EXHIBIT 10(d) - MATERIAL CONTRACTS

                             FIRST AMENDMENT TO THE
                     NATIONAL WESTERN LIFE INSURANCE COMPANY
                    NON-QUALIFIED DEFERRED COMPENSATION PLAN

    WHEREAS, the Plan was originally established effective April 1, 1995; and

    WHEREAS, Section 6.2 of the Plan permits the Company to amend the Plan at
anytime; and

    WHEREAS, the Company desires to change certain provisions of the Plan;

    NOW THEREFORE, the Plan is hereby amended as follows:

1.  Section 1.2(k), Initial Participation Period, is hereby replaced with the 
following, effective July 1, 1995:

"The time period beginning when the Eligible Employee first completes and Hour
of Service until the first January 1, April 1, July 1 or October 1 which is 
coincident with or next follows the earlier of (i) six (6) months after the
date the Employee first completes an Hour of Service for the Employer, 
provided the Employee completes five hundred (500) Hours of Service during 
such six (6) month period or (ii) the date he completes one (1) Year of
Service."

    IN WITNESS WHEREOF, National Western Life Insurance Company has 
executed this First Amendment.

    ATTEST:                    National Western Life Insurance Company

                               By:  /S/ Ross R. Moody

                               Its:  President