When Nationwide Mutual ac-quired Allied Mutual in1998, it inherited a liabilityinduced by David Schiff—a

class-action and derivative-action lawsuit(Rieff v. Evans) against Allied, its chairmanand CEO John Evans, and certain direc-tors and officers who oversaw the siphon-ing of Allied Mutual’s assets into its pub-licly-traded affiliate, Allied Group, whichwas also run by Evans.

Nationwide has now agreed to settlethis lawsuit by paying $135 million toAllied Mutual’s policyholders and $28.5million to their lawyers. Although the law-suit against Allied made some importantlaw about the rights of policyholders,sadly, the settlement falls short of a greatvictory. Had the plaintiffs gone to trial andwon (the facts were in their favor), thejudgment might have exceeded $1 billion.But there would have been appeals, andgiven that the case has already taken eightyears, seven appeals to the Iowa SupremeCourt, and involved the production ofhundreds of thousands of documents, it’snot surprising that—with no end insight—both sides would want to settle.

The proposed settlement, which mustbe approved by the Polk County, IowaDistrict Court, will bring to a close a sagathat began with the stripping of AlliedMutual by its directors twenty years ago.Left unresolved is the legal issue ofwhether it is wrong for a mutual insurancecompany’s directors to strip a mutual fortheir own benefit by engaging in numer-ous related-party transactions, complicatedasset shuffles, and unfair transactions.

In 1996, David Schiff decided to spendsome time traveling the back roads ofIowa and visiting insurance compa-

nies. At that time, Schiff was disheartenedby the avarice and amorality he had ob-served in New York, and believed that inthe American heartland he would findold-fashioned virtues and corn-fed hon-esty. Instead, he stumbled into the biggestracket the insurance industry has everseen: the mutual-insurance industry’s at-tempt to separate policyholders from hun-dreds of billions of dollars. (For more onthe subject of mutuals, demutualization,and mutual holding companies, see everyissue of Schiff’s from October 1997 throughthe end 1999.)

Allied Mutual and its affiliate, AlliedGroup, were just two of the more than 100Iowa companies that Schiff looked at. Heno longer recalls why the Allied compa-nies piqued his interest so much that hewould spend a year and a half of his life on

them, but they were the largest property-casualty companies in Iowa.

The Allied Mutual story is about howa mutual’s officers and directors treatedthe mutual as if it belonged to them ratherthan to its policyholders. Beginning in1985, Allied Mutual’s directors and offi-cers oversaw the transference of assets,premiums, and employees from AlliedMutual to its subsidiary, Allied Group.Over the next eight years, the two com-panies—which had interlocking boards ofdirectors and the same executive offi-cers—would engage in pooling changes,stock swaps, and complicated asset shuf-fles. Virtually every one of these transac-tions would prove to be beneficial toAllied Group (and to Evans and Allied’semployees) and detrimental to AlliedMutual. For example, sixty-four percent

SCHIFF’S

SCHIFF’S INSURANCE OBSERVER • 300 CENTRAL PARK WEST, NEW YORK, NY 10024 • (212) 724-2000 • DAV I D@IN S U R A N C EOB S E RV E R.C O M

August 16, 2005Volume 17 • Number 13 & 14 I N S U R A N C E O B S E R V E R

The world’s most dangerous insurance publicationSM

Nationwide to Pay $160 Million for Lawsuit

John Evans, Chairman & CEO of Allied Mutual

The Allied Mutual Rip-off

SCHIFF’S INSURANCE OBSERVER ~ (212) 724-2000 AUGUST 16, 2005 2

of the premiums written by Allied Mutualwould eventually be transferred to AlliedGroup—for no money. Since Allied was aprofitable underwriter, this was a windfallfor Allied Group.

The mastermind behind this assetshifting and expense jiggering was a littleman with large glasses, white hair, and abald pate named John Evans. AlliedMutual was founded by his grandfather,and John took over in 1964 at the agethirty-six after the death of his father. Bythe 1980s, as Evans approached the tradi-tional retirement age, he found himself incomfortable financial position—but notreally wealthy. He had divorced and re-married, and was developing expensivehabits. He liked traveling by private jetand helicopter, and eventually bought twohouses in California, in Palm Springs andPebble Beach.

In 1985, Evans began the asset shuf-fling that would enrich Allied Group (andEvans) and emasculate Allied Mutual. Hetook Allied Group public at an extremelylow valuation and was granted a stack ofoptions. He transferred premiums fromAllied Mutual to Allied Group. He trans-ferred expenses from Allied Group toAllied Mutual. He had Allied Groupcharge fees to Allied Mutual. He hadAllied Mutual sell assets to AlliedGroup at ridiculously low prices.He had Allied Group sell assetsto Allied Mutual at high prices.He arranged for Allied Mutual tolend money to Allied Group on fa-vorable terms. He rigged it so thateven though Allied Group and AlliedMutual each had shares of an identicalbook of business, Allied Mutual’s com-bined ratio was much higher than AlliedGroup’s. He transferred all of AlliedMutual’s employees to Allied Group (forno payment) then arranged for AlliedGroup to charge Allied Mutual excessivefees for their services. He set up a lever-aged ESOP for Allied Group’s employeesand arranged for it to buy newly-issuedAllied Group shares for about half their in-trinsic value, thereby diminishing thevalue of the majority interest that AlliedMutual owned in Allied Group.

Some of Evans’ crafty dealings werepapered over by spurious “fairness opin-ions,” including one from Conning &Company which may well be the most un-supportable fairness opinion of all time.

Irreconcilable conflicts of interest

were a hallmark of Evans’ handiwork.Because he was chairman and CEO ofAllied Mutual and Allied Group, he wason both sides of all transactions. Becausehe had received a pile of stock options inAllied Group, he would personally profit ifAllied Group got the best of Allied Mutualin their various dealings, which it did.What are the odds that Allied Group andAllied Mutual would engage in a dozenmajor transactions and that they would allbe home runs for Allied Group and strike-outs for Allied Mutual?

After Schiff uncovered some of theseamy dealings between AlliedMutual and Allied Group, he spent

about six months researching the com-pany in great detail. Eventually, he de-cided that he wouldn’t just write an articleexposing what was going on; he would dosomething about it. He decided to run forAllied Mutual’s board of directors, seizecontrol, kick out the avaricious Evans andhis cronies, unwind all the abusive trans-actions, and make restitution to AlliedMutual’s policyholders. (Schiff wouldwaive any compensation for his efforts.)

As Schiff was formulating his plan, helooked for someone else who was keenlyinterested in mutual insurance compa-

nies, preferably a lawyer, who could ad-vise him. He eventually came acrossJason Adkins, a consumer advocatethen at the Center for InsuranceResearch, which he had also

founded. Schiff’s first conversationwith Adkins, in the summer of 1997,

was memorable. He briefly outlined whathad gone on at Allied and told Adkinsabout his plan to take over the companyvia a proxy fight. Adkins sized up Schiff asa kook (perhaps he was right), and got offthe phone quickly. “Send me your articlewhen it comes out,” he said.

In September 1997, Schiff, by then anominee for Allied Mutual’s board, pub-lished his article and ran a large ad in theDes Moines Register in which he called forAllied Mutual to distribute $385 millionto its policyholders and encouraged pol-icyholders to contact him. (One respon-dent was Mary Rieff, a longtime AlliedMutual policyholder. A couple of monthslater, Schiff introduced her to Adkins—who had by that time become his goodfriend and fellow traveler in the battleagainst abusive demutualizations—andRieff became the plaintiff in Rieff v.

Evans, the class-action and derivative-ac-tion lawsuit against Allied Mutual.)

On September 30, The Wall StreetJournal ran an article by Leslie Scismabout Schiff’s exposé and proxy fight onpage one of its “C” section. It was accom-panied by a picture of Schiff, of whomAllied’s president, Douglas Andersen,said, “He’s a writer from New York. Whatdoes he know?”

In the ensuing months, the AlliedMutual affair would receive considerablemedia coverage, and the Iowa insurancecommissioner, Terri Vaughan, would re-luctantly open an investigation. Soon,Allied would begin calling Schiff “a well-financed corporate raider.” It would alsoattempt to prevent him from running forAllied Mutual’s board, and, when those at-tempts failed, go to court to prevent a fairelection. Allied Mutual also rigged theelection by giving each of Allied Group’s1,600 employees a nominal policy so thatthey could vote.

On December 31, 1997, just before thestatute of limitations ran out, Adkins filedRieff v. Evans in the Polk County, Iowacourt. The lawsuit, which followed thelines of Schiff ’s article, claimed that be-ginning in 1985 and continuing throughFebruary 18, 1993, the individual defen-dants and Allied Group caused AlliedMutual to enter into a series of transac-tions that improperly transferred substan-tial assets and business opportunities fromAllied Mutual to Allied Group, and thatthe defendants and Allied Group bene-fited from these transactions. The lawsuitalso claimed that the effect of these trans-actions was the de facto demutualization ofAllied Mutual.

Allied Mutual remained under at-tack in 1998. Schiff was attempt-ing to take control of the company,

Adkins was pressing the lawsuit, and theIowa insurance department was trying tofigure out how a billion dollars of valuehad moved from Allied Mutual to AlliedGroup without the department realizingwhat was happening. The issue of corpo-rate governance at mutual insurance com-panies had become the hot topic of theyear. (America’s large mutual life insurerswere attempting to form mutual insur-ance holding companies so that theywouldn’t have to give hundreds of bil-lions of dollars of value to their owners—the policyholders.) Unbeknownst to the

public, Allied was under even greaterpressure—Nationwide Mutual wanted totake over Allied Group and AlliedMutual. In May, after being rebuffed byEvans, Nationwide went public with ahostile takeover offer for Allied Groupand a concomitant proposal to mergeAllied Mutual into Nationwide. Alliedopposed the offer, but the price—morethan fifty-percent higher than the previ-ous close—made it difficult to turndown—without being sued by share-holders. Nationwide also sued Allied, ac-cusing it of various improprieties.

Nationwide and Allied quickly re-solved their differences, and, as part of theagreement, Nationwide agreed to provideEvans and his cronies with a broad indem-

nification. That indemnification will nowcost Nationwide more than $160 million.

John Evans and the other Allied de-fendants denied the claims in thelawsuit, and, as part of the settle-

ment, assert that “all of the contestedtransactions were for the benefit of AlliedMutual and its policyholders and causedno harm to them.” We believe that Schiff’shas shown, in its numerous articles aboutAllied, that the contested transactionswere not for the benefit of AlliedMutual.

On August 16, the first adver-tisements about the settlementwill appear in USA Today, The DesMoines Register, and other newspa-pers. All Allied Mutual policyhold-ers who had policies on February 18,1993 are eligible for compensation underthe settlement. (Allied estimates thatthere are 300,000 such policyholders.)

Former Allied Mutual policyholdershave already received a “Notice & ClaimForm” which they must submit to receivetheir part of the $135 million settlement.(If you know anyone who had an AlliedMutual policy, make sure to tell themabout the settlement.)

The amount of money that a policy-holder receives will depend on how muchhe paid in premiums for the three yearspreceding February 18, 1993. It will alsodepend on the number of policyholderswho submit claims. (If 100,000 policy-holders submit claims, the average pay-ment will be $1,350.)

Before the settlement can be ratified,a fairness hearing must take place. It willbe held on October 7, 2005 at 9:00 a.m. inthe courtroom of the Honorable DonnaPaulsen at the District Court for PolkCounty, 500 Mulberry Street, Room 304,Des Moines, Iowa.

The following firms are the plain-tiffs’ class counsel: Adkins, Kelston &Zavez, P.C.; Barrack Rodos & Bacine;Lane & Waterman LLP; and Brady &O’Shea, P.C. More information about the settlement can be found atwww.Alliedmutualsettlement.com.

After the settlement is paid, AlliedMutual’s policyholders will havereceived $245 million ($110 mil-

lion from a dividend when Nationwide acquired Allied and $135 million from thesettlement). While this is a significant

sum—and one that never would havebeen paid had Schiff and Adkins not got-ten involved—it is still something of a dis-appointment. In 1985, Allied Mutualowned all of its own assets and 100% ofAllied Group. Thirteen years later, afterEvans’ manipulations, most of AlliedMutual’s assets had been transferred toAllied Group, and Allied Mutual ownedvirtually none of Allied Group. AlliedMutual got nothing from Allied Group’s$1.6 billion takeover by Nationwide.

The $135 million settlement goes onlya small way towards making Allied

Mutual’s policyholders whole. Ofcourse, the policyholders wouldn’thave lost out if any regulator hadbeen on the ball. But none were. No

regulator in any state objected to anyof Allied’s poisonous transactions and

asset shuffles. And, to the best of ourknowledge, no regulator did anythingabout the transactions once Schiff’s madethem public. That’s a sorry comment onthe state of insurance regulation.

In 1997, we called John Evans to inter-view him about the various asset shuf-fles. He responded with disdain.

“What are you?” he asked. “Some kind ofhistorian?” He then got off the phone.

While we were doing our research, onething that stood out but that we didn’twrite about was how many people de-spised Evans. He’d had a bitter divorcebattle with his ex-wife, two of his kidswere estranged from him, Allied employ-ees hated him, and agents felt he hadscrewed them. He was described as“junkyard dog mean.” We were told thathe was stingy and didn’t have manyfriends.

Given that Evans masterminded a rip-off that left him rich and Allied Mutual’spolicyholders poor, it would be nice toimagine that he has paid a heavy price forhis actions. But that may be wishful think-ing. As someone who has known him forfifty years told us, “He fucked a millionlittle policyholders and never had a badnight’s sleep.”

The following pages contain a briefchronology of events for Allied Mutual, andan index for all articles we published aboutAllied.

SCHIFF’S INSURANCE OBSERVER ~ (212) 724-2000 AUGUST 16, 2005 3

Editor and Writer . . . . . . . . David SchiffProduction Editor . . . . . . . . . Bill LauckForeign Correspondent . . Isaac SchwartzEditorial Associate. . . Yonathan DessalegnCopy Editor . . . . . . . . . . . . John CaumanPublisher . . . . . . . . . . . Alan ZimmermanSubscription Manager . . . . . . Pat LaBua

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I N S U R A N C E O B S E R V E R

SCHIFF’S INSURANCE OBSERVER ~ (212) 724-2000 AUGUST 16, 2005 4

1974Allied Mutual forms wholly-owned sub-sidiary Allied Group. John Evans is chair-man and CEO of both companies.

1985Allied Group goes public, raising $16.8million at a price approximating bookvalue. Allied Mutual’s ownership de-creases to 79%.

Allied Group has no employees; AlliedMutual’s 1,000 employees provide all ser-vices and administer the Allied pool ofpremiums.

John Evans granted options for 234,516shares.

1986Allied Group forms Western HeritageInsurance Co., which doesn’t cede busi-ness to the Allied pool even though itmarkets through a “readily available dis-tribution system—Allied Mutual agents.

1987

Allied Group forms Allied GroupInformation Systems and begins chargingAllied Mutual fees for data-processingservices. Allied Group increases its sharesof the Allied pool of premiums to 41%.

Allied Group’s SEC filings says that its“continued profitability is largely depen-dant upon the continued successful opera-tions of Allied Mutual, which provides fa-cilities, employees and all services requiredto conduct the business of the Companyon a cost-allocated basis.” All the officersof Allied Group are officers of AlliedMutual, and two-thirds of Allied Group’sdirectors are directors of Allied Mutual.

1988Evans receives 10-year options to pur-chase Allied Group stock for 44¢ pershare. (Book value is $6.38 per share.)Other employees receive similar options.Allied Group directors (many of whomserve on Allied Mutual’s board), are of-fered Allied Group stock options.

Allied Group borrows $7.8 million fromAllied Mutual.

1990Big restructuring plan. Allied Group sellsits subsidiary, Allied Life, to AlliedMutual for a 17% premium to book valuein exchange for its own shares at an 18%

discount to book value. “Managementbelieves that the future long-term prof-itability of property-casualty operationswill be greater than the profitability oflife-insurance operations,” Allied Groupadmits. (By 1997, Allied Life is worth $50million and Allied Group’s repurchasedshares are worth $273 million.)

Allied Group’s percentage of the Alliedpool is raised to 53%. “[Increasing thepool] gave us all the advantages of an ac-quisition without any of the drawbacks,”Allied Group admits.

All Allied Mutual employees are trans-ferred to Allied Group for no payment.

Allied Group’s ESOP borrow $35 millionfrom Allied Group to buy newly issuedAllied Group convertible preferred stockat a bargain-basement price, thereby di-luting Allied Mutual’s interest. AlliedMutual’s ownership of Allied Group is re-duced from 78% to 40%. Allied Group’semployees own 37%.

1992 Allied Group’s share of the Allied poolincreases to 60%.

Allied Group issues $52 million of 6.75%nonconvertible preferred stock in ex-change for 4,111,250 shares of AlliedGroup owned by Allied Mutual. AlliedGroup later refers to the preferred stockas “a source of low-cost capital.” By 1998,the preferred stock is still worth $52 mil-lion but the shares Allied Mutual partedwith are worth almost $300 million.

1993Allied Group’s share of the Allied poolincreases to 64%.

Allied Group replaces Allied Mutual asthe pool administrator. Breaks traditionand begins charging Allied Mutual a fee.Evans calls this “an opportunity to flowevery dollar of savings straight to [AlliedGroup’s] bottom line.” As a result, AlliedGroup earns $21.4 million from under-writing over the next four years whileAllied Mutual loses $63 million.

Under Evans’ direction, Allied Mutual sellsthe last of its Allied Group common stock.“The sale of the mutual’s shares served allstockholders by increasing the float with-out diluting earnings or book value.”

1994Allied Group repurchases shares athigher price than Allied Mutual got forselling its shares. Allied Group’s stockquintuples in next four years.

Between 1985 and 1993, under Evans’ di-rection, Allied Mutual sold all of its interest inAllied Group. (Most of the sales were toAllied Group.) Allied Mutual received $24million in cash, $52 million of preferred stock,and a life-insurance company worth about$50 million. Grand total: $126 million. In1998, Allied Group will be sold to Nationwidefor $1.6 billion, providing a windfall for Evansand Allied Group employees, who own morethan 30% of the company.

1997September: Schiff ’s Insurance Observerpublishes 15,000-word exposé of AlliedMutual and Evans. David Schiff an-nounces his candidacy for Allied Mutual’sboard and a proxy fight to gain control ofAllied Mutual. He intends to boot out theboard and make restitution to policy-holders. Schiff waives any remuneration.

Iowa Insurance Department, run bycommissioner Terri Vaughan, reluctantlybegins investigation into Allied Mutual.

Vaughan orders Allied Mutual to providemechanism for Schiff to mail proxies topolicyholders. Allied Mutual goes tocourt and gets the order stayed. Vaughan,under pressure from the insurance in-dustry, lets the matter drop.

December 31, 1997: Jason Adkins and theCenter for Insurance Research bring a class-action and derivative-action lawsuit (basedon Schiff’s article) against Evans, AlliedMutual, and its directors and officers.

1998May: Nationwide Mutual makes hostiletakeover offer for Allied Group andAllied Mutual. Allied opposes offer, butafter its officers and directors are indem-nified by Nationwide, accepts.

Nationwide acquires Allied Group for$1.6 billion. Allied Mutual merged intoNationwide Mutual. Its policyholders re-ceive a $110-million dividend.

2005Nationwide agrees to settle lawsuit and payAllied Mutual policyholders $135 million.

John Evans remains at large. continued

A Brief Allied Mutual Chronolgy

SCHIFF’S INSURANCE OBSERVER ~ (212) 724-2000 AUGUST 16, 2005 5

IndexAllied GroupSee also Allied Insurance Group; Allied Life

Insurance Company; Allied Mutual;AMCO; Callison, James; Evans, Harold;Evans, John; Shaffer, Jamie

in the 1980s, (October 1997):8AIDCO program, (October 1997):11Allied Life transaction, (October

1997):8–10annual earnings, 1986-1996, (February

1998):3tboard of directors, (October 1997):9,

16–18, 21cherry-picking of premiums, (February

1998):3conflicts of interest, (October 1997):7–18,

20–22; (February 1998):2; (May1998):8–10; (March 1999):18–20

director’s ownership of, (May 1998):9t;(March 1999):18

Dougherty Dawkins acquisition by,(October 1997):8

earnings, (October 1997):13–14, 18; (May1998):9f; (March 1999):19

employee stock options, (October 1997):7,8, 15

employee stock ownership plan, (October1997):9–10

employee transfers from Allied Mutual,(October 1997):10, 13

executive compensation, (October1997):8

expense ratios, 1988-1996, (February1998):3f

former Iowa insurance commissioners’ re-lationships with, (March 1999):23

initial public offering, (October 1997):7“Iowa-rooted conservatism” and,

(October 1997):15–16Nationwide acquisition of, (March

1999):18–22; (August 1999):8; (January18, 2000):1

pooling-administration changes,(February 1998):6

preferred-for-common stock swap,(October 1997):12–13; (February1998):5–6; (March 1999):19; (August1999):6

preferred stock shares to ESOP, (October1997):10

premium pool, (October 1997):7–8, 10–13premium pooling agreement, (October

1997):7, 13–14; (February 1998):6;(August 1999):6–8

premiums, (March 1999):19tpremium volume, 1986-1996, (October

1997):9f

public stock offerings, (October 1997):7, 11Schiff’s call for reversal of Allied Mutual

transactions, (October 1997):21–22Schiff ’s estimated value of, (March

1999):19–20shareholder gains, (October 1997):7–18stock repurchases by, (October 1997):8summary of Allied Mutual transactions,

(October 1997): 14, 16; (February1998):1–3; (May 1998):8; (March1999):18–19; (May 31, 2001):1

surplus, (March 1999):19ttakeover price, (March 1999):19tunderwriting results, 1990-1996, (October

1997):14fvalue transferred from Allied Mutual,

(October 1998):12Walter’s policy error by, (February 1998):2Western Heritage Insurance Company

and, (October 1997):7–8

Allied Group Information Systems (AGIS)employees, (October 1997):8formation by Allied Group, (October

1997):8

Allied Insurance GroupSee also Allied Group; Allied Mutualagents and, (October 1997):6, 11annual meeting “ticket,” (February

1998):2fBest’s rating of, (October 1997):6conservative strategies of, (October

1997):6–7organizational chart, 1984 and 1997,

(October 1997):12f

Allied Life Insurance CompanyAllied Group stock trade, (October

1997):8–10company overview, (October 1997):9, 15improper loans to Allied officers,

(February 1998):4–5IPO, (October 1997):14–15stock options granted, (October 1997):15

Allied MutualSee also Allied Group; Allied Insurance

Groupaircraft ownership, (October 1997):15Allied Group’s ESOP and, (October

1997):10Allied Group’s IPO and, (October 1997):7Allied Group’s stock price and surplus,

(October 1997):7fAllied Group stock sale, (October

1997):14, 16Allied Jet Center, Inc. and, (October

1997):15annual earnings, 1986-1996, (February

1998):3t

annual meeting, (May 1998):8board of directors, (October 1997):9,

16–18, 21; (March 1999):19, 25capital-raising strategies, (October

1997):6–7Conning fairness opinion for preferred-

for-common stock swap, (October1997):12–13; (February 1998):5–6;(March 1999):19; (August 1999):6–8

director liabilities, (March 1999):25DLJ fairness opinion for Allied Mutual

merger with Nationwide Mutual,(March 1999):20–22

earnings, (May 1998):9femployee gifts of policies from, (February

1998):2employee transfers to Allied Group,

(October 1997):10, 13expense ratios, 1988-1996, (February

1998):3fformer Iowa insurance commissioners’ re-

lationships with, (March 1999):23improper loans to Allied officers,

(February 1998):4–5lawsuit against Evans and directors of,

(February 1998):1; (March 1999):25;(May 31, 2001):1

Nationwide Mutual acquisition of,(March 1999):18–22; (August 1999):8;(January 18, 2000):1

policyholder value lost, (October1997):12–14; (February 1998):2, 5–6;(October 1998):12; (March 1999):19

preferred-for-common stock swap,(October 1997):12–13; (February1998):5–6; (March 1999):19; (August1999):6

preferred stock block to Nationwide ac-quisition, (March 1999):19

premium pool administration contracttransferred to Allied Group, (October1997):7–8, 10–14; (February 1998):6;(August 1999):6–8

premiums, (March 1999):19tpremiums compared to Allied Group’s,

(October 1997):11, 21premium volume, 1986-1996, (October

1997):9fretention rates, (March 1999):21tSchiff’s board nomination and proxy fight,

(October 1997):17, 20–22; (February1998):1–2, 5f, 24–25; (May 1998):8–10;(October 1998):12; (August 1999):7

Schiff’s estimated valuation of, (March1999):19–20

Schiff’s plan to seize control of, (October1997):20–22

Skow’s interview of Schiff about,(February 1998):24–25 continued

SCHIFF’S INSURANCE OBSERVER ~ (212) 724-2000 AUGUST 16, 2005 6

stock price, (October 1997):7fsummary of Allied Group transactions

with, (October 1997):14, 16; (February1998):1–3; (May 1998):8; (March1999):18–19; (August 1999):6–8; (May31, 2001):1

surplus, (October 1997):7f; (October1997):13–14; (March 1999):19t

takeover price, (March 1999):19ttime line, (October 1997):18underwriting results, 1990-1996, (October

1997):14fVaughan’s order for a fair election,

(February 1998):2; (May 1998):8

Allied Property and Casualty InsuranceCompanySee also Allied GroupAIDCO program and, (October 1997):11underwriting results, (October 1997):14

Evans, Haroldas Allied Group board member, (October

1997):9Allied Group shares owned, 3/31/1997,

(May 1998):9tAllied Life options granted to J. Evans by,

(October 1997):15management consulting fees received,

(October 1997):9

Evans, JaneAllied Group stock registration by,

(October 1997):14mortgage loan by Allied Life to, (February

1998):4

Evans, JohnSee also Allied Group; Allied MutualAllied Group stock owned, 3/31/1997,

(May 1998):9tAllied Group stock sale by, (October

1997):14Allied Mutual policyholder lawsuit,

(February 1998):1; (March 1999):25;(May 31, 2001):1

on Allied’s pooling agreement, (October1997):10; (August 1999):6

cartoons, (October 1997):6; (February1998):1; (March 1999):18; (August1999):6

compensation, (October 1997):8, 15;(August 1999):8

conflict of interest between Allied Mutualand Allied Group, (October 1997):7–18,20–22; (May 1998):8–10

enrichment of, (October 1997):7–11, 15;(August 1999):8

Nationwide acquisition offer to, (March1999):18–22

overseer of conflict-of-interest intercom-

pany transactions, (October 1997):7–18;(February 1998):4–6, 24–25; (March1999):18–22; (August 1999):6–8

Schiff’s description of, (October 1997):7stock options received, (October 1997):7,

8, 15

Foudree, BruceSee also Allied Groupas Allied lawyer, (February 1998):2Allied Mutual and, (March 1999):23Allied Mutual IPO of Allied Group ap-

proval by, (February 1998):2as Iowa Insurance Commissioner,

(February 1998):2on Schiff’s board nomination, (February

1998):2

Iowa Insurance DepartmentAllied and former commissioner relation-

ships, (March 1999):23Allied Group fair election ordered by,

(February 1998):2; (May 1998):8Allied Group investigation by, (February

1998):1–2; (March 1999):18–19;(August 1999):6–8; (March 14,2003):2–3

Allied-Nationwide acquisition and,(March 1999):18–22; (March 14,2003):3

AmerUs Life’s upstreamed dividendsand, (February 1998):7

fee and tax income, (March 1999):7;(November 18, 2002):1; (November 22,2002):6

inadequate regulation by, (March 1999):7;(November 22, 2002):6

logo, (November 18, 2002):1mutual-insurance-holding-company in-

ception, (March 14, 2003):2–3on pooling-administration changes,

(February 1998):6regulatory expenditures, (November 18,

2002):1Vaughan’s reappointment as

Commissioner, (August 1999):8

Iowa trips, (February 1998):22–26;(October 1998):13–17

Vaughan, EmmettAllied Group and, (March 1999):23–24

Vaughan, TerriSee also Iowa Insurance DivisionAllied Mutual fair election ordered by,

(February 1998):2; (May 1998):8Allied Mutual pooling change approvals,

(February 1998):6Allied Mutual transactions and, (August

1999):7–8; (November 18, 2002):1–2;(March 14, 2003):2–3

Allied-Nationwide acquisition and,(March 1999):22–24; (March 14,2003):3

on annual statements, (September2000):11

biography, (November 18, 2002):1–2complacency by, (August 1999):7–8;

(November 18, 2002):1–2conflicts of interest, (March 1999):23–24;

(November 15, 1999):1; (August 25,2000):3; (March 14, 2003):3

EMC Group and, (May 1998):8Fundamentals of Risk and Insurance,

(March 1999):23; (November 18,2002):2

Goldman Sachs fairness opinion and,(November 15, 1999):1; (August 25,2000):3

Interstate Insurance Product RegulationCompact, (March 14, 2003):3–5

MIHC conversion advocacy, (March1999):23; (August 25, 2000):1;(November 18, 2002):1–2

mutual-insurance-holding-company in-ception, (March 14, 2003):2–3

National Association of InsuranceCommissioners and, (March 14,2003):3–5

Principal Mutual MIHC conversion,(November 15, 1999):1; (August 25,2000):1–3; (March 14, 2003):3

reappointment as Iowa InsuranceCommissioner, (August 1999):8

Schiff’s letter on disclosure to, (May1998):8–10

Schiff’s opinion of, (March 1999):7, 23–24;(November 22, 2002):6