Exhibit 99.1
                                                                 


     IMPORTANT FACTORS REGARDING FORWARD-LOOKING STATEMENTS
     

      The  Company  wishes to caution readers that the  following
important factors, among others, in some cases have affected  the
Company's  results and in the future could cause  actual  results
and  needs of the Company to vary materially from forward-looking
statements made from time to time by the Company on the basis  of
management's then-current expectations. The businesses  in  which
the  Company  is engaged are in rapidly changing and  competitive
markets  and  involve a high degree of risk,  and  accuracy  with
respect to forward-looking projections is difficult.


 Geographic  Concentration  in  the  Property  and  Casualty
 -----------------------------------------------------------
 Insurance Business
 ------------------
 

  Substantially  all  of the Company's net premiums  written  and
earnings   are   generated   in  Michigan   and   the   Northeast
(Connecticut, Massachusetts, New York, New Jersey, New Hampshire,
Rhode Island, Vermont and Maine).  The revenues and profitability
of  the  Company  are  therefore subject to prevailing  economic,
regulatory,  demographic and other conditions, including  adverse
weather, in Michigan and the Northeast.
  
  
  Cyclicality in the Property and Casualty Insurance Industry
  -----------------------------------------------------------
  
  
  Historically, the property and casualty insurance industry  has
been  highly  cyclical.  The  property  and  casualty  industry's
profitability can be affected significantly by price competition,
volatile  and unpredictable developments such as extreme  weather
conditions  and  natural disasters, legal developments  affecting
insurer  liability and the size of jury awards,  fluctuations  in
interest  rates and other factors that affect investment  returns
and  other general economic conditions and trends that may affect
the adequacy of reserves.
  
    Over  the  past  several  years, the  property  and  casualty
insurance  industry  as  a  whole has  been  in  a  soft  market.
Competition  for premiums in the property and casualty  insurance
markets  may continue to have an adverse impact on the  Company's
rates and profitability.
  
  
  Catastrophes and Severe Weather Losses in the Property and
  -----------------------------------------------------------
  Casualty Insurance Industry
  ---------------------------
  
  
     Property and casualty insurers are subject to claims arising
out  of  catastrophes  and other severe weather  related  losses,
which  may  have  a  significant  impact  on  their  results   of
operations  and  financial condition. The Company may  experience
catastrophes and severe weather losses in the future which  could
have  a material adverse impact on the Company. Catastrophes  and
severe  weather losses can be caused by various events  including
hurricanes,  earthquakes, tornadoes, wind,  hail,  fires,  severe
winter weather and explosions, and the frequency and severity  of
catastrophes are inherently unpredictable. The extent  of  losses
from  catastrophes  and severe weather   is  a  function  of  two
factors:  the  total  amount  of insured  exposure  in  the  area
affected  by  the  event and the severity of the event.  Although
catastrophes and severe weather can cause losses in a variety  of
property  and casualty lines, homeowners and commercial  property
insurance  have  in the past generated the vast majority  of  the
Company's   catastrophe-related  claims.  The  Company  purchases
catastrophe reinsurance as protection against catastrophe losses.
The  Company  believes, based upon its review of its  reinsurers'
financial   statements  and  reputations   in   the   reinsurance
marketplace,  that the financial condition of its  reinsurers  is
sound.  However, there can be no assurance that reinsurance  will
be  adequate to protect the Company against such losses  or  that
such reinsurance will continue to be available to the Company  in
the future at commercially reasonable rates.

  
  Uncertainty  Regarding Adequacy of Property and  Casualty  Loss
  ---------------------------------------------------------------
  Reserves
  ---------
  
  
  The  Company maintains reserves to cover its estimated ultimate
liability  for losses and loss adjustment expenses  ("LAE")  with
respect to reported and unreported claims incurred as of the  end
of   each   accounting  period.  These  reserves  are  estimates,
involving  actuarial projections at a given  time,  of  what  the
Company  expects  the ultimate settlement and  administration  of
claims  will  cost based on facts and circumstances  then  known,
predictions  of  future events, estimates  of  future  trends  in
claims  severity and judicial theories of liability,  legislative
activity  and  other  factors.  The  inherent  uncertainties   of
estimating reserves are greater for certain types of property and
casualty  insurance  lines, particularly  workers'  compensation,
where  a  longer  period of time may elapse before  a  definitive
determination   of   ultimate  liability   may   be   made,   and
environmental  liability, where the technological,  judicial  and
political climates involving these types of claims are changing.
  
  The Company regularly reviews reserving techniques, reinsurance
and overall reserve adequacy. Based upon (i) review of historical
data,   legislative   enactments,   judicial   decisions,   legal
developments  in  imposition  of damages,  changes  in  political
attitudes and trends in general economic conditions; (ii)  review
of per claim information; (iii) historical loss experience of the
Company  and  the  industry; and (iv) the  relatively  short-term
nature  of  most of its property and casualty insurance policies,
management  believes that adequate provision has  been  made  for
reserves.  However, establishment of appropriate reserves  is  an
inherently uncertain process involving estimates of future losses
and there can be no certainty that currently established reserves
will prove adequate in light of subsequent actual experience. The
Company's   reserves  are  annually  certified  as  required   by
insurance regulatory authorities.

  
  Regulatory, Surplus, Capital, Rating Agency and Related Matters
  ---------------------------------------------------------------
  
  
  Insurance  companies are subject to supervision and  regulation
by  the  state  insurance authority in each state in  which  they
transact  business.  Such supervision and  regulation  relate  to
numerous aspects of an insurance company's business and financial
condition, including limitations on the authorization of lines of
business, underwriting limitations, the setting of premium rates,
the  establishment  of standards of solvency,  the  licensing  of
insurers  and  agents,  concentration of investments,  levels  of
reserves, the payment of dividends, transactions with affiliates,
changes  of  control  and  the approval  of  policy  forms.  Such
regulation   is  concerned  primarily  with  the  protection   of
policyholders.
  
  State regulatory oversight and various proposals at the federal
level  (including  the proposed adoption of a federal  regulatory
framework  for  insurance companies) may in the future  adversely
affect  the  Company's  ability to sustain  adequate  returns  in
certain  lines of business. In recent years, the state  insurance
regulatory  framework has come under increased federal  scrutiny,
and  certain  state legislatures have considered or enacted  laws
that  alter  and,  in  many cases, increase  state  authority  to
regulate  insurance  companies  and  insurance  holding   company
systems.   Further,   the  National  Association   of   Insurance
Commissioners   ("NAIC")  and  state  insurance  regulators   are
reexamining existing laws and regulations, and as a condition  to
accreditation  have required the adoption of certain  model  laws
which specifically focus on insurance company investments, issues
relating  to  the  solvency  of insurance  companies,  risk-based
capital ("RBC") guidelines, interpretations of existing laws, the
development  of  new  laws, and the definition  of  extraordinary
dividends.
  
  The  capacity for an insurance company's growth in premiums  is
in   part  a  function  of  its  statutory  surplus.  Maintaining
appropriate  levels of statutory surplus, as  measured  by  state
insurance  regulators, is considered important by state insurance
regulatory  authorities  and  the  private  agencies  that   rate
insurers' claims-paying abilities and financial strength. Failure
to  maintain certain levels of statutory surplus could result  in
increased   regulatory  scrutiny,  action  by  state   regulatory
authorities  or a downgrade by the private agencies  referred  to
below.
  
  The NAIC has created a new system for assessing the adequacy of
statutory  capital  for property and casualty insurers.  The  new
system,  known  as  risk-based capital, is  in  addition  to  the
states' fixed dollar minimum capital and other requirements.  The
new  system  is based on risk-based formulas (separately  defined
for  life and health insurers and property and casualty insurers)
that apply prescribed factors to the various risk elements in  an
insurer's  business  to  report  a  minimum  capital  requirement
proportional to the amount of risk assumed by the insurer.
  
  
  State  Guaranty  Funds, Shared Markets Mechanisms  and  Pooling
  ---------------------------------------------------------------
  Arrangements
  -------------
  
  
  All  fifty states of the United States have insurance  guaranty
fund laws requiring all life and health and property and casualty
insurance   companies  doing  business  within   the   state   to
participate in guaranty associations, which are organized to  pay
contractual  obligations  under  insurance  policies  issued   by
impaired  or  insolvent insurance companies.  These  associations
levy assessments (up to prescribed limits) on all member insurers
in  a particular state on the basis of the proportionate share of
the  premiums written by member insurers in the lines of business
in  which the impaired or insolvent insurer is engaged. Mandatory
assessments by state guaranty funds are used to cover  losses  to
policyholders of insolvent or rehabilitated companies and can  be
partially  recovered through a reduction in future premium  taxes
in  many  states. These assessments may increase  in  the  future
depending upon the rate of insolvencies of insurance companies.
  
  In  addition, as a condition to the ability to conduct business
in  various  states, the Company is required  to  participate  in
mandatory  property  and  casualty shared  market  mechanisms  or
pooling  arrangements, which provide various insurance  coverages
to  individuals or other entities that otherwise  are  unable  to
purchase  such coverage voluntarily provided by private insurers.
The  Company  cannot predict whether its participation  in  these
shared  market  mechanisms or pooling arrangements  will  provide
underwriting profits or losses to the Company.

  
  Competition
  ------------
  
  
  The  Property  and Casualty Insurance industry  in  general  is
highly competitive.  Many of the Company's competitors are larger
and  have  greater  financial, technical and operating  resources
than those of the Company.
  
  
  Retention of Key Executives
  ----------------------------
  
  
  The  future  success  of the Company will be  affected  by  its
continued ability to attract and retain qualified executives. The
Company's success is dependent in large part on John F.  O'Brien,
the  loss  of whom could adversely affect the Company's business.
The  Company  does  not  have an employment  agreement  with  Mr.
O'Brien.