EXHIBIT 3(d) - ARTICLES OF INCORPORATION

               AMENDMENT TO THE ARTICLES OF INCORPORATION OF
                  NATIONAL WESTERN LIFE INSURANCE COMPANY



PURSUANT to the provisions of  the Colorado Insurance Code  and the Colorado
Corporation Act, the  undersigned corporation adopts  the following Articles
of Amendment to its Articles of Incorporation:

Article One.  The name of the corporation is NATIONAL WESTERN LIFE INSURANCE
COMPANY.

Article Two.  The following  amendment to the Articles  of Incorporation was
duly submitted  to and  adopted by  the stockholders  of the  corporation on
April 25, 1978.  Article IV of the  Articles of Incorporation of the Company
is  amended  by  the  addition  thereto  of  subparagraph  "(d)",  and  said
subparagraph "(d)" of Article IV shall read and provide as follows:

"(d) In the event of any 'spin-off' or  distribution 'in-kind' of the shares
of a  subsidiary  corporation  of  the  Corporation,  and  which  subsidiary
corporation has only one class  of stock issued and  outstanding, each share
of Class B  common stock shall  receive only one-half (1/2) of the number of
shares of the subsidiary corporation as are to  be received by each share of
the Class A common stock; and, in the event that such subsidiary corporation
has two classes of stock  which are similar in rights  and privileges to the
Class A common stock  and Class B  common stock of  the Corporation provided
for in this Article, then  the Class A common stock  shall receive 'in-kind'
only that class of shares of the subsidiary  corporation which is similar to
the Class A  common shares,  and the Class  B common  stock shall receive 
'in-kind' only that  class of shares  of the subsidiary  corporation which is
similar to the Class B common shares."

Article Three.   The total number  of shares of  the corporation outstanding
and entitled to vote at the date of  such adoption was 3,411,682, consisting
of 3,211,682 Class A shares and  200,000 Class B shares.   All of the shares
of each class of stock were entitled to vote  thereon within each class as a
separate class.

Article Four.  The number  of shares voted for  such amendment was 2,520,409
(78.48%) of the Class A shares and 200,000 (100%) of the Class B shares; and
the number of shares voted against such amendment  was 48,454 (1.51%) of the
Class A shares.  None of the Class B shares voted against the amendment.

DATED this 28  day of April, 1978.


                    NATIONAL WESTERN LIFE INSURANCE COMPANY

                    /s/ Harry L. Edwards              
                    Harry L. Edwards, President

                    /s/ James V. Robinson                               
                    James V. Robinson, Secretary


THE STATE OF TEXAS  )
                    )
COUNTY OF TRAVIS    )

BEFORE ME,  the  undersigned  authority, on  this  28  day  of April,  1978,
personally appeared HARRY L. EDWARDS and JAMES  V. ROBINSON, who being first
duly sworn, declared they are the  President and Secretary, respectively, of
the Corporation executing the  foregoing document, and that  they had signed
the foregoing document in the capacity therein  set forth, and declared that
the statements therein contained are true and correct.

TO CERTIFY WHICH, I  have hereunto set my  hand and seal of  office this day
and year above written.

                         /s/ Margaret M. Simpson               
                         Notary Public in and for
                         Travis County, T E X A S
( S E A L )