Secretary of State                                               Exhibit 3.1
Division of Corporations
Filed 09:00 AM 06/05/1998
981218586 - 0672105

                         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 18
February 1998, 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 agenda for the Annual Meeting of the Stockholders shall include the
approval of an amendment to the Company's Certificate of Incorporation provision
which required 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. The
Amendment would permit Ralph S. Saul to be eligible for re-election to the Board
at the 1998 Annual Meeting and at the 1999 Annual Meeting.

Second, that the proposed amendment to the Certificate of Incorporation was
submitted for consideration to the Stockholders at their Annual Meeting held on
22 May 1998 and the Stockholders did approve said amendment by amending 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; however, Ralph S. Saul
will be eligible for re-election to the Board of Directors for the 1998 Annual
Meeting and the 1999 Annual Meeting, provided he will not be eligible for
re-election at the 2000 Annual Meeting of Shareholders."

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 Chairman of the Board, President, and Chief Executive
Officer and attested by Ann M. Caparros, its Corporate Secretary, this 03 day of
June 1998.

                             HORACE MANN EDUCATORS CORPORATION


                         By:   /s/ Paul J. Kardos
                            -------------------------------------------------
                            Paul J. Kardos, Chairman of the Board, President
                             and Chief Executive Officer

ATTEST:


By:  /s/ Ann M. Caparros
   ---------------------------------------
    Ann M. Caparros, Corporate Secretary