WITNESSETH:

 
                                                                      Exhibit 14

                           FIRST AMENDMENT TO SECOND
                             AMENDED AND RESTATED
                         REINSURANCE POOLING AGREEMENT

     THIS AMENDMENT made this 18th day of February, 1993, by and between ALLIED
Mutual Insurance Company (hereinafter referred to as "Mutual"), AMCO Insurance
Company (hereinafer referred to as "AMCO"),ALLIED Property and Casualty
Insurance Company (hereinafter referred to as "APC"), and Depositors Insurance
Company (hereinafter referred to as "Depositors"), for and in consideration of
their mutual promises and agreements herein and for their mutual benefit.
Mutual, APC, and Depositors are hereinafter collectively referred to as
"Affiliated Companies". Mutual, AMCO, APC, and Depositors are hereinafter
collectively referred to as "Participants".

                                  WITNESSETH:

     WHEREAS, the Participants entered into a Second Amended and Restated 
Reinsurance Pooling Agreement on December 14, 1992 (the "Agreement"); and 

     WHEREAS, the Participants desire to amend Exhibit A - Applicable 
Participation Percentages to increase the pool participation of AMCO and APC and
to decrease the pool participation of Mutual effective January 1, 1993;

     NOW THEREFORE, in consideration of the foregoing premises and for the 
mutual covenants contained herein and other good and valuable consideration, the
Participants agree as follows:

     1.    The Agreement is amended by the deletion of Exhibit A and in
           replacement thereof the addition of the attached Exhibit A,
           incorporated by reference herein. Attached Exhibit A provides that
           the Applicable Participation Percentages are Mutual 36%, AMCO 46%,
           APC 12%, and Depositors 6%.

     2.    This Amendment shall be effective as of 12:01 a.m. January 1, 1993. 
           All other terms and conditions remain in full force and effect.

     IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be 
executed as of the day and year above first written.

ALLIED Mutual Insurance Company          AMCO Insurance Company
000 Xxxxx Xxxxxx                         000 Xxxxx Xxxxxx
Xxx Xxxxxx, XX 00000-0000                Xxx Xxxxxx, XX, 00000-0000

By: /s/ Xxxxx X. Xxxxxxxxxxx             By: /s/ Xxxxx X. Xxxxxxxxxxx
   -------------------------------          -------------------------------
   Xxxxx X. Xxxxxxxxxxx, President          Xxxxx X. Xxxxxxxxxxx, President

ALLIED Property and Casualty             Depositors Insurance Company
Insurance Company                        000 Xxxxx Xxxxxx
000 Xxxxx Xxxxxx                         Xxx Xxxxxx, XX, 00000-0000
Xxx Xxxxxx, XX 00000-0000                

By: /s/ Xxxxx X. Xxxxxxxxxxx             By: /s/ Xxxxx X. Xxxxxxxxxxx
   -------------------------------          -------------------------------
   Xxxxx X. Xxxxxxxxxxx, President          Xxxxx X. Xxxxxxxxxxx, President

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               EXHIBIT A - APPLICABLE Participation Percentages

     The Applicable Participation Percentages as of 12:01 a.m. January 1, 1993 
shall be:

                              Mutual          36%
                              AMCO            46%
                              APC             12%
                              Depositors       6%

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