1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                    FORMForm 10-Q

                   Quarterly Report Under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

                   -------------------------------------------



      For Quarter Ended                          Commission file number
        March 31,June 30, 2002                                    0-5534

                              BALDWIN & LYONS, INC.
             (Exact name of registrant as specified in its charter)

           INDIANA                                     35-0160330
           -------                                     ----------
(State or other jurisdiction of                     (I.R.S. Employer
incorporation or organization)                   Identification Number)

1099 NORTH MERIDIAN STREET, INDIANAPOLIS, INDIANANorth Meridian Street, Indianapolis, Indiana        46204
- -------------------------------------------------      -----
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:  (317) 636-9800
                                                    --------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
Yes    [ X ]      No__[   ]_No___[   ]


Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of May 8,August 5, 2002:

        TITLE OF CLASS              NUMBER OF SHARES OUTSTANDING

Common Stock, No Par Value:
   Class A (voting)                          2,133,362
   Class B (nonvoting)                       9,512,289


Index to Exhibits located on page 11.13.



 1

 2
                         PART I - FINANCIAL INFORMATION

ITEM 1  FINANCIAL STATEMENTS

BALDWIN & LYONS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT PER SHARE DATA)
MARCH 31June 30 December 31 2002 2001 ----------- ----------- ASSETS Investments: Fixed maturities $ 239,828269,617 $ 246,632 Equity securities 138,839114,903 136,399 Short-term and other 17,84914,645 27,584 --------- --------- 396,516---------- ---------- 399,165 410,615 Cash and cash equivalents 54,25941,004 31,840 Accounts receivable 28,06630,177 25,151 Reinsurance recoverable 121,475120,974 111,585 Notes receivable from employees 7,3467,439 2,257 Current federal income taxes - 2,590 Other assets 17,11018,675 17,071 --------- ------------------- ---------- $ 624,772617,434 $ 601,109 ========= =================== ========== LIABILITIES AND SHAREHOLDERS' EQUITY Reserves for losses and loss expenses $ 257,099255,179 $ 247,143 Reserves for unearned premiums 28,80429,632 23,914 Accounts payable and accrued expenses 32,12838,247 31,783 Note payable to bank 10,000 - Deferred federal income taxes 9,0684,438 9,909 Current federal income taxes 4,1341,093 - --------- --------- 341,233---------- ---------- 338,589 312,749 Shareholders' equity: Common stock-no par value 621 644 Additional paid-in capital 35,16635,200 36,272 Unrealized net gains on investments 32,02923,322 32,377 Retained earnings 215,723219,702 219,067 --------- --------- 283,539---------- ---------- 278,845 288,360 --------- ------------------- ---------- $ 624,772617,434 $ 601,109 ========= =================== ========== Number of common and common equivalent shares outstanding 11,71711,720 12,153 Book value per outstanding share $24.20$23.79 $23.73
See notes to condensed consolidated financial statements.
2 3 BALDWIN & LYONS, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS, EXCEPT PER SHARE DATA)
Three Months Ended March 31 --------------------------Six Months Ended June 30 June 30 --------------------------- --------------------------- 2002 2001 ----------- -----------2002 2001 ------------ ------------ ------------ ------------ REVENUES Net premiums earned $ 21,66425,865 $ 19,03721,531 $ 47,529 $ 40,568 Net investment income 3,883 4,5663,793 4,413 7,676 8,979 Realized net gains (losses) on investments 835 6,538(735) (1,557) 100 4,981 Commissions and other income 1,229 927 --------- --------- 27,611 31,0681,284 1,059 2,513 1,986 ---------- ---------- ---------- ---------- 30,207 25,446 57,818 56,514 EXPENSES Losses and loss expenses incurred 13,764 14,36017,137 16,181 30,901 30,541 Other operating expenses 5,818 6,297 --------- --------- 19,582 20,657 --------- ---------5,630 5,727 11,448 12,024 ---------- ---------- ---------- ---------- 22,767 21,908 42,349 42,565 ---------- ---------- ---------- ---------- INCOME BEFORE FEDERAL INCOME TAXES 8,029 10,4117,440 3,538 15,469 13,949 Federal income taxes 2,570 3,235 --------- ---------2,518 894 5,088 4,129 ---------- ---------- ---------- ---------- NET INCOME $ 5,4594,922 $ 7,176 ========= ========= PER SHARE DATA - DILUTED:2,644 $ 10,381 $ 9,820 ========== ========== ========== ========== Diluted per share data: Income before realized net gains $ .41 $ .24.46$ ..30$ .87$ ..54 Realized net gains (losses) on investments .05 .35 --------- ---------(.04) (.08).01 ..26 ---------- ---------- ---------- ---------- NET INCOME $ .46 $ .59 ========= =========.42$ ..22$ .88$ .80 ========== ========== ========== ========== Dividends $ .10 $ .10 ========= =========.10$ ..10$ .20$ ..20 ========== ========== ========== ========== RECONCILIATION OF SHARES OUTSTANDING: Average shares outstanding - basic 11,826 12,17511,646 12,147 11,736 12,161 Dilutive effect of options outstanding 79 80 --------- ---------81 80 81 ---------- ---------- ---------- ---------- Average shares outstanding - diluted 11,905 12,255 ========= =========11,726 12,228 11,816 12,242 ========== ========== ========== ==========
See notes to condensed consolidated financial statements.
3 4 BALDWIN & LYONS, INC. AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (DOLLARS IN THOUSANDS)
ThreeSix Months Ended March 31 ---------------------------June 30 2002 2001 ----------- ----------------------- ------------ Net cash provided by (used in) operating activities $ 13,88117,809 ($ 1,511)904) Investing activities: Purchases of long-term investments (38,276) (73,804)(86,715) (97,243) Proceeds from sales or maturities of long-term investments 40,174 59,02970,053 88,430 Net sales of short-term investments 11,995 5,95215,012 10,746 Increase in notes receivable from employees (5,036) - Other investing activities (324) 7,467 --------- ---------(799) 7,991 ---------- ---------- Net cash provided by (used in) investing activities 8,533 (1,356)(7,485) 9,924 Financing activities: Dividends paid to shareholders (1,143) (1,218)(2,308) (2,432) Cost of treasury stock purchased (8,854) (214)(1,335) Drawing on line of credit 10,000 - Repayment on line of credit - (5,411) Proceeds from sales of common stock 2 2 --------- ------------------- ---------- Net cash provided by (used in)used in financing activities 5 (6,841) --------- ---------(1,160) (9,176) ---------- ---------- Increase (decrease) in cash and cash equivalents 22,419 (9,708)9,164 (156) Cash and cash equivalents at beginning of period 31,840 32,814 --------- ------------------- ---------- Cash and cash equivalents at end of period $ 54,25941,004 $ 23,106 ========= =========32,658 ========== ==========
See notes to condensed consolidated financial statements. NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (1) BASIS OF PRESENTATION: The accompanying unaudited condensed financial statements have been prepared in accordance with the instructions to Form 10Q and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. Operating results for the interim periods are not necessarily indicative of the results that may be expected for the year ended December 31, 2002. Interim financial statements should be read in conjunction with the Company's annual audited financial statements.
4 5 NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) (2) FORWARD-LOOKING STATEMENTS: Forward-looking statements in this report are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve inherent risks and uncertainties. Readers are encouraged to review the Company's annual report for its full statement regarding forward- looking information. (3) REINSURANCE: The following table summarizes the Company's transactions with reinsurers for the 2002 and 2001 comparative periods.
2002 2001 ----------- ----------------------- ------------ Quarter ended March 31:June 30: Premiums ceded to reinsurers $15,795 $ 11,670 $ 7,6848,847 Losses and loss expenses ceded to reinsurers 14,965 22,4324,413 8,997 Commissions from reinsurers 3,447 2,7624,344 3,177 Six months ended June 30: Premiums ceded to reinsurers 27,465 16,531 Losses and loss expenses ceded to reinsurers 19,333 31,429 Commissions from reinsurers 7,791 5,939
Deductions from losses and loss expenses shown above represent case basis activity for the periods presented only and do not include changes in provisions for incurred but not reported claims which would be covered by existing reinsurance treaties. (4) COMPREHENSIVE INCOME OR LOSS: Total realized and unrealized income for the quarter ended March 31, 2002 was $5,143 and compares to aThe total realized and unrealized loss of $3,264 for the quarter ended March 31,June 30, 2002 was $3,564 and compares to total realized and unrealized income of $8,700 for the quarter ended June 30, 2001. For the six months ended June 30, 2002, total realized and unrealized income was $1,579 and compares to total realized and unrealized income of $5,436 for the six months ended June 30, 2001.
5 6 NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) (5) REPORTABLE SEGMENTS - PROFIT OR LOSS: The following table provides certain profit and loss information for each reportable segment. All amounts presented are computed based upon generally accepted accounting principles. In addition, underwriting gain or loss for the fleet trucking segment is computed after elimination of inter-company commissions and, accordingly, consolidated underwriting gain or loss presented here will not agree with statutory underwriting gains or losses which may be quoted elsewhere in the Company's financial statements.
PRIVATE SMALL VOLUNTARY FLEET PASSENGER FLEET REINSURANCE TRUCKING AUTOMOBILE TRUCKING ASSUMED ALL OTHER TOTALS ----------- ----------- ----------- ----------- ----------- ----------------------- ------------ ------------ ------------ ------------ ------------ QUARTER ENDED MARCH 31:JUNE 30: 2002: Direct and assumed premium written $ 21,50427,142 $ 10,8698,733 $ 2,6353,110 $ 1,7752,171 $ 1,4421,328 $ 38,22542,484 Net premium earned and fee income 10,180 7,915 2,219 1,206 831 22,351 Underwriting gain13,306 8,494 2,176 2,151 887 27,014 Segment profit (loss) 4,362 688 303 253 (175) 5,431(a) 5,086 623 410 388 202 6,709 2001: Direct and assumed premium written 14,590 11,078 2,867 1,018 1,257 30,81015,513 7,292 3,958 2,375 958 30,096 Net premium earned and fee income 7,073 8,886 2,047 973 607 19,586 Underwriting gain8,037 8,847 2,381 2,445 816 22,526 Segment profit (loss) 1,668 (426) (32) 626 (251) 1,585(a) 3,068 (130) (106) (56) (12) 2,764 SIX MONTHS ENDED JUNE 30: 2002: Direct and assumed premium written $ 48,646 $ 19,602 $ 5,745 $ 3,946 $ 2,770 $ 80,709 Net premium earned and fee income 23,903 16,409 4,390 3,357 1,721 49,780 Segment profit (loss) (a) 9,448 1,310 707 640 30 12,135 2001: Direct and assumed premium written 30,103 18,370 6,825 3,393 2,215 60,906 Net premium earned and fee income 15,434 17,733 4,428 3,418 1,423 42,436 Segment profit (loss) (a) 4,736 (556) (138) 570 (263) 4,349
(a) Segment profit or loss includes the direct marketing agency operations conducted by Baldwin & Lyons, Inc. after intercompany eliminations.
56 67 NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) (6) REPORTABLE SEGMENTS - RECONCILIATION TO CONSOLIDATED REVENUE AND CONSOLIDATED PROFIT OR LOSS: The following tables are reconciliations of reportable segment revenues and profits to the Company's consolidated revenue and income before federal income taxes, respectively.
Three Months Ended March 31Six Months Ended June 30 June 30 -------------------------- -------------------------- 2002 2001 2002 2001 ----------- ----------- ----------- ----------- REVENUE: Net premium earned and fee income $ 22,35127,014 $ 19,58622,526 $ 49,780 $ 42,436 Net investment income 3,883 4,5663,793 4,413 7,676 8,979 Realized net gains (losses) on investments 835 6,538(735) (1,557) 100 4,981 Other income 542 378 --------- --------- TOTAL CONSOLIDATED REVENUE135 64 262 118 ---------- ---------- ---------- ---------- Total consolidated revenue $ 27,61130,207 $ 31,068 ========= =========25,446 $ 57,818 $ 56,514 ========== ========== ========== ========== PROFIT: Underwriting gainSegment profit $ 5,4316,709 $ 1,5852,764 $ 12,135 $ 4,349 Net investment income 3,883 4,5663,793 4,413 7,676 8,979 Realized net gains (losses) on investments 835 6,538(735) (1,557) 100 4,981 Corporate expenses (2,120) (2,278) --------- --------- INCOME BEFORE FEDERAL INCOME TAXES(2,327) (2,082) (4,442) (4,360) ---------- ---------- ---------- ---------- Income before federal income taxes $ 8,0297,440 $ 10,411 ========= =========3,538 $ 15,469 $ 13,949 ========== ========== ========== ==========
(7) LOANS TO EMPLOYEES: Beginning in 2000, the Company has provided loans to certain key employees for the sole purpose of purchasing the Company's Class B common stock in the open market. $7,439 of such full-recourse loans were issued and outstanding at June 30, 2002 and carry interest rates of between 4.75% and 6%, payable annually on the loan anniversary date. The underlying securities serve as collateral for these loans, which must be repaid no later than 10 years from the date of issue.
67 8 ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS - ------------------------------------------------------------------------------- OF OPERATIONS - ------------- LIQUIDITY AND CAPITAL RESOURCES ------------------------------- The Company generally experiences positive cash flow from operations resulting from the fact that premiums are collected on insurance policies in advance of the disbursement of funds in payment of claims. Operating costs of the property/casualty insurance subsidiaries, other than loss and loss expense payments and commissions paid to related agency companies, generally average between 25% and 35% of premiums earned and the remaining amount is available for investment for varying periods of time pending the settlement of claims relating to the insurance coverage provided. The Company's cash flows relating to premiums is significantly affected by reinsurance programs in effect from time- to-time whereby the Company cedes both premium and risk to other insurance and reinsurance companies. These programs vary significantly among products but, in general, overall premium ceded rates, net of ceding commission allowances, have not changed significantly since 1999.For1999. For the threesix months ended March 31,June 30, 2002, the Company experienced positive cash flow from operations totaling $13.9$17.8 million, a significant improvement from the $1.5$.9 million in negative cash flow generated during the first quarterhalf of 2001. The primary difference in cash flows for the periods presented is attributable to an unusually large amount of trucking insurance claim settlements during the first quartersix months of 2001 and from federal tax refunds received during the first quarter of 2002. An increase in net premium receipts due to rate increases and new business also contributed to the increase in cash flows. For several years, the Company's investment philosophy has emphasized the purchase of relatively short-term instruments with maximum quality and liquidity. The average life of the Company's fixed income (bond and short-term investment) portfolio was just over 2 years at March 31,June 30, 2002. The Company's assets at March 31,June 30, 2002 included $54.3$41.0 million in investments classified as short-term or cash equivalents whichthat were readily convertible to cash without significant market penalty. An additional $37.2 million$42.9 of fixed maturity investments will mature within the twelve monthtwelve-month period following March 31,June 30, 2002. The Company believes that these liquid investments are more than sufficient to provide for projected claim payments and operating cost demands. Consolidated shareholders' equity is composed essentially of GAAP shareholder's equity of the insurance subsidiaries. As such, there are statutory restrictions on the transfer of portions of this equity to the parent holding company. At March 31,June 30, 2002, $41.6$40.1 million may be transferred by dividend or loan to the parent company without approval by, or notification to, regulatory authorities. An additional $193.7$186.6 million of shareholder's equity of the insurance subsidiaries may be advanced or loaned to the Company with prior notification to, and approval from, regulatory authorities. The Company believes that these restrictions pose no material liquidity concerns to the Company. The financial strength and stability of the subsidiaries permit ready access by the parent company to short-term and long-term sources of credit. The Company has borrowed $10 million under bank lines of credit in connection with recent purchases of treasury stock. Interest expense related to these borrowings is included in corporate expenses and is not material. In addition, the parent company had cash and marketable securities valued at $16.9$29.0 million at March 31,June 30, 2002. 78 89 RESULTS OF OPERATIONS --------------------- COMPARISONS OF FIRSTSECOND QUARTER, 2002 TO FIRSTSECOND QUARTER, 2001 -------------------------------------------------------------------------------------------------------------------- Net premiums earned during the firstsecond quarter of 2002 increased $2.6$4.3 million (14%(20%) as compared to the same period of 2001. The increase is due primarily to a 44%64% increase in premiums from the Company's large fleet trucking program as a tightening market has allowed for rate increases as well as the addition of new accounts since the first quarterhalf of 2001. In addition, the Company's small business workers' compensation and small fleet trucking programsprogram increased 40% and 9%, respectively,16% due to rate increases and continued geographic expansion. Offsetting the above increase, netNet premiums from the Company's small fleet trucking and private passenger automobile programprograms decreased 12%9% and 5%, respectively, resulting from rate increases and a re- underwritingre-underwriting effort that has allowed this divisionboth divisions to operate at a more profitable level. Net investment income during the firstsecond quarter of 2002 was 15%14% lower than the firstsecond quarter of 2001 due primarily to the continued decline in investment yields. The short-term nature of the Company's fixed income investment portfolio has been negatively impacted by the numerous interest rate reductions by the Federal Reserve Board since January 1, 2001. Pre-tax yields dropped nearlymore than a full percentage point from the prior year quarter. After tax yields posted a similar decline. The firstsecond quarter 2002 net realized gainloss on investments of $.8$.7 million includedconsisted nearly entirely of net gainslosses on equity securities and fixed maturity investments of $.5 million and $.3 million, respectively.securities. Losses and loss expenses incurred during the firstsecond quarter of 2002 were $.6$1.0 million lowerhigher than the firstsecond quarter of 2001, despite2001. This increase is due primarily to higher current period losses reflective of the increased premium volume asin the result ofCompany's large fleet trucking business. This increase was partially offset by significantly improved loss experience in allthe remainder of the company'sCompany's product divisions except for reinsurance assumed which experienced a higher, but still very favorable, loss ratio during 2002..divisions. Loss and loss expense ratios for each of the comparative first quartersCompany's major product lines were as follows: 2002 2001 --------- ------------------- ---------- Fleet trucking 67.3% 83.7%71.2% 73.6% Reinsurance assumed 48.1 18.067.5 91.5 Private passenger automobile 62.9 74.965.5 72.4 Small fleet trucking 56.6 70.248.7 77.0 All lines 63.5 75.466.3 75.2 Other operating expenses for the firstsecond quarter of 2002 decreased 7.6%1.7% from the firstsecond quarter of 2001 compared with the 14%20% net earned premium increase noted above. The Company cedes a large portion of its direct premiums to reinsurers and these reinsurance premiums carry significant expense offsets. Total ceding allowances totaled $4.3 million for the 2002 quarter compared to $3.2 million for the 2001 quarter. The ratio of consolidated other operating expenses to total revenue (adjusted for realized gains) was 21.7%18.2% during the firstsecond quarter of 2002 compared to 25.7%21.2% for the 2001 firstsecond quarter. 9 10 The effective federal tax rate for consolidated operations for the firstsecond quarter of 2002 was 32.0%33.8% and is less than the statutory rate primarily because of tax exempt investment income. As a result of the factors mentioned above, and principally the decrease in net capital gains on investments,improved underwriting results of the Company's insurance subsidiaries, net income decreased $1.7increased $2.3 million (86.2%) during the second quarter of 2002 as compared with the 2001 second quarter. COMPARISONS OF SIX MONTHS ENDED JUNE 30, 2002 TO ------------------------------------------------ SIX MONTHS ENDED JUNE 30, 2001 ------------------------------ Net premiums earned increased $7.0 million (17%) during the first quarter.six months of 2002 as compared to the same period of 2001. The increased premium volume is primarily attributable to a 53% increase in the Company's fleet trucking product for the same reasons mentioned above in the quarterly comparison. This increase was partially offset by an 8% decrease in private passenger automobile premiums resulting from that division's re-underwriting efforts. Net investment income during the first half of 2002 was 15% lower than the 2001 period for the same reasons as indicated in the quarterly comparison above. Overall pre-tax and after tax yields were lower during the current period consistent with the change in net investment income. The net realized gain on investments of $.1 million for the first six months of 2002 consists of $.3 million of net gains on fixed maturity investments and was partially offset by $.2 million in losses in other investment categories, primarily equities. Net realized gains for the first half of 2001 were $5.0 million. Losses and loss expenses incurred during the first six months of 2002 increased $.4 million from the first six months of 2001, as across-the-board improvements in underwriting results for each of the Company's product divisions was offset by the increased exposure inherent with the growth in earned premium. Loss and loss expense ratios for the comparative six-month periods were as follows: 2002 2001 ---------- ---------- Fleet trucking 69.5% 78.4% Voluntary reinsurance assumed 60.5 70.6 Private passenger automobile 64.2 73.7 Small fleet trucking 52.7 73.8 All lines 65.0 75.3 Other operating expenses decreased $.6 million (4.8%) during the first six months of 2002 compared to the same period of 2001. Ceding commission allowances included in net expenses were $7.8 million for the 2002 period compared to $5.9 million in the prior year period. The ratio of other operating expenses to total revenue (adjusted for realized gains) was 19.8% for 2002 compared to 23.3% for 2001. 810 911 The effective federal tax rate for consolidated operations for the first six months of 2002 was 32.9% and is less than the statutory rate primarily because of tax exempt investment income. As the result of improved underwriting results of the Company's insurance subsidiaries, largely offset by a $4.9 million decrease in realized net gains on investment, net income increased $.6 million (5.7%) during the second quarter of 2002 as compared with the 2001 second quarter. FORWARD-LOOKING INFORMATION --------------------------- Any forward-looking statements in this report, including without limitation, statements relating to the Company's plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including without limitation the following: (i) the Company's plans, strategies, objectives, expectations and intentions are subject to change at any time at the discretion of the Company; (ii) the Company's business is highly competitive and the entrance of new competitors into or the expansion of the operations by existing competitors in the Company's markets and other changes in the market for insurance products could adversely affect the Company's plans and results of operations; (iii) other risks and uncertainties indicated from time to time in the Company's filings with the Securities and Exchange Commission; and (iv) other risks and factors which may be beyond the control or foresight of the Company. PART II - OTHER INFORMATION --------------------------- ITEM 6 (a) EXHIBITS - -------------------- NUMBER AND CAPTION FROM EXHIBIT TABLE OF REGULATIONNumber and caption from Exhibit Table of Regulation S-K ITEMItem 601 EXHIBIT NO.Exhibit No. - -------------------------------------------------------------------- ----------- (11) Statement regarding computation EXHIBIT 11 -- of per share earnings Computation of Per Share Earnings ITEM 6 (B)(b) REPORTS ON FORM 8-K - ------------------------------- No reports on Form 8-K have been filed by the registrant during the three months ended March 31,June 30, 2002. 911 1012 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BALDWIN & LYONS, INC. Date May 13,August 6, 2002 By /s/ Gary W. Miller -------------- -------------------------------- Gary W. Miller, Chairman and CEO Date May 13,August 6, 2002 By /s/ G. Patrick Corydon -------------- -------------------------------- G. Patrick Corydon, Senior Vice President - Finance (Principal Financial and Accounting Officer) 1012 1113 BALDWIN & LYONS, INC. Form 10-Q for the fiscal quarter ended March 31,June 30, 2002 INDEX TO EXHIBITS BEGINS ON SEQUENTIAL PAGE NUMBER OF FORM EXHIBIT NUMBER 10-Q --------------------------- --------------------------- --------------------------------- ------------------------------ EXHIBIT 11 Filed herewith electronically Computation of per share earnings 1113