UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities and Exchange Act of 1934 Date of Report: June 26, 1997 ACORDIA, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 33-48691 (Commission File Number) 31-1278880 (IRS Employer Identification Number) 120 Monument Circle Indianapolis, Indiana 46204 (Address of principal executive offices and zip code) (317) 488-6666 (Registrant's telephone number, including area code) AMENDMENT NO.1 -------------- The undersigned registrant hereby amends the following items, financial statements, exhibits or other portions of its Annual Report on Form 10-K for the fiscal year ended December 31, 1996, as set forth below: Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K ------------------------------------------------------------------------- (c) Information required by Form 11-K for registrant's Retirement Savings Plan. Financial Statement and Exhibits -------------------------------- (a) Financial Statements: See Index to Financial Statements (b) Exhibits: 1. Consent of Independent Auditors (See Index to Financial Statements). Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereundo duly authorized. Acordia, Inc. ------------- (Registrant) By: /S/ Keith A. Maib --------------------------- Executive Vice President and Chief Financial Officer ACORDIA 401(k) LONG TERM SAVINGS INVESTMENT PLAN INDEX TO -------- FINANCIAL STATEMENTS AND EXHIBITS --------------------------------- Page Reference --------- REPORT OF INDEPENDENT AUDITORS 1 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION DECEMBER 31, 1996 AND 1995 2 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION DECEMBER 31, 1996 4 NOTES TO FINANCIAL STATEMENTS 5 CONSENT OF INDEPENDENT AUDITORS 12 Report of Independent Auditors Board of Directors Acordia, Inc. We have audited the accompanying statements of net assets available for benefits, with fund information, of the Acordia 401(k) Long Term Savings Investment Plan as of December 31, 1996 and 1995, and the related statements of changes in net assets available for benefits, with fund information, for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits, with fund information, of the Plan at December 31, 1996 and 1995 and the changes in its net assets available for benefits, with fund information, for the years then ended, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The Fund Information in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. The Fund Information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation of the financial statements taken as a whole. /s/ Ernst & Young LLP June 13, 1997 1 Acordia 401(k) Long Term Savings Investment Plan Statements of Net Assets Available for Benefits, With Fund Information FUND INFORMATION ---------------------------------------------------------------------- VANGUARD VANGUARD VANGUARD INDEX TRUST BOND INDEX INVESTMENT VANGUARD EXTENDED VANGUARD FUND - TOTAL CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO ---------------------------------------------------------------------- DECEMBER 31, 1996 ASSETS Investment in Master Trust $18,675,756 $22,508,395 $4,398,784 $23,945,666 $679,512 Contributions receivable (advance contributions) 53 2,403 4,116 2,849 (10,310) ---------------------------------------------------------------------- Total assets and net assets available for benefits $18,675,809 $22,510,798 $4,402,900 $23,948,515 $669,202 ====================================================================== DECEMBER 31, 1995 ASSETS Investment in Master Trust $17,369,937 $18,170,964 $891,762 $17,430,312 $218,720 Contributions receivable (advance contributions) 11,705 109,682 14,143 4,534 17,326 ---------------------------------------------------------------------- Total assets and net assets available for benefits $17,381,642 $18,280,646 $905,905 $17,434,846 $236,046 ====================================================================== FUND INFORMATION ----------------------------------------------------- TEMPLETON VANGUARD INSTITUTIONAL MONEY MARKET FIDELITY FUNDS - ACORDIA RESERVES MAGELLAN FOREIGN COMMON U.S. TREASURY FUND EQUITY SERIES STOCK PORTFOLIO ----------------------------------------------------- DECEMBER 31, 1996 ASSETS Investment in Master Trust $5,026,206 $2,213,547 $5,587,712 $48,713 Contributions receivable (advance contributions) 249 (2,071) 556 (23) ----------------------------------------------------- Total assets and net assets available for benefits $5,026,455 $2,211,476 $5,588,268 $48,690 ===================================================== DECEMBER 31, 1995 ASSETS Investment in Master Trust $2,065,348 $250,762 $5,118,365 $ - Contributions receivable (advance contributions) 64,263 (5,940) 36,108 - ----------------------------------------------------- Total assets and net assets available for benefits $2,129,611 $244,822 $5,154,473 $ - ===================================================== FUND INFORMATION ----------------------------------- LOAN FUND CASH TOTAL ----------------------------------- DECEMBER 31, 1996 ASSETS Investment in Master Trust $3,757,145 $63,622 $86,905,058 Contributions receivable (advance contributions) - (2,178) ----------------------------------- Total assets and net assets available for benefits $3,757,145 $63,622 $86,902,880 =================================== DECEMBER 31, 1995 ASSETS Investment in Master Trust $2,567,175 $309,876 $64,393,221 Contributions receivable (advance contributions) - - 251,821 ----------------------------------- Total assets and net assets available for benefits $2,567,175 $309,876 $64,645,042 See accompanying notes. 2 Acordia 401(k) Long Term Savings Investment Plan Statement of Changes in Net Assets Available for Benefits, With Fund Information YEAR ENDED DECEMBER 31, 1996 ------------------------------------------------------------------ FUND INFORMATION ------------------------------------------------------------------ VANGUARD VANGUARD VANGUARD INDEX TRUST BOND INDEX INVESTMENT VANGUARD EXTENDED VANGUARD FUND - TOTAL CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO ------------------------------------------------------------------ Additions: Employee contributions $ 2,189,311 $ 3,057,994 $ 953,695 $ 2,989,089 $ 285,586 Employer contributions 815,161 1,112,988 287,988 1,049,199 93,606 Employee transfers from other plans 361,855 365,195 267,940 239,521 36,300 Equity in earnings of Master Trust 1,069,386 3,123,475 344,813 4,326,087 23,438 ----------------------------------------------------------------- 4,435,713 7,659,652 1,854,436 8,603,896 438,930 Deductions: Benefit payments 2,018,287 2,142,146 62,074 1,844,035 27,677 ----------------------------------------------------------------- 2,417,426 5,517,506 1,792,362 6,759,861 411,253 Transfers between funds (1,123,259) (1,287,354) 1,704,633 (246,192) 21,903 ----------------------------------------------------------------- Net increase (decrease) 1,294,167 4,230,152 3,496,995 6,513,669 433,156 Net assets available for benefits at beginning of year 17,381,642 18,280,646 905,905 17,434,846 236,046 ----------------------------------------------------------------- Net assets available for benefits at end of year $18,675,809 $22,510,798 $4,402,900 $23,948,515 $ 669,202 ================================================================= YEAR ENDED DECEMBER 31, 1996 ---------------------------------------------------------- FUND INFORMATION ---------------------------------------------------------- TEMPLETON VANGUARD INSTITUTIONAL MONEY MARKET FIDELITY FUNDS - ACORDIA RESERVES MAGELLAN FOREIGN COMMON U.S. TREASURY FUND EQUITY SERIES STOCK PORTFOLIO ---------------------------------------------------------- Additions: Employee contributions $ 2,332,630 $ 393,025 $ 926,670 $ 89,060 Employer contributions 732,083 122,286 348,942 4,553 Employee transfers from other plans 225,209 397,703 78,290 10,683 Equity in earnings of Master Trust 488,728 249,298 (20,593) 798 ---------------------------------------------------------- 3,778,650 1,162,312 1,333,309 105,094 Deductions: Benefit payments 203,686 102,741 429,630 3,907 ---------------------------------------------------------- 3,574,964 1,059,571 903,679 101,187 Transfers between funds (678,120) 907,083 (469,884) (52,497) ---------------------------------------------------------- Net increase (decrease) 2,896,844 1,966,654 433,795 48,690 Net assets available for benefits at beginning of year 2,129,611 244,822 5,154,473 - ---------------------------------------------------------- Net assets available for benefits at end of year $ 5,026,455 $ 2,211,476 $ 5,588,268 $ 48,690 ========================================================== YEAR ENDED DECEMBER 31, 1996 ------------------------------------------- FUND INFORMATION ------------------------------------------- LOAN FUND CASH TOTAL ------------------------------------------- Additions: Employee contributions $ - $ - $ 13,217,060 Employer contributions - - 4,566,806 Employee transfers from other plans 148,987 (246,254) 1,885,429 Equity in earnings of Master Trust 250,679 - 9,856,109 ------------------------------------------- 399,666 (246,254) 29,525,404 Deductions: Benefit payments 433,383 7,267,566 ------------------------------------------- (33,717) (246,254) 22,257,838 Transfers between funds 1,223,687 - - ------------------------------------------- Net increase (decrease) 1,189,970 (246,254) 22,257,838 Net assets available for benefits at beginning of year 2,567,175 309,876 64,645,042 ------------------------------------------- Net assets available for benefits at end of year $ 3,757,145 $ 63,622 $ 86,902,880 =========================================== See accompanying notes. 3 Acordia 401(k) Long Term Savings Investment Plan Statement of Changes in Net Assets Available for Benefits YEAR ENDED DECEMBER 31, 1995 ------------------------------------------------------------------ FUND INFORMATION ------------------------------------------------------------------- VANGUARD VANGUARD VANGUARD INDEX TRUST BOND INDEX INVESTMENT VANGUARD EXTENDED VANGUARD FUND- TOTAL CONTRACT WELLINGTON MARKET INSTITUTIONAL BOND MARKET TRUST FUND PORTFOLIO INDEX FUND PORTFOLIO ------------------------------------------------------------------- Additions: Employee contributions $3,224,744 $ 4,013,058 $ 46,606 $ 3,575,266 $ 9,996 Employer contributions 834,345 802,990 9,701 790,582 3,744 Employee transfers from other plans 3,150,247 3,709,037 7,269 2,730,946 28,316 Equity in earnings of Master Trust 991,294 3,791,245 23,029 4,027,335 5,788 ------------------------------------------------------------------- 8,200,630 12,316,330 86,605 11,124,129 47,844 Deductions: Benefit payments 1,829,225 1,160,414 - 949,225 163 ------------------------------------------------------------------- 6,371,405 11,155,916 86,605 10,174,904 47,681 Transfers between funds (2,010,171) (559,768) 819,300 (317,645) 188,365 ------------------------------------------------------------------- Net increase (decrease) 4,361,234 10,596,148 905,905 9,857,259 236,046 Net assets available for benefits at beginning of year 13,020,408 7,684,498 - 7,577,587 - ------------------------------------------------------------------- Net assets available for benefits at end of year $ 17,381,642 $ 18,280,646 $ 905,905 $ 17,434,846 $ 236,046 ===================================================================== YEAR ENDED DECEMBER 31, 1995 ------------------------------------------- FUND INFORMATION ------------------------------------------- TEMPLETON INSTITUTIONAL FIDELITY FUNDS - ACORDIA MAGELLAN FOREIGN COMMON FUND EQUITY SERIES STOCK ------------------------------------------- Additions: Employee contributions $ 135,873 $ 11,278 $ 1,285,097 Employer contributions 41,065 3,586 302,463 Employee transfers from other plans 115,632 1,660 827,586 Equity in earnings of Master Trust (19,970) (871) (409,532) ------------------------------------------- 272,600 15,653 2,005,614 Deductions: Benefit payments 29,093 6,739 264,583 ------------------------------------------- 243,507 8,914 1,741,031 Transfers between funds 1,886,104 235,908 (554,962) ------------------------------------------- Net increase (decrease) 2,129,611 244,822 1,186,069 Net assets available for benefits at beginning of year - - 3,968,404 ------------------------------------------- Net assets available for benefits at end of year $2,129,611 $ 244,822 $ 5,154,473 =========================================== YEAR ENDED DECEMBER 31, 1995 ------------------------------------------- FUND INFORMATION ------------------------------------------- LOAN FUND CASH TOTAL ------------------------------------------- Additions: Employee contributions $ - $ 9,428 $ 12,311,346 Employer contributions - - 2,788,476 Employee transfers from other plans 454,777 - 11,025,470 Equity in earnings of Master Trust 145,876 - 8,554,194 ------------------------------------------- 600,653 9,428 34,679,486 Deductions: Benefit payments - (300,448) 3,938,994 ------------------------------------------- 600,653 309,876 30,740,492 Transfers between funds 312,869 - - ------------------------------------------- Net increase (decrease) 913,522 309,876 30,740,492 Net assets available for benefits at beginning of year 1,653,653 - 33,904,550 ------------------------------------------- Net assets available for benefits at end of year $2,567,175 $ 309,876 $ 64,645,042 =========================================== 4 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements December 31, 1996 1. ACCOUNTING POLICIES INVESTMENTS The assets of the Acordia 401(k) Long Term Savings Investment Plan (the "Plan") are held in common with plans of affiliates using the Anthem Insurance Companies, Inc. Master Trust agreement (the "master trust") which is administered by the Bank of New York (the "Trustee"). Contributions are invested in common stock of Acordia, Inc., five separate Vanguard Group Mutual Funds, a Fidelity Magellan Fund and Templeton Institutional Funds - Foreign Equity Series. The Acordia, Inc. common stock and the remaining funds are traded on a national securities exchange and are valued at the last reported sales price on the last business day of the plan year. Realized gains and losses on investments sold or redeemed were determined on the basis of average cost. Beginning in 1996, the Vanguard Money Market Reserves U.S. Treasury Portfolio fund was established as a default fund for any funds which an employee fails to provide investment direction. This fund is carried at cost which approximates market value. CONTRIBUTIONS Contributions are recorded as additions to net assets available for plan benefits on a bi-weekly basis as the Plan sponsor authorizes and accrues such contributions. INCOME TAX STATUS The Internal Revenue Service ruled on March 21, 1996 that the Plan qualifies as defined by Section 401(a) of the Internal Revenue Code and, therefore, the related trust is not subject to tax using present income tax law. Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The administrator is not aware of any course of action or series of events that have occurred that might adversely affect the PlanOs qualified status. CASH Cash is held by the trustee and represents contributions received and benefits paid which have not been allocated to the appropriate investment funds as of December 31. 5 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements (continued) 1. ACCOUNTING POLICIES (CONTINUED) USE OF ESTIMATES Preparation of the financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying standard notes. Actual results could differ from those estimates. ADMINISTRATION OF THE PLAN Trustees are appointed by the Plan sponsor to administer the Plan. The Plan sponsor bears all costs associated with administering the Plan. 2. DESCRIPTION OF THE PLAN During 1996, the Plan was amended and restated to reflect the merger of the O'Rourke, Andrews & Maroney, Inc. 401(k) Plan into the Plan. Assets of approximately $1,500,000 were transferred on January 31, 1996 and are included in employee transfers from other plans. During 1995, due to certain changes in the corporate structure, employees of Blue Cross Blue Shield of Kentucky, Inc. and AdminiStar Solutions, Inc., chose to transfer participation from The Associated Group 401(k) Long Term Savings Investment Plan to the Plan. Assets transferred were approximately $11,000,000 and are included in employee transfers from other plans. On June 2, 1997, Anthem Insurance Companies, Inc. and Acordia entered into a definitive merger agreement stating that Anthem will acquire all of the outstanding common stock of Acordia. Until this agreement is finalized, the assets held in the Acordia Common Stock fund have been frozen and upon completion of the merger, this fund will be merged out of existence. The Plan is a defined contribution plan which was established to provide savings opportunities for participants and their beneficiaries. Substantially all employees of Acordia, Inc. meeting certain employment requirements are eligible to participate. The Plan is subject to the provisions of ERISA. 6 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements (continued) 2. DESCRIPTION OF THE PLAN (CONTINUED) Employees may make voluntary pre-tax contributions of 1% to 16% of compensation, as defined, through periodic payroll deductions. Maximum contributions are limited by applicable IRS regulations. The Company will match up to 50% of the first 6% of the participant's pre-tax contribution. A participant may direct the investment of amounts held in his accounts in percentages of 10% percent, except for the Acordia, Inc. stock fund which is limited to a maximum of 50%, in one or more of the following investment funds: the Vanguard Investment Contract Trust and the Vanguard Bond Index Fund - Total Bond Market Portfolio (fixed income funds); the Vanguard Wellington Fund (a combination of common stock and fixed income securities); the Vanguard Index Trust - Extended Market Portfolio, the Vanguard Institutional Index Fund, the Fidelity Magellan Fund (U.S. common stocks); the Templeton Institutional Funds - Foreign Equity Series (international common stocks and similar securities); and Acordia Common Stock (common stock of Acordia, Inc.), Participants may elect to make changes to their investment designation. However, participants can only make changes to their investment designation once every month. A participant in the Plan may make a complete or partial withdrawal of the amounts held in the participant's account attributable to the participant's pre- tax contributions, income allocated to the pre-tax contribution account prior to January 1, 1989, and up to 100% of employer match and rollover account at any time and will be paid as of the last valuation date. The withdrawal must be necessary in light of immediate and heavy financial needs of the participant and the participant shall have obtained all other withdrawals and nontaxable loans provided by this and any other plan sponsored by the employer. Only two withdrawals are permitted during any plan year; during the twelve months following a withdrawal, employee contributions are suspended for withdrawals on the participant's pre-tax account. A participant may make up to two withdrawals of voluntary after-tax contributions at any time. Additionally, at age 59 1/2, a participant may withdraw participant and employer contributions for any reason subject to the two withdrawal per year limit. A participant in the Plan may request a loan not in excess of the lesser of: (1) 50% of the vested account balance or (2) $50,000 less the highest outstanding loan balance during the year. A participant may have a maximum of two loans outstanding at any time. Repayment of loans shall not exceed five years except for loans used to acquire the participant's principal residence which shall not exceed ten years. Each loan bears interest equal to the prime lending rate of The Bank of New York and repayments are made by 7 payroll deduction. 8 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements (continued) 2. DESCRIPTION OF THE PLAN (CONTINUED) Upon termination of employment, the participant is entitled to receive the full vested current value of his account. If the current value of the vested account is less than $3,500, the account is paid in a lump sum payment. If the vested account value is more than $3,500, the participant may elect to keep savings in the Plan. The account must be distributed by the year following attainment of age 70 1/2. Upon death, payments are made to the participant's beneficiary in the form of a lump sum payment or in installments. The Plan is sponsored by the participating employers. The Plan sponsor has the right to terminate the Plan. In the event the Plan is terminated, each participant's account shall be nonforfeitable with respect to both the participant's and the Plan sponsor's contributions and the net assets are to be set aside for the payment of withdrawals to the participants. The Plan sponsor has the right to suspend contributions to the Plan at any time, either permanently or temporarily for any length of time. More detailed information concerning the Plan may be found by consulting the Summary Plan Description, which is available from the Plan Administrator. 3.RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 The following is a reconciliation of benefit payments per the 1995 financial statements to the 1995 Form 5500: Benefit payments per the financial $ 3,938,994 statements Amounts allocated to withdrawing participants at end of year 300,448 ------------ Benefit payments per the Form 5500 $ 4,239,442 ============ Amounts allocated to withdrawing participants are recorded in the Form 5500 for benefit distributions that have been processed and approved for payment prior to December 31 but not paid. At December 31, 1996 there were no unpaid distributions. 9 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements (continued) 4. INVESTMENTS The Plan's investments are held in common with the investments of plans of affiliates using a master trust (the "Trust") arrangement with the Trustee. Summarized information relating to the Trust investments and results of operations is listed below. The fair value of individual investments that represent 5% or more of the Trust's assets are as follows: DECEMBER 31, 1996 -------------------- Vanguard Investment Contract Trust $ 62,744,481 Vanguard Wellington Fund 67,602,075 Vanguard Index Trust - Extended Market Portfolio 25,048,232 Vanguard Institutional Index Fund 63,084,393 Fidelity Magellan Fund 25,767,536 NET APPRECIATION (DEPRECIATION) FAIR VALUE IN FAIR VALUE AT END DURING THE YEAR OF YEAR ------------------------------------- YEAR ENDED DECEMBER 31, 1996: Vanguard Investment Contract Fund $ 1,255 $ 62,744,481 Vanguard Wellington Fund 9,415,693 67,602,075 Vanguard Index Trust - Extended Market 2,854,128 25,048,232 Portfolio Vanguard Institutional Index Fund 11,310,385 63,084,393 Vanguard Bond Index Fund - Total Bond Market Portfolio (61,254) 4,033,713 Fidelity Magellan Fund 2,528,813 25,767,536 Templeton Institutional Funds - Foreign Equity Series 970,885 7,956,401 Acordia Common Stock (1,302) 7,804,917 Vanguard Money Market Reserves - U.S. Treasury Portfolio Fund 969 811,211 Loan Fund -- 11,414,881 Cash -- 263,519 --------------------------------- $27,019,572 $276,531,359 ================================= 10 Acordia 401(k) Long Term Savings Investment Plan Notes to Financial Statements (continued) 4. Investments (continued) The Trust's net assets available for plan benefits and changes in net assets available for benefits of each available investment account is presented below: VANGUARD VANGUARD INDEX TRUST INVESTMENT VANGUARD EXTENDED VANGUARD CONTRACT WELLINGTON MARKET INSTITUTIONAL TRUST FUND PORTFOLIO INDEX FUND --------------------------------------------------------------- December 31, 1996: Investments $ 62,744,481 $ 67,602,075 $ 25,048,232 $ 63,084,393 Equity interest of plans of affiliates in Master Trust (deduction) (44,068,725) (45,093,680) (20,649,448) (39,138,727) --------------------------------------------------------------- $ 18,675,756 $ 22,508,395 $ 4,398,784 $ 23,945,666 =============================================================== Results of the Trust's operations for the year ended December 31, 1996: Interest and dividend income $ 3,713,144 $42,359 $12,479 $17,331 Net realized and unrealized appreciation (depreciation) in fair value of investments 1,255 9,415,693 2,854,128 11,310,385 Equity interest of plans of affiliates in Master Trust (deduction) (2,645,013) (6,334,577) (2,521,794) (7,001,629) --------------------------------------------------------------- $ 1,069,386 $ 3,123,475 $ 344,813 $ 4,326,087 =============================================================== VANGUARD TEMPLETON BOND INDEX INSTITUTIONAL FUND - TOTAL FIDELITY FUNDS - ACORDIA BOND MARKET MAGELLAN FOREIGN COMMON PORTFOLIO FUND EQUITY SERIES STOCK --------------------------------------------------------------- December 31, 1996: Investments $4,033,713 $25,767,536 $7,956,401 $7,804,917 Equity interest of plans of affiliates in Master Trust (deduction) (3,354,201) (20,741,330) (5,742,854) (2,217,205) --------------------------------------------------------------- $679,512 $5,026,206 $2,213,547 $5,587,712 =============================================================== Results of the Trust's operations for the year ended December 31, 1996: Interest and dividend income $195,970 $48,233 $5,602 $3,743 Net realized and unrealized appreciation (depreciation) in fair value of investments (61,254) 2,528,813 970,885 (1,302) Equity interest of plans of affiliates in Master Trust (deduction) (111,278) (2,088,318) (727,189) (23,034) --------------------------------------------------------------- $23,438 $488,728 $249,298 ($20,593) =============================================================== VANGUARD MONEY MARKET RESERVES CIGNA U.S. TREASURY MUTUAL PORTFOLIO FUNDS LOAN FUND CASH TOTAL ------------------------------------------------------------------------- December 31, 1996: Investments $ 811,211 $ - $11,414,881 $263,519 $ 276,531,359 Equity interest of plans of affiliates in Master Trust (deduction) (762,498) - (7,657,736) (199,897) (189,626,301) ------------------------------------------------------------------------- $ 48,713 $ - $ 3,757,145 $ 63,622 $ 86,905,058 ========================================================================= Results of the Trust's operations for the year ended December 31, 1996: Interest and dividend income $23,212 $ 43,206 $ 742,278 $ - $ 4,847,557 Net realized and unrealized appreciation (depreciation) in fair value of investments 969 - - - 27,019,572 Equity interest of plans of affiliates in Master Trust (deduction) (23,383) (43,206) (491,599) - (22,011,020) ------------------------------------------------------------------------- $ 798 $ - $ 250,679 $ - $ 9,856,109 ========================================================================= 11 Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8, No. 33-54242) pertaining to the Acordia 401(k) Long Term Savings Investment Plan of Acordia, Inc. of our report dated June 13, 1997, with respect to the financial statements of the Acordia 401(k) Long Term Savings Investment Plan included in this Report on Form 10K/A of Acordia, Inc. for the year ended December 31, 1996. Ernst & Young, LLP Indianapolis, Indiana June 13, 1997