8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

_____________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

____________________________________

Date of Report (Date of earliest event reported): January 30, 2014

BALDWIN & LYONS, INC.

___________________________________________________________________________

(Exact name of registrant as specified in its charter)

Indiana	0-5534	35-0160330
(State of other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

111 Congressional Boulevard, Carmel, IN	46032
(Address of principle executive offices)	(Zip Code)

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

                                                                                      _______________________________________________

1099 North Meridian Street, Indianapolis, IN 46204

                                                                                                                                                                                                                 __________________________________________________________________________________________

 (Former name of former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CRF 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-

       2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-

      4(c))

Item 7.01  Regulation FD Disclosure

The following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 2.02 - Results of Operations and Financial Condition of Form 8-K and is being presented under Item 7.01 of Form 8-K. This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

On January 30, 2014, Baldwin & Lyons, Inc. (the Company) issued a press release announcing the results of its operations for the fourth quarter and twelve months ended December 31, 2013.  A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference to this Item 9.01 as if fully set forth herein.

Throughout its press release and in the conference call to discuss the results of its operations for the fourth quarter of 2013, the Company presents and will present its results and operations in the manner it believes will be the most meaningful, which includes some measures that are not based on accounting principles generally accepted in the United States (GAAP).

The Company’s management uses the term operating revenue, a non-GAAP financial measure, which is defined as revenue excluding pre-tax investment gains and losses. It also uses the term operating income which is defined as net income excluding after tax investment gains and losses. These financial measures are used to evaluate the Company’s performance because the recognition of investment gains and losses in any given period is largely discretionary as to timing and could distort the analysis of trends. The Company believes that the defined terms are used commonly in the property/casualty insurance industry and that equity analysts and the Company’s significant shareholders exclude gains and losses on investments in their analysis of the Company’s results for the same reason.

The combined ratios and the components thereof, as presented herein, are commonly used in the property/casualty insurance industry and are applied to the Company’s GAAP underwriting results.

A copy of this press release is also posted on the Company’s website.

Item 9.01  Financial Statements and Exhibits

(c) Exhibits.

99.1  Baldwin & Lyons, Inc. press release dated January 30, 2014.

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 hereunto duly authorized.

BALDWIN & LYONS, INC.

January 30, 2014                                                                   by: /s/ Joseph J. DeVito                                                                                       

Joseph J. DeVito

Chief Executive Officer and President

EX-99.1

Baldwin & Lyons, Inc.

Protective Insurance Company

Sagamore Insurance Company

B & L Insurance, Ltd. (Bermuda)

111 Congressional Blvd. – Suite 500

Carmel, IN 46032

(317) 636-9800

Baldwin & Lyons, Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        January 30, 2014

Unaudited Fourth Quarter Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         Press Contact:  G. Patrick Corydon

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    (317) 636-9800

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           corydon@baldwinandlyons.com

BALDWIN & LYONS ANNOUNCES RESULTS FOR QUARTER AND TWELVE MONTHS

Carmel, Indiana, January 30, 2014—Baldwin & Lyons, Inc. (NASDAQ: BWINA, BWINB) today announced after tax operating income, defined as net income before investment gains and losses, of $4.4 million, or $.30 per share, for the fourth quarter of 2013 compared to $4.5 million, also $.30 per share, during the fourth quarter of 2012.  Net investment gains for the fourth quarter of 2013, which include both realized and unrealized gains in the Company’s limited partnership investments, were $4.6 million after tax, or $.30 per share, compared to net investment gains of $0.2 million, or $.01 per share, in the same quarter of 2012.  In total, net income was $9.0 million, or $.60 per share, which compares to $4.7 million, or $.31 per share, for the prior year’s fourth quarter.

For the year, after tax operating income totaled $21.3 million, or $1.43 per share, which compares to $26.1 million, or $1.75 per share, in 2012.  Net investment gains for the full year 2013 were $15.3 million after tax, or $1.02 per share, compared to net investment gains of $5.9 million after tax, or $.40 per share, in 2012.  After tax net income for the twelve months of 2013, therefore, totaled $36.6 million, or $2.45 per share, compared to $31.9 million, or $2.15 per share, for the prior year.

Premium written by the Company’s insurance subsidiaries for the quarter was a fourth quarter record $96.2 million, an increase of nearly 6% over the fourth quarter of 2012.  The increase was concentrated in the Company’s core fleet transportation products.  These “Wheels” increases were partially offset by the previously announced, planned premium reductions associated with the final phase of termination of the commercial multi-peril program and reductions in property reinsurance exposure.  Premiums written for the twelve months of 2013 totaled a record $369.5 million, up over 8% from last year’s previous record of $341.3 million, with product group increases and decreases similar to those experienced in the fourth quarter.

Net premium earned for the fourth quarter of 2013 was a record for any quarter in the Company’s history at $65.4 million, up nearly 7% over last year’s fourth quarter.  For the twelve months, earned premium, while limited by the strategic reduction in commercial multi-peril and property reinsurance business, achieved a 6.4% increase from last year to a new record of $252.7 million.

The Company’s consolidated combined ratio for the fourth quarter was 94.4%, before consideration of fee income.  Including fee income, underwriting income was $4.2 million, producing a combined ratio of 93.7%.  The Property and Casualty Insurance segment combined ratio was 97.4%, including fee income, and the Reinsurance segment combined ratio was 77.8%.  For the twelve months, the consolidated combined ratio was 92.0%, before consideration of fee income, and 91.2% including fees, producing $22.3 million in pre-tax underwriting income.  The Property and Casualty Insurance segment combined ratio was 95.1%, including fee income, and the Reinsurance segment combined ratio was 75.4% for the twelve months.

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Pre-tax investment income decreased 20% compared to the fourth quarter of 2012 despite a 3% increase in average funds invested, reflecting the continuing impact of available bond yields and the redeployment of invested assets into portfolios emphasizing capital gains over interest income.  For the twelve months, pre-tax and after-tax investment income decreased 12% compared to the same period of 2012 while average funds invested increased 4%.  When realized gains are considered, pre-tax investment income for the year increased $13.3 million, or 70% from 2012.

Book value per share increased $.95 per share during the fourth quarter, after the payment of $.25 per share in regular cash dividends.  For the twelve months ended December 31, 2013, book value per share has increased $2.32 after the payment of cash dividends to shareholders totaling $1.00 per share.  The combination of the increase in book value and dividends represents a 14.3% total return on beginning book value for the twelve months.

Return on equity from reported net income was 11.4% in 2013 compared to 10.6% in 2012.  If unrealized gains are considered, the return on equity in 2013 was 14.0% compared to 12.3% in 2012.

Conference Call Information:

Baldwin & Lyons, Inc. has scheduled a conference call for Thursday, January 30, 2014, at 11:00 AM ET (New York time) to discuss results for the fourth quarter ended December 31, 2013.

To participate via teleconference, investors may dial 1-888-503-8169 (U.S./Canada) or 1-719-325-2448 (International or local) at least five minutes prior to the beginning of the call.  A replay of the call will be available through February 6, 2014 by calling 1-877-870-5176 or 1-858-384-5517 and referencing passcode 7977865.  Investors and interested parties may also listen to the call via a live webcast, accessible on the company’s web site via a link at the top of the main Investor Relations page.  To participate in the webcast, please register at least fifteen minutes prior to the start of the call.  The webcast will be archived on this site until January 30, 2015.  The webcast may be accessed directly at: http://public.viavid.com/index.php?id=107169

Also available on the investor relations section of our web site are complete interim financial statements and copies of our filings with the Securities and Exchange Commission.

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Financial Highlights (unaudited)
Baldwin & Lyons, Inc. and Subsidiaries
(In thousands, except per share data)	Three Months Ended						Twelve Months Ended
	December 31						December 31
	2013			2012			2013			2012
Operating revenue	$	69,108		$	65,468		$	267,457		$	253,113
Net investment gains		7,019			302			23,515			9,011
Total revenue	$	76,127		$	65,770		$	290,972		$	262,124
Operating income	$	4,405		$	4,480		$	21,303		$	26,062
Net investment gains,
net of federal income taxes		4,562			196			15,285			5,857
Net income	$	8,967		$	4,676		$	36,588		$	31,919
Per share data - diluted:
Average number of shares		14,925			14,886			14,924			14,868
Operating income	$	.30		$	.30		$	1.43		$	1.75
Net investment gains		.30			.01			1.02			.40
Net income	$	.60		$	.31		$	2.45		$	2.15
Dividends paid to shareholders	$	.25		$	.25		$	1.00		$	1.00
Annualized return on average
shareholders' equity:
Operating income		5.3	%		5.8	%		6.6	%		8.6	%
Net income		10.9	%		6.0	%		11.4	%		10.6	%
Consolidated combined ratio of
insurance subsidiaries (GAAP basis):
Without fee income		94.4	%		93.8	%		92.0	%		88.9	%
Including fee income		93.7	%		93.0	%		91.2	%		88.0	%

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.

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