AmerUs Life Holdings, Inc.
Ticker:AMRS 418 Sixth Avenue
Exchange:NASDAQ-National Market Des Moines, IA 50309
Industry:Financial (SIC Code 6311) (515) 280-1331

Offering Information
Type of Shares:Class A Common Shares Filing Date:9/18/96
U.S. Shares:4,663,190 Offer Date:1/28/97
Non-U.S. Shares:0 Filing Range:$14.00 - $17.00
Primary Shares:4,663,190 Offer Price:$16.50
Secondary Shares:0 Gross Spread:$1.15
Offering Amount: $72,279,445 Selling:$0.69
Expenses:$1,172,826 Reallowance:$0.10
Shares Out After:17,750,000

Primary Underwriting Group
ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-5959
ABN AMRO BankCo-manager
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
Salomon Brothers Inc.Co-manager (212) 783-2947

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Sidley & Austin
Bank's Law Firm: Sullivan & Cromwell
Auditor: KPMG Peat Marwick
Registrar/Transfer Agent: ChaseMellon Shareholder Services, L.L.C.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/95 9/30/96
Revenue:$643.40$429.60$480.80Assets:$4,291.80
Net Income:$69.30$62.90$54.00Curr Assets:
EPS:$3.15$2.86Liabilities:$3,779.40
Prior EPS:$85.30$128.40Curr Liabilities:
Cash Flow/Oper:$202.00Equity:$512.40
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is engaged in the business of marketing, underwriting and distributing a broad range of individual life insurance and annuity products to individuals and businesses in 45 states and the District of Columbia. The company's primary product offerings consist of whole life, universal life and term life insurance policies and fixed annuities. The company's distribution systems now market fixed annuities issued by Ameritas Variable Life Insurance Company and have begun to sell AVLIC's variable life insurance and variable annuity products. The company's target markets are individuals in the middle and upper income brackets and small businesses. Its geographic focus is national in scope, and it primarily serves suburban and rural areas. The company distributes its products primarily through a combination of career general agency and personal producing general agency distribution systems, as well as a network of independent brokers.

Competition
The company operates in a highly competitive industry. Numerous life insurance companies and other entities, including banks other financial institutions, compete with the company, many of which have greater financial and other resources as compared to the company. The company believes that the principal competitive factors in the sale of insurance products are product features, price, commission structure, perceived stability of the insurer, claims-paying ratings, value-added service and name recognition. Many other companies are capable of competing for sales in the company's target markets. The company's ability to compete for sales is dependent upon its ability to address the competitive factors described above. In addition to competing for sales, the company competes for qualified agents and brokers to distribute products. Strong competition exists among insurance companies for agents and brokers with demonstrated ability. Management believes that the bases of competition for the services of such agents and brokers are commission structure, support services, prior relationships and the strength of an insurer's products. Although the company believes that it has good relationships with its agents and brokers, its ability to compete will depend on its continued ability to attract and retain qualified persons.

Business Plan
The company's business strategy to achieve earnings growth and increase shareholder value is focused on managing certain operating fundamentals where the company's results have historically compared favorably to the industry. The company intends to utilize these operating strengths to differentiate its products by maintaining its position and reputation as a low-cost producer that provides high-value products to its life insurance and annuity customers, while also providing superior service to both agents and customers. The company believes it is well positioned to compete effectively based upon a number of strengths including its strong operating performance, customer-driven product offerings, productive and diversified distribution systems, sophisticated asset/liability management capabilities and a customer service orientation. In addition, the company intends to continue to seek new business opportunities through mergers, acquisitions and strategic alliances.

Use of Proceeds
The proceeds from the proposed offering will be used by the company to repay debt outstanding under the bank credit facility.

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