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): November 6, 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 November 6, 2014, Baldwin & Lyons, Inc. (the Company) issued a press release announcing the results of its operations for the third quarter and nine months ended September 30, 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 third 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 November 6, 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.

November 6, 2014                                                                   by: /s/ Joseph J. DeVito                                                                                 

Joseph J. DeVito

Chief Executive Officer and President

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EX-99.1

Baldwin & Lyons, Inc.                                                                                                                                                                                                                                                                                                                                                                                                                                                                            November 6, 2014

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

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           (317) 636-9800

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  corydon@baldwinandlyons.com

BALDWIN & LYONS ANNOUNCES RESULTS, INCLUDING RECORD PREMIUM FOR THE QUARTER AND NINE MONTHS

Carmel, Indiana, November 6, 2014—Baldwin & Lyons, Inc. (NASDAQ: BWINA, BWINB) today announced after tax operating income, defined as net income before investment gains and losses, of $5.3 million, or $.36 per share, for the third quarter of 2014 compared to $6.8 million, or $.46 per share, during the third quarter of 2013.  Net investment gains for the third quarter of 2014, which include both realized and unrealized gains in the Company’s limited partnership investments, were $0.4 million after tax, or $.03 per share, compared to net investment gains of $0.9 million, or $.06 per share, in the same quarter of 2013.  In total, net income was $5.8 million, or $.39 per share, which compares to $7.8 million, or $.52 per share, for the prior year’s third quarter.

After tax operating income for the first nine months of 2014 totaled $13.1 million, or $.88 per share, compared to $16.9 million, or $1.13 per share, for the prior year period.  Net investment gains for the nine months of 2014 were $8.3 million after tax, or $.55 per share, compared to net investment gains of $10.7 million, or $.72 per share, during the same period of 2013.  In total, net income of $21.5 million, or $1.43 per share, compares to $27.6 million, or $1.85 per share, for the prior year period.

Premiums written by the Company’s insurance subsidiaries for the quarter were $94.6 million, just 2.0% short of the record third quarter of 2013.  The decrease resulted principally from previously announced reductions in the Company’s property reinsurance and primary professional liability exposures.  Increases of nearly 6% in premiums written for the Company’s core fleet transportation products largely offset the planned decreases.  Premiums written for the nine months of 2014 totaled a record $284.4 million, 4% higher than last year’s previous record nine month writings of $273.3 million, with the main driver of the increase being a 10.5% increase in the Company’s core fleet transportation products.

Net premiums earned for the third quarter of 2014 were a record $65.9 million, 2% higher than last year’s third quarter total of $64.4 million.  For the nine months, earned premium increased just under 3% to a record nine month total of $192.7 million.

The Company’s consolidated combined ratio for the third quarter was 92.1%, before consideration of fee income.  Including fee income, underwriting income was $5.5 million, producing a combined ratio of 91.7%.  The Property and Casualty Insurance segment combined ratio was 88.8%, including fee income, and the Reinsurance segment combined ratio was 110.2%, reflecting property catastrophe loss development from storms occurring late in the second quarter.  For the nine months, the consolidated combined ratio was 93.9%, before consideration of fee income, and 93.3% including fees, producing $13.1 million in pre-tax underwriting income.  The Property and Casualty Insurance segment combined ratio was 92.2%, including fee income, while the Reinsurance segment combined ratio was 99.2%, including 36 points attributable to storms occurring in May and June.

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Pre-tax investment income decreased 5.5% compared to the third quarter of 2013.  For the nine months, pre-tax investment income decreased 2%.  The combination of pre-tax realized and unrealized losses for the quarter totaled $6.4 million compared to gains of $10.4 million in the third quarter last year.  For the nine months, pre-tax realized and unrealized gains totaled $21.6 million compared to $23.3 million last year.  After tax investment losses, including realized and unrealized gains and losses, were $2.6 million for the third quarter, compared to gains of $8.4 million in 2013.  For the nine months, after tax investment returns, including realized and unrealized gains, were $18.9 million for 2014 compared to $20.0 million during the comparable 2013 period.

Book value per share decreased $.21 per share during the third quarter, after the payment of $.25 per share in regular cash dividends, reflecting investment valuation changes.  For the nine months ended September 30, 2014, book value per share has increased $1.01 after the payment of cash dividends to shareholders totaling $.75 per share.  The combination of the increase in book value and dividends represents a 6.9% total return on beginning book value for the nine months.

Conference Call Information:

Baldwin & Lyons, Inc. has scheduled a conference call for Thursday, November 6, 2014, at 11:00 AM ET (New York time) to discuss results for the third quarter ended September 30, 2014.

To participate via teleconference, investors may dial 1-888-500-6950 (U.S./Canada) or 1-719-325-2463 (International or local) at least five minutes prior to the beginning of the call.  A replay of the call will be available through November 13, 2014 by calling 1-877-870-5176 or 1-858-384-5517 and referencing passcode 9807035.  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 November 6, 2015.  The webcast may be accessed directly at: http://public.viavid.com/index.php?id=110863

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.

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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Financial Highlights (unaudited)
Baldwin & Lyons, Inc. and Subsidiaries
(In thousands, except per share data)	Three Months Ended						Nine Months Ended
	September 30						Septmber 30
	2014			2013			2014			2013
Operating revenue	$	69,820		$	68,159		$	204,037		$	198,349
Net investment gains		658			1,430			12,817			16,496
Total revenue	$	70,478		$	69,589		$	216,854		$	214,845
Operating income	$	5,342		$	6,842		$	13,140		$	16,899
Net investment gains,
net of federal income taxes		428			929			8,331			10,722
Net income	$	5,770		$	7,771		$	21,471		$	27,621
Per share data - diluted:
Average number of shares		14,973			14,921			14,974			14,921
Operating income	$	.36		$	.46		$	.88		$	1.13
Net investment gains		.03			.06			.55			.72
Net income	$	.39		$	.52		$	1.43		$	1.85
Dividends paid to shareholders	$	.25		$	.25		$	.75		$	.75
Comprehensive income, net of tax
Net income	$	5,770		$	7,771		$	21,471		$	27,621
Unrealized net gains (losses) on securities		(4,590	)		5,853			5,710			4,424
Foreign currency translation adjustments		(705	)		199			(835	)		(282	)
Comprehensive income	$	475		$	13,823		$	26,346		$	31,763
Annualized:
Total Value Creation 1		0.6	%		15.4	%		9.2	%		12.2	%
Return on average shareholders' equity:
Operating income		6.2	%		8.4	%		5.2	%		7.1	%
Net income		6.7	%		9.6	%		8.5	%		11.5	%
Consolidated combined ratio of
insurance subsidiaries (GAAP basis):
Without fee income		92.1	%		89.1	%		93.9	%		91.2	%
Including fee income		91.7	%		88.3	%		93.3	%		90.4	%
1 Total Value Creation is the summation of the increase in book value plus dividends
paid divided by beginning book value.

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