SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) February 13, 2001
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UNITED TRUST GROUP, INC.
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(Exact Name of Registrant as specified in its charter)
ILLINOIS 0-16867 37-1172848
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(State or other Juris- (Commission (I.R.S. Employer
diction of incorporation File Number) identification No.)
5250 SOUTH SIXTH STREET
P.O. BOX 5147
SPRINGFIELD, IL 62705
(Address of principal executive offices, including zip code)
Regisrant's telephone number, including area code (217)-241-6300
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
United Trust Group, Inc. is an insurance holding company that owns controlling interests in three
life insurance companies; Universal Guaranty Life Insurance Company, Appalachian Life Insurance
Company and Abraham Lincoln Insurance Company. The administrative offices of these companies are
located primarily in Springfield, Illinois.
Pursuant to the terms of a common stock purchase agreement dated February 13, 2001, First Southern
Bancorp, Inc. agreed to purchase 563,215 shares of United Trust Group, Inc. common stock from Larry
E. Ryherd and family at a price of $8.00 per share. The purchase price will be payable in the form
of $881,874 in cash and a five-year promissory note.
In addition, First Southern Bancorp, Inc. agreed to purchase 22,500 shares of United Trust Group,
Inc. common stock and 544 shares of First Commonwealth Corporation common stock pursuant to the
terms of a common stock purchase agreement dated February 13, 2001 with James E. Melville and his
family. Pursuant to the terms of the agreement, the United Trust Group, Inc. shares will be
acquired for $8.00 per share and the First Commonwealth Corporation shares will be acquired for
$200.00 per share. The purchase will be in the form of a five-year promissory note. Mr. Melville
has agreed to resign as a director of United Trust Group, Inc. and its subsidiaries at the closing
pursuant to an agreement and release First Southern Bancorp, Inc., United Trust Group, Inc., First
Commonwealth Corporation and Mr. Melville executed concurrently with the common stock purchase
agreement.
Following the above stock transactions, Mr. Jesse T. Correll and related parties (including First
Southern Funding, LLC, First Southern Bancorp, Inc. and other affiliates) will own or control
approximately 64.8% of United Trust Group, Inc. Mr. Correll is Chairman of the Board of Directors
of United Trust Group, Inc. and its various subsidiaries.
The execution of these common stock purchase agreements followed a special joint meeting of the
Boards of Directors of United Trust Group, Inc. and its subsidiaries held January 8, 2001, at which
the termination of the employment agreement between First Commonwealth Corporation and James E.
Melville, dated July 31, 1997, and the termination of James E. Melville as an officer or agent of
United Trust Group, Inc. and all of its subsidiaries were approved by the Boards of Directors of
each of the companies. At this same meeting, the Boards of Directors of each company approved the
appointment of Randall L. Attkisson to fill all positions previously held by Mr. Melville.
Mr. Attkisson is a member of the Board of Directors and Chief Financial Officer of First Southern
Funding, LLC and First Southern Bancorp, Inc., an affiliate of First Southern Funding, LLC. First
Southern Bancorp, Inc. owns First Southern National Bank, which operates out of 14 locations in
central Kentucky. First Southern Funding, LLC and its affiliates are United Trust Group, Inc.'s
largest shareholder.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UNITED TRUST GROUP, INC.
(Registrant)
By: /s/ Randall L. Attkisson
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Randall L. Attkisson
President , Chief Operating
Officer and Director
By: /s/ Theodore C. Miller
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Theodore C. Miller
Senior Vice President and
Chief Financial Officer
Date: February 16, 2001