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): May 1, 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

                                                                                      _______________________________________________

                                                  Not applicable

__________________________________________________________________________________________

           (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))

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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 May 1, 2014, Baldwin & Lyons, Inc. (the Company) issued a press release announcing the results of its operations for the first quarter ended March 31, 2014.  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 first quarter of 2014, 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 May 1, 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.

May 1, 2014                                                                   by: /s/ Joseph J. DeVito                                                                                       

Joseph J. DeVito

Chief Executive Officer and President

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EX-99.1

Baldwin & Lyons, Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     May 1, 2014

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

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         (317) 636-9800             

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                corydon@baldwinandlyons.com

BALDWIN & LYONS ANNOUNCES RESULTS FOR THE QUARTER

Carmel, Indiana, May 1, 2014—Baldwin & Lyons, Inc. (NASDAQ: BWINA, BWINB) today announced after tax operating income, defined as net income before investment gains and losses, of $3.7 million, or $.25 per share, for the first quarter of 2014 compared to $5.6 million, or $.38 per share, during the first quarter of 2013.  Net investment gains for the first quarter of 2014, which include both realized and unrealized gains in the Company’s limited partnership investments, were $2.6 million after tax, or $.17 per share, compared to net investment gains of $9.3 million, or $.62 per share, in the same quarter of 2013.  In total, net income was $6.4 million, or $.42 per share, which compares to $14.9 million, or $1.00 per share, for the prior year’s first quarter.

Premium written by the Company’s insurance subsidiaries for the quarter was $94.8 million, an increase of nearly 13% over the first quarter of 2013.  The increase was concentrated in the Company’s core fleet transportation products. This increase was accomplished despite decreases associated with continued reductions in our property reinsurance exposure.

Net premium earned for the first quarter of 2014 was $63.8 million, up nearly 5% over last year’s first quarter total of $61.1 million.

The Company’s consolidated combined ratio for the first quarter was 95.1%, before consideration of fee income.  Including fee income, underwriting income was $3.5 million, producing a combined ratio of 94.6%.  The Property and Casualty Insurance segment combined ratio was 96.8%, including fee income, and the Reinsurance segment combined ratio was 84.8%.

Pre-tax investment income decreased 5% compared to the first quarter of 2013, reflecting the continuing impact of available bond yields and the redeployment of invested assets into portfolios emphasizing capital gains over interest income.  Pre-tax realized and unrealized gains for the quarter totaled $12.0 million compared to $15.7 million in the first quarter last year.  After tax investment income, including realized and unrealized gains, was $9.6 million in the 2014 quarter compared to $12.0 million last year.

Book value per share increased $.48 per share during the first quarter, after the payment of $.25 per share in regular cash dividends.  The combination of the increase in book value and dividends represents a 2.9% total return on beginning book value for the quarter.

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Conference Call Information:

Baldwin & Lyons, Inc. has scheduled a conference call for Thursday, May 1 2014, at 11:00 AM ET (New York time) to discuss results for the first quarter ended March 31, 2014.

To participate via teleconference, investors may dial 1-888-500-6950 (U.S./Canada) or 1-719-325-2484 (International or local) at least five minutes prior to the beginning of the call.  A replay of the call will be available through May 7, 2014 by calling 1-877-870-5176 or 1-858-384-5517 and referencing passcode 1658525.  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 August 7, 2014.  The webcast may be accessed directly at: http://public.viavid.com/index.php?id=108249

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
	March 31
	2014			2013
Operating revenue	$	67,491		$	64,891
Net investment gains		4,070			14,347
Total revenue	$	71,561		$	79,238
Operating income	$	3,715		$	5,617
Net investment gains,
net of federal income taxes		2,646			9,326
Net income	$	6,361		$	14,943
Per share data - diluted:
Average number of shares		14,975			14,911
Operating income	$	.25		$	.38
Net investment gains		.17			.62
Net income	$	.42		$	1.00
Dividends paid to shareholders	$	.25		$	.25
Annualized:
Total Value Creation 1		11.4	%		17.9	%
Return on average shareholders' equity:
Operating income		4.4	%		7.1	%
Net income		7.6	%		18.9	%
Consolidated combined ratio of
insurance subsidiaries (GAAP basis):
Without fee income		95.1	%		90.7	%
Including fee income		94.6	%		89.9	%
1 Total Value Creation is the summation of the increase in book value plus dividends
paid divided by beginning book value.

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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