Empire Major Medical no longer available

November 9, 2006

RE: Assumption by Guarantee Trust Life Insurance Company of Empire Fire and Marine Insurance Company Health Plan

Dear Producer:

On behalf of Guarantee Trust Life Insurance Company (GTL), effective [September 30, 2006], all Empire Fire and Marine Insurance Company (Empire) insureds are being assumed by GTL. GTL is now responsible to fulfill Empire's obligations under the Empire certificate or policy previously issued to your clients. A letter and the assumption certificate will be sent to your clients on November 9, 2006. Your client's state insurance department has approved the certificate. Mississippi and West Virginia are pending assumption approval and your clients will be informed of the assumption at a later date, once the assumption has been approved in those states.

The reason Empire is ceding this block of business through assumption to GTL, is that GTL has established a significant presence in the individual and group health insurance market. This presence has afforded Empire with an opportunity to provide you access to attractive coverage and products while at the same time allowing Empire to focus their strengths and abilities on other lines of business.

GTL's A.M. Best rating is B+ (Very Good). The reinsurer for this program is a subsidiary of the third largest financial institution in the world and enjoys an A rating from A. M. Best.

IMPORTANT:

• There is no change in your client's certificate/policy benefits, limitations or exclusions. Your client's benefits and claims will continue to be processed by
  Insurers Administrative Corporation (IAC). The only difference is that GTL is their new insuring carrier instead of Empire.
• There is no change to your client's premium, other than the standard renewal rate and age band increases that would occur regardless of the assumption agreement.
• There is no change to your commissions, they will be paid in the same manner as they are currently and will be at the same rate as outlined in your commission supplement.
• There is no change in your client's policy number. They will be issued new ID cards, but their policy or certificate number will remain the same.
• IAC will remain as the administrator for your client's certificates/policies. As in the past, all communication and correspondence should be directed to your current points of contact at IAC.
• Sales of all Empire plans will cease as of November 30, 2006, all cases submitted before this date with an effective date no later than December 15, 2006 will be accepted and processed accordingly. At the time of issue, these cases will be issued with the appropriate Assumption Certificate, a notice of transfer, a GTL ID card, and a letter explaining the assumption to the new insured.

American Select will remain as program manager and we look forward to bringing you new and innovative products through Guarantee Trust Life and ensuring your current clients continue to receive the best insurance coverage.

Sincerely,

American Select Insurance Management Corporation