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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-Q



|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006

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 033-37576

UNION SECURITY INSURANCE COMPANY

(Exact name of registrant as specified in its charter)



|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|IOWA                                                           |  | 81-0170040                          
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)
|                                                               | 
|729 INSURANCE EXCHANGE BUILDING                                |  |                                     
|DES MOINES, IOWA                                               |  | 50309                               
|(Address of Principal Executive Offices)                       |  | (Zip Code)                          

Registrants telephone number, including area code: (651) 361-4000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   x     No ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a
non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):



|                         |  |                    |  |                         
|------------------------ |  | ------------------ |  | ------------------------
| ̈Large accelerated
filer |  |  ̈Accelerated filer |  | x  Non-accelerated filer

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).

Yes ̈No  x

As of May 1, 2006, there were 1,000,000 shares
of common stock of the registrant outstanding, all of which are owned by Assurant, Inc.

THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN
GENERAL INSTRUCTIONS H(1)(a) AND (b) OF FORM 10-Q AND IS FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.



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##### Table of Contents

UNION SECURITY INSURANCE COMPANY

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006

TABLE OF CONTENTS



|            |  |                                                                                                                                                 |  |            
|----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------- |  | -----------
|Item Number |  |                                                                                                                                                 |  | Page Number
|            |  | PART I                                                                                                                                          |  |            
|            |  | FINANCIAL INFORMATION                                                                                                                           |  |            
|            |  |                                                                                                                                                
|1.          |  | FINANCIAL STATEMENTS                                                                                                                            |  | 2          
|            |  | Union Security Insurance Company Consolidated Balance Sheets at March 31, 2006 (Unaudited) and December 31, 2005                                |  | 2          
|            |  | Union Security Insurance Company Consolidated Statements of Operations (Unaudited) for the three months ended March 31, 2006 and 2005           |  | 4          
|            |  | Union Security Insurance Company Consolidated Statement of Changes in Stockholders Equity from December 31, 2005 to March 31, 2006 (Unaudited) |  | 5          
|            |  | Union Security Insurance Company Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2006 and 2005           |  | 6          
|            |  | Union Security Insurance Company Notes to the Consolidated Financial Statements for the three months ended March 31, 2006 and 2005
(Unaudited)  |  | 7          
|            |  |                                                                                                                                                
|2.          |  | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS                                                           |  | 11         
|            |  |                                                                                                                                                
|3.          |  | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK *                                                                                    |  | 12         
|            |  |                                                                                                                                                
|4.          |  | CONTROLS AND PROCEDURES                                                                                                                         |  | 12         
|            |  |                                                                                                                                                
|            |  | PART II                                                                                                                                         |  |            
|            |  | OTHER INFORMATION                                                                                                                               |  |            
|            |  |                                                                                                                                                
|1A.         |  | RISK FACTORS                                                                                                                                    |  | 13         
|            |  |                                                                                                                                                
|2.          |  | UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS*                                                                                     |  | 13         
|            |  |                                                                                                                                                
|3.          |  | DEFAULTS UPON SENIOR SECURITIES *                                                                                                               |  | 13         
|            |  |                                                                                                                                                
|4.          |  | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS *                                                                                           |  | 13         
|            |  |                                                                                                                                                
|5.          |  | OTHER INFORMATION                                                                                                                               |  | 13         
|            |  |                                                                                                                                                
|6.          |  | EXHIBITS                                                                                                                                        |  | 13         
|            | 
|SIGNATURES  |  | 14                                                                                                                                             



|* | Not required under reduced disclosure pursuant to General Instruction H(1) (a) and (b) of Form 10-Q
|- | ---------------------------------------------------------------------------------------------------



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##### Table of Contents

Union Security Insurance Company

Consolidated Balance Sheets

At March 31, 2006 (Unaudited) and December 31, 2005



|                                                                                                              |  |                                       |            |                  |   |           
|------------------------------------------------------------------------------------------------------------- |  | ------------------------------------- | ---------- | ---------------- | - | ----------
|                                                                                                              |  | March 31,2006                         |            | December 31,2005
|                                                                                                              |  | (in thousands exceptnumber of shares)
|Assets                                                                                                        |  |                                       |            |                  |   |           
|Investments:                                                                                                  |  |                                       |            |                  |   |           
|Fixed maturities available for sale, at fair value (amortized cost$3,293,763 in 2006 and $3,316,091 in 2005) |  | $                                     | 3,361,149  |                  | $ | 3,488,415 
|Equity securities available for sale, at fair value                                                           |  |                                       |            |                  |   |           
|(cost$345,851 in 2006 and $317,341 in 2005)                                                                  |  |                                       | 346,178    |                  |   | 318,120   
|Commercial mortgage loans on real estate at amortized cost                                                    |  |                                       | 766,893    |                  |   | 758,966   
|Policy loans                                                                                                  |  |                                       | 9,617      |                  |   | 9,773     
|Short-term investments                                                                                        |  |                                       | 41,560     |                  |   | 79,916    
|Collateral held under securities lending                                                                      |  |                                       | 319,701    |                  |   | 384,141   
|Other investments                                                                                             |  |                                       | 68,985     |                  |   | 61,024    
|                                                                                                              |  |                                       |            |                  |   |           
|Total investments                                                                                             |  |                                       | 4,914,083  |                  |   | 5,100,355 
|Cash and cash equivalents                                                                                     |  |                                       | 36,989     |                  |   | 19,032    
|Premiums and accounts receivable, net                                                                         |  |                                       | 110,941    |                  |   | 88,566    
|Reinsurance recoverables                                                                                      |  |                                       | 1,283,876  |                  |   | 1,261,030 
|Due from affiliates                                                                                           |  |                                       | 570        |                  |   |          
|Accrued investment income                                                                                     |  |                                       | 55,847     |                  |   | 51,352    
|Deferred acquisition costs                                                                                    |  |                                       | 121,804    |                  |   | 123,222   
|Property and equipment, at cost less accumulated depreciation                                                 |  |                                       | 932        |                  |   | 1,069     
|Deferred income taxes, net                                                                                    |  |                                       | 58,384     |                  |   | 25,425    
|Goodwill                                                                                                      |  |                                       | 164,594    |                  |   | 164,604   
|Value of business acquired                                                                                    |  |                                       | 32,749     |                  |   | 33,965    
|Other assets                                                                                                  |  |                                       | 39,980     |                  |   | 41,962    
|Assets held in separate accounts                                                                              |  |                                       | 3,222,696  |                  |   | 3,200,233 
|                                                                                                              |  |                                       |            |                  |   |           
|Total assets                                                                                                  |  | $                                     | 10,043,445 |                  | $ | 10,110,815
|                                                                                                              |  |                                       |            |                  |   |           

See the accompanying notes to the consolidated financial statements.



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##### Table of Contents

Union Security Insurance Company

Consolidated Balance Sheets

At March 31, 2006 (Unaudited) and December 31, 2005



|                                                                                           |  |                                       |            |                  |   |           
|------------------------------------------------------------------------------------------ |  | ------------------------------------- | ---------- | ---------------- | - | ----------
|                                                                                           |  | March 31,2006                         |            | December 31,2005
|                                                                                           |  | (in thousands exceptnumber of shares)
|Liabilities                                                                                |  |                                       |            |                  |   |           
|Future policy benefits and expenses                                                        |  | $                                     | 3,167,039  |                  | $ | 3,154,577 
|Unearned premiums                                                                          |  |                                       | 42,883     |                  |   | 39,967    
|Claims and benefits payable                                                                |  |                                       | 1,969,235  |                  |   | 1,936,610 
|Commissions payable                                                                        |  |                                       | 22,415     |                  |   | 22,995    
|Reinsurance balances payable                                                               |  |                                       | 10,535     |                  |   | 10,529    
|Funds held under reinsurance                                                               |  |                                       | 99         |                  |   | 96        
|Deferred gain on disposal of businesses                                                    |  |                                       | 166,501    |                  |   | 173,084   
|Obligation under securities lending                                                        |  |                                       | 319,701    |                  |   | 384,141   
|Accounts payable and other liabilities                                                     |  |                                       | 134,150    |                  |   | 174,646   
|Due to affiliates                                                                          |  |                                       |           |                  |   | 5,875     
|Tax payable                                                                                |  |                                       | 19,876     |                  |   | 6,720     
|Liabilities related to separate accounts                                                   |  |                                       | 3,222,696  |                  |   | 3,200,233 
|                                                                                           |  |                                       |            |                  |   |           
|Total liabilities                                                                          |  | $                                     | 9,075,130  |                  | $ | 9,109,473 
|                                                                                           |  |                                       |            |                  |   |           
|Commitments and contingencies (Note 5)                                                     |  | $                                     |           |                  | $ |          
|                                                                                           |  |                                       |            |                  |   |           
|Stockholders equity                                                                       |  |                                       |            |                  |   |           
|Common stock, par value $5 per share, 1,000,000 shares authorized, issued, and outstanding |  | $                                     | 5,000      |                  | $ | 5,000     
|Additional paid-in capital                                                                 |  |                                       | 542,169    |                  |   | 542,169   
|Retained earnings                                                                          |  |                                       | 370,204    |                  |   | 334,644   
|Accumulated other comprehensive income                                                     |  |                                       | 50,942     |                  |   | 119,529   
|                                                                                           |  |                                       |            |                  |   |           
|Total stockholders equity                                                                 |  |                                       | 968,315    |                  |   | 1,001,342 
|                                                                                           |  |                                       |            |                  |   |           
|Total liabilities and stockholders equity                                                 |  | $                                     | 10,043,445 |                  | $ | 10,110,815
|                                                                                           |  |                                       |            |                  |   |           

See the accompanying notes to the consolidated financial statements.



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##### Table of Contents

Union Security Insurance Company

Consolidated Statements of Operations (Unaudited)

Three Months Ended March 31, 2006 and 2005



|                                                                          |  |                             |         |   |      |   |        
|------------------------------------------------------------------------- |  | --------------------------- | ------- | - | ---- | - | -------
|                                                                          |  | Three Months EndedMarch 31,
|                                                                          |  | 2006                        |         |   | 2005
|                                                                          |  | (in thousands)             
|Revenues                                                                  |  |                             |         |   |      |   |        
|Net earned premiums and other considerations                              |  | $                           | 388,599 |   |      | $ | 456,065
|Net investment income                                                     |  |                             | 87,796  |   |      |   | 69,114 
|Net realized (loss) gain on investments                                   |  |                             | (1,780  | ) |      |   | 401    
|Amortization of deferred gain on disposal of businesses                   |  |                             | 6,582   |   |      |   | 8,741  
|Fees and other income                                                     |  |                             | 2,279   |   |      |   | 2,946  
|                                                                          |  |                             |         |   |      |   |        
|Total revenues                                                            |  |                             | 483,476 |   |      |   | 537,267
|                                                                          |  |                            
|Benefits, losses and expenses                                             |  |                             |         |   |      |   |        
|Policyholder benefits                                                     |  |                             | 308,191 |   |      |   | 359,841
|Amortization of deferred acquisition costs and value of business acquired |  |                             | 14,629  |   |      |   | 17,966 
|Underwriting, general and administrative expenses                         |  |                             | 107,778 |   |      |   | 116,543
|                                                                          |  |                             |         |   |      |   |        
|Total benefits, losses and expenses                                       |  |                             | 430,598 |   |      |   | 494,350
|                                                                          |  |                             |         |   |      |   |        
|Income before income taxes                                                |  |                             | 52,878  |   |      |   | 42,917 
|Income taxes                                                              |  |                             | 17,318  |   |      |   | 15,283 
|                                                                          |  |                             |         |   |      |   |        
|Net income                                                                |  | $                           | 35,560  |   |      | $ | 27,634 
|                                                                          |  |                             |         |   |      |   |        

See the accompanying notes to the consolidated financial statements.



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Union Security Insurance Company

Consolidated Statement of Changes in Stockholders Equity

From December 31, 2005 to March 31, 2006 (Unaudited)



|                                             |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|-------------------------------------------- |  | -------------- | ----- | ------------------------ | - | ---------------- |  | ------------------------------------------ | ------- |  | ----- | ------- | - |  | - | --------- | -
|                                             |  | CommonStock    |       | AdditionalPaid-inCapital |   | RetainedEarnings |  | AccumulatedOtherComprehensiveIncome (Loss) |         |  | Total |        
|                                             |  | (in thousands) |      
|Balance, December 31, 2005                   |  | $              | 5,000 |                          | $ | 542,169          |  | $                                          | 334,644 |  | $     | 119,529 |   |  | $ | 1,001,342 |  
|Comprehensive income:                        |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|Net income                                   |  |                |      |                          |   |                 |  |                                            | 35,560  |  |       |        |   |  |   | 35,560    |  
|Other comprehensive income:                  |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|Net change in unrealized gains on securities |  |                |      |                          |   |                 |  |                                            |        |  |       | (68,503 | ) |  |   | (68,503   | )
|Foreign currency translation                 |  |                |      |                          |   |                 |  |                                            |        |  |       | (84     | ) |  |   | (84       | )
|                                             |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|Total other comprehensive loss               |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   | (68,587   | )
|                                             |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|Total comprehensive loss                     |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   | (33,027   | )
|                                             |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  
|Balance, March 31, 2006                      |  | $              | 5,000 |                          | $ | 542,169          |  | $                                          | 370,204 |  | $     | 50,942  |   |  | $ | 968,315   |  
|                                             |  |                |       |                          |   |                  |  |                                            |         |  |       |         |   |  |   |           |  

See the accompanying notes to the consolidated financial statements.



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Union Security Insurance Company

Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended March 31, 2006 and 2005



|                                                      |  |                             |          |   |      |   |          |  
|----------------------------------------------------- |  | --------------------------- | -------- | - | ---- | - | -------- | -
|                                                      |  | Three Months EndedMarch 31, |         
|                                                      |  | 2006                        |          |   | 2005 |  
|                                                      |  | (in thousands)              |         
|Net cash provided by operating activities             |  | $                           | 5,061    |   |      | $ | 47,277   |  
|                                                      |  |                            
|Investing activities                                  |  |                             |          |   |      |   |          |  
|Sales of:                                             |  |                             |          |   |      |   |          |  
|Fixed maturities available for sale                   |  |                             | 287,444  |   |      |   | 65,500   |  
|Equity securities available for sale                  |  |                             | 108,475  |   |      |   | 6,833    |  
|Other invested assets                                 |  |                             | 1,493    |   |      |   | 2,057    |  
|Maturities, prepayments, and scheduled redemption of: |  |                             |          |   |      |   |          |  
|Fixed maturities available for sale                   |  |                             | 39,767   |   |      |   | 57,961   |  
|Purchases of:                                         |  |                             |          |   |      |   |          |  
|Fixed maturities available for sale                   |  |                             | (328,656 | ) |      |   | (167,147 | )
|Equity securities available for sale                  |  |                             | (116,651 | ) |      |   | (13,244  | )
|Other invested assets                                 |  |                             | (9,454   | ) |      |   | (8,590   | )
|Property and equipment                                |  |                             | (71      | ) |      |   |         |  
|Change in commercial mortgage loans on real estate    |  |                             | (7,959   | ) |      |   | 10,102   |  
|Change in short-term investments                      |  |                             | 38,354   |   |      |   | (25,179  | )
|Change in collateral held under securities lending    |  |                             | 64,440   |   |      |   | (68,716  | )
|Change in policy loans                                |  |                             | 154      |   |      |   | (57      | )
|                                                      |  |                             |          |   |      |   |          |  
|Net cash provided by (used in) investing activities   |  |                             | 77,336   |   |      |   | (140,480 | )
|                                                      |  |                            
|Financing activities                                  |  |                             |          |   |      |   |          |  
|Change in obligation under securities lending         |  |                             | (64,440  | ) |      |   | 68,716   |  
|                                                      |  |                             |          |   |      |   |          |  
|Net cash (used in) provided by financing activities   |  |                             | (64,440  | ) |      |   | 68,716   |  
|                                                      |  |                            
|Change in cash and cash equivalents                   |  |                             | 17,957   |   |      |   | (24,487  | )
|Cash and cash equivalents at beginning of period      |  |                             | 19,032   |   |      |   | 43,362   |  
|                                                      |  |                             |          |   |      |   |          |  
|Cash and cash equivalents at end of period            |  | $                           | 36,989   |   |      | $ | 18,875   |  
|                                                      |  |                             |          |   |      |   |          |  

See the accompanying notes to the consolidated financial statements.



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Union Security Insurance Company

Notes to the Financial Statements (Unaudited)

Three Months Ended March 31, 2006 and 2005



|1. | Nature of Operations
|-- | --------------------

Union Security Insurance
Company (the Company), formerly known as Fortis Benefits Insurance Company, is a provider of life and health insurance products. The Company is an indirect wholly owned subsidiary of Assurant, Inc. (the Parent). Assurant,
Inc.s common stock is traded on the New York Stock Exchange under the symbol AIZ.

The Company was redomesticated to Iowa from
Minnesota in 2004 and changed its name from Fortis Benefits Insurance Company in 2005. The Company distributes its products in all states except New York. The Companys revenues are derived principally from group employee benefits, group health
and pre-funded funeral products.



|2. | Basis of Presentation
|-- | ---------------------

The accompanying unaudited
interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information. Accordingly, these statements do not
include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

In
the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair statement of the financial statements have been included. Certain prior period amounts have been reclassified to conform to the
2005 presentation.

Dollar amounts are in thousands, except for number of shares and per share amounts.

The consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries. All inter-company transactions and
balances are eliminated in consolidation.

Operating results for the three months ended March 31, 2006 are not necessarily indicative
of the results that may be expected for the year ending December 31, 2006. The accompanying interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in
the Companys annual report on Form 10-K for the year ended December 31, 2005.



|3. | Recently Adopted Accounting Pronouncements
|-- | ------------------------------------------

On
January 1, 2006, the Parent adopted Statement of Financial Accounting Standards (FAS) No. 123 (revised 2004), Share-Based Payment (FAS 123R) which replaces Statement of Financial Accounting Standards
No. 123, Share-Based Payment and supersedes Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees. FAS 123R requires all share-based payments to employees, including grants of employee stock options,
to be recognized in the financial statements based on their fair values. The pro forma disclosures previously permitted under FAS 123 are no longer an alternative to financial statement recognition. Under FAS 123R, the Company must determine the
appropriate fair value model to be used for valuing share-based payments, the amortization method for compensation cost, and the transition method to be used at date of adoption. The Parent adopted FAS 123R using the modified prospective method
which requires that compensation expense be recorded for all unvested stock



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Union Security Insurance Company

Notes to the Financial Statements (Unaudited)

Three Months Ended March 31, 2006 and 2005

options at the beginning of the first quarter of adoption of FAS 123R. The adoption of FAS 123R did not have a material impact on the Companys consolidated
financial statements.

On January 1, 2006, the Company adopted FAS No. 154, Accounting Changes and Error Corrections, a
replacement of APB Opinion No. 20, Accounting Changes, and Statement No. 3, Reporting Accounting Changes in Interim Financial Statements (FAS 154). FAS 154 changes the accounting and reporting of a change in accounting
principle. Prior to FAS 154, the majority of voluntary changes in accounting principles were required to be recognized as a cumulative effect adjustment within net income during the period of the change. FAS 154 requires retrospective application to
prior period financial statements unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. The adoption of FAS 154 did not have a material effect on our consolidated financial position or
results of operations.



|4. | Retirement and Other Employee Benefits
|-- | --------------------------------------

The Parent
sponsors a defined benefit pension plan and certain other post retirement benefits covering employees and certain agents who meet eligibility requirements as to age and length of service. Plan assets of the defined benefit plans are not specifically
identified by each participating subsidiary. Therefore, a breakdown of plan assets is not reflected in these financial statements. The Company has no legal obligation for benefits under these plans. The benefits are based on years of service and
career compensation. The Parents pension plan funding policy is to contribute amounts to the plan sufficient to meet the minimum funding requirements set forth in the Employee Retirement Income Security Act of 1974, plus additional amounts as
the Parent may determine to be appropriate from time to time up to the maximum permitted, and to charge each subsidiary an allocable amount based on its employee census. Pension cost allocated to the Company amounted to approximately $1,908 and
$1,980 for the three months ended March 31, 2006 and 2005, respectively.

The Company participates in a contributory profit sharing
plan, sponsored by our Parent, covering employees and certain agents who meet eligibility requirements as to age and length of service. Benefits are payable to participants on retirement or disability and to the beneficiaries of participants in the
event of death. For employees hired on or before December 31, 2000, the first 3% of an employees contribution is matched 200% by the Company. The second 2% is matched 50% by the Company. For employees hired after December 31, 2000,
the first 3% of an employees contribution is matched 100% by the Company. The second 2% is matched 50% by the Company. The amount expensed by the Company was approximately $2,018 and $1,865, for the three months ended March 31, 2006 and
2005, respectively.

With respect to retirement benefits, the Company participates in other health care and life insurance benefit plans
(postretirement benefits) for retired employees, sponsored by the Parent. Health care benefits, either through the Parents retiree plan for retirees under age 65 or through a cost offset for individually purchased Medigap policies for retirees
over age 65, are available to employees who retire on or after January 1, 1993, at age 55 or older, with 10 years or more service. Life insurance, on a retiree pay all basis, is available to those who retire on or after January 1, 1993.



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Union Security Insurance Company

Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended March 31, 2006 and 2005



|5. | Commitments and Contingencies
|-- | -----------------------------

The Company is
regularly involved in litigation in the ordinary course of business, both as a defendant and as a plaintiff. The Company may from time to time be subject to a variety of legal and regulatory actions relating to the Companys current and past
business operations. While the Company cannot predict the outcome of any pending or future litigation, examination or investigation, the Company does not believe that any pending matter will have a material adverse effect on the Companys
financial condition or results of operations.



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Union Security Insurance Company

Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended March 31, 2006 and 2005



|6. | Subsequent Event
|-- | ----------------

On April 1, 2006, the
Company transferred the assets and liabilities related to its Canadian operations to Assurant Life of Canada (ALOC), an indirectly wholly owned subsidiary of the Parent, in exchange for ALOC common stock equal to the fair value of the
net assets transferred. This transaction met the criteria for the transfer of net assets constituting a business per the Emerging Issues Task Force Issue No. 98-3, Determining Whether a Nonmonetary Transaction Involves Receipt of Productive
Assets or of a Business. The Company will not report a gain in the results of operations as a result of the transaction. The Company does not believe this transaction will materially affect the Companys results of operations or financial
condition.



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##### Table of Contents

PART I

FINANCIAL INFORMATION



|Item 2. | Managements Discussion And Analysis Of Financial Condition And Results Of Operations.
|------- | --------------------------------------------------------------------------------------

(Dollar amounts in thousands except share data.)

Managements Discussion and Analysis of Financial Condition and Results of Operations (MD&A) addresses the financial condition of Union Security Insurance Company and its subsidiaries (collectively, USIC or the Company) as of
March 31, 2006, compared with December 31, 2005, and its results of operations for the three months ended March 31, 2006, compared with the equivalent 2005 period. This discussion should be read in conjunction with USICs
MD&A and annual audited financial statements as of December 31, 2005 filed with the Companys Form 10-K for the year ended December 31, 2005 filed with the U.S. Securities and Exchange Commission (hereafter referred to as the
Companys 2005 Form 10-K) and unaudited consolidated financial statements and related notes included elsewhere in this Form 10-Q.

Some of the statements in this MD&A and elsewhere in this report may contain forward-looking statements that reflect our current views with respect to, among other things, future events and financial performance. You can identify these
forward-looking statements by the use of forward-looking words such as outlook, believes, expects, potential, continues, may, will, should,
seeks, approximately, predicts, intends, plans, estimates, anticipates or the negative version of those words or other comparable words. Any forward-looking
statements contained in this report are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person
that the future plans, estimates or expectations contemplated by us will be achieved. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause our actual
results to differ materially from those indicated in this report. If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we projected.
Any forward-looking statements you read in this report reflect our current views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, financial
condition, growth strategy and liquidity.

The table below presents information regarding our consolidated results of operations:



|                                                         |  |                                     |         |   |      |   |        
|-------------------------------------------------------- |  | ----------------------------------- | ------- | - | ---- | - | -------
|                                                         |  | For the ThreeMonths Ended March 31,
|                                                         |  | 2006                                |         |   | 2005
|                                                         |  | (in thousands)                     
|Revenues:                                                |  |                                     |         |   |      |   |        
|Net earned premiums and other considerations             |  | $                                   | 388,599 |   |      | $ | 456,065
|Net investment income                                    |  |                                     | 87,796  |   |      |   | 69,114 
|Net realized (loss) gain on investments                  |  |                                     | (1,780  | ) |      |   | 401    
|Amortization of deferred gains on disposal of businesses |  |                                     | 6,582   |   |      |   | 8,741  
|Fees and other income                                    |  |                                     | 2,279   |   |      |   | 2,946  
|                                                         |  |                                     |         |   |      |   |        
|Total revenues                                           |  |                                     | 483,476 |   |      |   | 537,267
|                                                         |  |                                     |         |   |      |   |        
|Benefits, losses and expenses:                           |  |                                     |         |   |      |   |        
|Policyholder benefits                                    |  |                                     | 308,191 |   |      |   | 359,841
|Selling, underwriting and general expenses(1)            |  |                                     | 122,407 |   |      |   | 134,509
|                                                         |  |                                     |         |   |      |   |        
|Total benefits, losses and expenses                      |  |                                     | 430,598 |   |      |   | 494,350
|                                                         |  |                                     |         |   |      |   |        
|Income before income taxes                               |  |                                     | 52,878  |   |      |   | 42,917 
|Income taxes                                             |  |                                     | 17,318  |   |      |   | 15,283 
|                                                         |  |                                     |         |   |      |   |        
|Net income                                               |  | $                                   | 35,560  |   |      | $ | 27,634 
|                                                         |  |                                     |         |   |      |   |        



|(1) | Includes amortization of deferred acquisition costs and value of business acquired and underwriting, general and administrative expenses.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------



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##### Table of Contents

Three Months Ended March 31, 2006 Compared to March 31, 2005

Net Income

Net income increased by
$7,926, or 29%, to $35,560 for the three months ended March 31, 2006 from $27,634 for the three months ended March 31, 2005. This increase is primarily due to an increase in net investment income and a decrease in selling, underwriting and
general expenses, partially offset by lower premiums due to declines in membership in our small employer group health, group dental and group life businesses.

Total Revenues

Total revenues decreased by $53,791, or 10%, to $483,476 for the three months ended
March 31, 2006 from $537,267 for the three months ended March 31, 2005. The primary driver of this decrease was lower net earned premiums and other considerations of $67,466 due to the sale of the Independent  United States
distribution channel in our pre-funded funeral business, the loss of a client in our accidental death and dismemberment (AD&D) business and membership declines in our small employer group health, group dental and group life businesses. Partially
offsetting this decrease in net earned premiums was growth in our disability business written through our Disability Risk Management Services (DRMS) distribution channel. Amortization of deferred gain on disposal of businesses decreased by $2,159,
which was consistent with the anticipated run-off of business ceded to The Hartford in 2001 and John Hancock in 2000. These decreases to revenues were partially offset by an increase in net investment income of $18,682 due to investment income from
a real estate partnership of $14,735 and an increase in invested assets.

Total Benefits, Losses and Expenses

Total benefits, losses and expenses decreased by $63,752, or 13%, to $430,598 for the three months ended March 31, 2006 from $494,350 for the three
months ended March 31, 2005. The decrease was primarily due to a decrease in policyholder benefits of $51,650 due to the sale of the Independent  United States distribution channel in our pre-funded funeral business, improved loss ratios
in our group disability, group life and dental businesses, lower claims and membership in our small employer group health business and the loss of a client in our AD&D business. Selling, underwriting and general expenses decreased by $12,102 due
to lower commission expense and premium taxes resulting from a lost client in our AD&D business, lower commission expense in our small employer group health business from lower sales and renewals, and lower amortization of deferred acquisition
costs in our pre-funded funeral business. Offsetting these decreases to benefits, losses and expenses was an increase to policyholder benefits related to our disability business written through DRMS.



|Item 3. | Quantitative And Qualitative Disclosures About Market Risk.
|------- | -----------------------------------------------------------

Not required under the reduced disclosure format.



|Item 4. | Controls And Procedures.
|------- | ------------------------

Under the supervision and with the participation of our Chief Executive Officer and our Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2006. Based on this
evaluation, our Chief Executive Officer and our Principal Financial Officer have concluded that our disclosure controls and procedures were effective as of that date in providing a reasonable level of assurance that information we are required to
disclose in reports we file or furnish under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods in SEC rules and forms. Further, our disclosure controls and procedures were effective in
providing a reasonable level of assurance that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our Chief Executive Officer and our Principal Financial Officer, as appropriate to
allow timely decisions regarding required disclosure.



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##### Table of Contents

PART II

OTHER INFORMATION



|Item 1A. | Risk Factors
|-------- | ------------

Our 2005 Form
10-K described our Risk Factors. There have been no material changes to the Risk Factors during the three months ended March 31, 2006.



|Item 2. | Unregistered Sale of Equity Securities and Use of Proceeds.
|------- | -----------------------------------------------------------

Not required under the reduced disclosure format.



|Item 3. | Defaults Upon Senior Securities.
|------- | --------------------------------

Not required under the reduced disclosure format.



|Item 4. | Submission of Matters to a Vote of Security Holders.
|------- | ----------------------------------------------------

Not required under the reduced disclosure format.



|Item 5. | Other Information.
|------- | ------------------



| | (a) | None.
| | --- | -----



| | (b) | Because all of the Companys outstanding common stock is held indirectly by Assurant, Inc., the Company does not file a Schedule 14A and has not adopted any procedures by which
security holders may recommend nominees to the registrants board of directors.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Item 6. | Exhibits
|------- | --------

The following
exhibits either (a) are filed with this report or (b) have previously been filed with the SEC and are incorporated herein by reference to those prior filings. Exhibits are available upon request at the investor relations section of our
website, located at www.assurant.com.



|     |  |                                                                                                                                                                                           
|---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     | 
|31.1 |  | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.                                                                                                                    
|     | 
|31.2 |  | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.                                                                                                                    
|     | 
|32.1 |  | Certification of Chief Executive Officer of Union Security Insurance Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.    
|     | 
|32.2 |  | Certification of Principal Financial Officer of Union Security Insurance Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.



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##### Table of Contents

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 on May 10, 2006.



UNION SECURITY INSURANCE COMPANYBy:

/s/ P. Bruce CamachoName:

P. Bruce CamachoTitle:

President and Chief Executive OfficerBy:

/s/ Ranell M. JacobsonName:

Ranell M. JacobsonTitle:

Treasurer(Principal Financial Officer)




14