Exhibit 3.3

                          CERTIFICATE OF AMENDMENT OF
                      THE CERTIFICATE OF INCORPORATION OF
                       HORACE MANN EDUCATORS CORPORATION

HORACE MANN EDUCATORS CORPORATION (the "Corporation"), a corporation organized
and existing under and by virtue of the General Corporation Law of the State of
Delaware, does hereby certify:

FIRST, that at a meeting of the Board of Directors of the Corporation held on 14
June 1995, a resolution was adopted setting forth the proposed Amendment to the
Certificate of Incorporation of said Corporation, declaring said Amendment to be
advisable and calling for submission for consideration of the Amendment to the
Stockholders of said Corporation. The resolution setting forth the proposed
Amendment is as follows:

RESOLVED the following amendment to the Certificate of Incorporation be
recommended to the Stockholders of the Corporation for their approval at the
next Annual Meeting of Stockholders: an amendment to the Company's Certificate
of Incorporation to require the retirement of any Director who is 72 or more
years of age following the completion of his or her then current term in office;
provided, however, that Messrs. Heth and Saul will be eligible to continue to
serve on the Board of Directors, if re-elected until their succcessors are duly
elected and qualified at the 1997 and 1998 Annual Meetings of Shareholders,
respectively.

SECOND, that the proposed amendment to the Certificate of Incorporation was
submitted for consideration to the Stockholders at their Annual Meeting held on
15 August 1995 and the Stockholders did approve said amendment by adding the
following ARTICLE FOURTEENTH.

"FOURTEENTH.  Any Director who is 72 or more years of age shall retire following
completion of his or her then current term in office; provided, however, that
Messrs. Heth and Saul will not be obligated to retire pursuant to this ARTICLE
FOURTEENTH until their successors are duly elected and qualified at the 1997 and
1998 Annual Meetings of Shareholders, respectively."

THIRD, that the aforesaid Amendment was duly adopted in accordance with the
applicable provisions of Section 242 of the General Corporation Law of the State
of Delaware.

IN WITNESS WHEREOF, said HORACE MANN EDUCATORS CORPORATION has caused this
Certificate of Amendment of the Certificate of Incorporation to be signed by
Paul J. Kardos, its President, and attested by Ann M. Caparros, its Corporate
Secretary, this 18th day of August 1995.

                                               HORACE MANN EDUCATORS CORPORATION


ATTEST:                                        By: /s/   Paul J. Kardos
                                                   -----------------------------
                                                   Paul J. Kardos, President
By: /s/   Ann M. Caparros
    -----------------------------
    Ann M. Caparros, 
    Corporate Secretary


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