================================================================================ 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): December 3, 1998 ---------------- __________ ALLMERICA CORPORATION ----------------------------- (Exact name of Registrant as specified in its charter) Delaware 1-11714 04-3263626 -------- ------- ---------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer I.D. of Incorporation) Number) __________ 440 Lincoln Street, Worcester, Massachusetts 01653 -------------------------------------------- --------- (Address of Principal Executive Offices) (Zip Code) (508) 855-1000 ------------------------------------------------ Registrant's Telephone Number, including area code Page 1 of pages 5 Exhibit Index on page 5 ================================================================================ Item 5. Other Events On December 3, 1998, Allmerica Financial Corporation issued a press release, a copy of which is attached as an exhibit hereto, relating to its acceptance for payment of the shares of Citizens Corporation tendered in response to the offer by Allmerica Financial to purchase all of the shares of common stock of Citizens that it did not already own. The tender offer expired at midnight, New York city time, on December 2, 1998. -2- Item 7. Financial Statements and Exhibits Exhibit 99 Press release of Allmerica Financial dated December 3, 1998 -3- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ALLMERICA FINANCIAL CORPORATION By: /s/ Edward J. Parry, III -------------------------------------- Title: Vice President, Treasurer and Chief Financial Officer Date: December 3, 1998 -4- Exhibit Index Page - ------------- ---- Exhibit 99 Press release of Allmerica Financial dated December 3, 1998 6 -5-