, dated February 1, 2000, by and among
           AmVestors Financial Corporation, Creative Marketing International
           Corporation and the Stockholders of Creative Marketing International
           Corporation.
10.52*     Stock Purchase Agreement, dated February 23, 2000, by and among
           American Investors Sales Group, Inc., Community Bank Marketing, Inc.
           and Community Financial Services, Inc.
10.53*     Agreement for Advances, Pledge and Security Agreement, dated March
           12, 1992, by and between Central Life Assurance Company and the
           Federal Home Loan Bank of Des Moines.
10.54*     Agreement for Advances, Pledge and Security Agreement, dated
           September 1, 1995, by and between American Vanguard Life Insurance
           Company and the Federal Home Loan Bank of Des Moines.
10.55*     Agreement and Plan of Merger, dated September 30, 1998, by and among
           AmVestors Financial Corporation, Senior Benefit Services of Kansas,
           Inc., Senior Benefit Services Insurance Agency, Inc., National Senior
           Benefit Services, Inc. and Richard McCarter.
</TABLE>



                                       48

<PAGE>   49

<TABLE>
<S>        <C>
11*        Statement Re: Computation of Earnings Per Share.
27.1*      Financial Data Schedule.
99.1       Retirement Agreement, dated June 27, 1997, by and between Victor N.
           Daley and Registrant filed as Exhibit 99.5 on Form 10-K, dated March
           30, 1999, is hereby incorporated by reference.
99.2       First Amendment to Employment Agreement, dated as of April 15, 1999,
           to the Employment Agreement dated as of September 19, 1997, among
           Mark V. Heitz, AmVestors Financial Corporation, American Investors
           Life Insurance Company, Inc., AmVestors Investment Group, Inc.,
           American Investors Sales Group, Inc., and the Registrant, filed as
           Exhibit 99.4 on Form 10-Q dated August 13, 1999, is hereby
           incorporated by reference.
99.3       Supplemental Benefit Agreement, dated as of April 15, 1999, among
           Roger K. Brooks and the Registrant, filed as Exhibit 99.5 on Form
           10-Q dated August 13, 1999, is hereby incorporated by reference.
99.4       Form of Supplemental Benefit Agreement, dated as of April 15, 1999,
           among the Registrant and Victor N. Daley, Michael G. Fraizer, Thomas
           C. Godlasky and Gary R. McPhail, filed as Exhibit 99.6 on Form 10-Q
           dated August 13, 1999, is hereby incorporated by reference.
99.5       Amended and Restated Employment Agreement, dated as of April 15,
           1999, among Marcia S. Hanson and the Registrant, filed as Exhibit
           99.7 on Form 10-Q dated August 13, 1999, is hereby incorporated by
           reference.
99.6       Agreement and Release, dated as of December 31, 1999, by and between
           Marcia S. Hanson, Registrant, AmerUs Group Co., American Mutual
           Holding Company, and all of their respective subsidiaries and
           affiliates, filed as Exhibit 99.6 on Form 10-K, dated March 8, 2000,
           is hereby incorporated by reference.
99.7       Form of Supplemental Benefit Agreement, dated as of February 7, 2000,
           among the Registrant and Victor N. Daley, Michael G. Fraizer, Thomas
           C. Godlasky and Gary R. McPhail, filed as Exhibit 99.7 on Form 10-K,
           dated March 8, 2000, is hereby incorporated by reference.
99.8*      Retirement Agreement, dated March 14, 2000, by and between Victor N.
           Daley and Registrant.
</TABLE>

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

*        included herein



                                       49