SC 13D/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 19)

AMERICAN INDEPENDENCE CORP.

(Name of Issuer)

Common Stock, $0.01 Par Value

(Title of Class of Securities)

026760 40 5

(CUSIP Number)

Mr. David T. Kettig

485 Madison Avenue, 14^th Floor

New York, NY 10022

(212) 355-4141

(Name, Address, and Telephone Number of Person

Authorized to Receive Notices and Communications)

August 3, 2016

(Date of Event which requires filing of this statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d–1(e), 240.13d–1(f) or 240.13d–1(g), check the following box. ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d–7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO. 026760 40 5

1.	Names of Reporting Persons. Independence Holding Company
2.	Check the Appropriate Box if a Member of a Group (see Instructions)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	Source of Funds (see Instructions)
	N/A
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
	¨
6.	Citizenship or Place of Organization
	Delaware

Number of Shares	7.	Sole Voting Power
Beneficially		0
Owned by Each
Reporting Person	8.	Shared Voting Power
With		0
	9.	Sole Dispositive Power
		0
	10.	Shared Dispositive Power
		0

11.	Aggregate Amount Beneficially Owned by Each Reporting Person
	7,423,151(1)
12.	Check if the Aggregate Amount In Row (11) Excludes Certain Shares (See Instructions)
	¨
13.	Percent of Class Represented by Amount in Row 11
	91.4 % (2)
14.	Type Of Reporting Person (See Instructions)
	HC, CO

(1) Of the shares reported, pursuant to Rule 13d-4 promulgated under the Securities Exchange Act of 1934, Independence Holding Company hereby disclaims beneficial ownership as to the 7,423,151 shares owned by its direct subsidiary, AMIC Holdings, Inc.

(2) Represents the percentage ownership based on 8,118,551 shares of common stock issued and outstanding as of August 15, 2016, as reported on the Form 10-Q for the three months ended June 30, 2016 filed with the SEC on August 15, 2016.

CUSIP NO. 026760 40 5

1.	Names of Reporting Persons. Madison Investors Corporation
2.	Check the Appropriate Box if a Member of a Group (see Instructions)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	Source of Funds (see Instructions)
	N/A
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
	¨
6.	Citizenship or Place of Organization
	Delaware

Number of Shares	7.	Sole Voting Power
Beneficially		0
Owned by Each
Reporting Person	8.	Shared Voting Power
With		0
	9.	Sole Dispositive Power
		0
	10.	Shared Dispositive Power
		0

11.	Aggregate Amount Beneficially Owned by Each Reporting Person
	7,423,151(1)
12.	Check if the Aggregate Amount In Row (11) Excludes Certain Shares (See Instructions)
	¨
13.	Percent of Class Represented by Amount in Row 11
	0%(2)
14.	Type Of Reporting Person (See Instructions)
	CO

(1) Of the shares reported, pursuant to Rule 13d-4 promulgated under the Securities Exchange Act of 1934, Madison Investors Corporation hereby disclaims beneficial ownership as to the 7,423,151 shares owned by its majority owned subsidiary, AMIC Holdings, Inc.

(2) Represents the percentage ownership based on 8,118,551 shares of common stock issued and outstanding as of August 15, 2016, as reported on the Form 10-Q for the three months ended June 30, 2016 filed with the SEC on August 15, 2016.

CUSIP NO. 026760 40 5

1.	Names of Reporting Persons. AMIC Holdings, Inc.
2.	Check the Appropriate Box if a Member of a Group (see Instructions)
	(a) x
	(b) ¨
3.	SEC Use Only
4.	Source of Funds (see Instructions)
	OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
	¨
6.	Citizenship or Place of Organization
	Delaware

Number of Shares	7.	Sole Voting Power
Beneficially		7,423,151
Owned by Each
Reporting Person	8.	Shared Voting Power
With		0
	9.	Sole Dispositive Power
		7,423,151
	10.	Shared Dispositive Power
		0

11.	Aggregate Amount Beneficially Owned by Each Reporting Person
	7,423,151(1)
12.	Check if the Aggregate Amount In Row (11) Excludes Certain Shares (See Instructions)
	¨
13.	Percent of Class Represented by Amount in Row 11
	91.4%(2)
14.	Type Of Reporting Person (See Instructions)
	CO

(1) All of the shares reported were acquired by AMIC Holdings, Inc. through the contribution of such shares by Independence Holding Company and Madison Investors Corporation, respectively, to AMIC Holdings, Inc. in exchange for shares of common stock of AMIC Holdings, Inc.

(2) Represents the percentage ownership based on 8,118,551 shares of common stock issued and outstanding as of August 15, 2016, as reported on the Form 10-Q for the three months ended June 30, 2016 filed with the SEC on August 15, 2016.

This Amendment No. 19 to Schedule 13D is filed by Independence Holding Company, a Delaware corporation (“IHC”), Madison Investors Corporation, a Delaware corporation (“MIC”), and AMIC Holdings, Inc., a Delaware corporation (“AMIC Holdings”), pursuant to Rule 13d-2(a) under the Securities Exchange Act of 1934 (the “Exchange Act”). This Amendment No. 19 to Schedule 13D amends and supplements the Schedule 13D (as previously amended, the “Schedule 13D”) originally filed with the Securities and Exchange Commission (the "SEC") on August 8, 2002 relating to the common stock, par value $0.01 per share (the “Common Stock”), of American Independence Corp., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings set forth in the Schedule 13D.

This Amendment No. 19 to Schedule 13D is being filed to add AMIC Holdings as a filing person to the Schedule 13D.

Item 2. Identity and Background

Item 2 of the Schedule 13D is hereby amended to add the following to the end thereof:

(a) – (c) AMIC Holdings is a corporation. The address of the principal business and principal offices of AMIC Holdings is485 Madison Avenue, 14^th Floor, New York, NY 10022. The officers and directors of AMIC Holdings and their principal occupations and business addresses are set forth on Schedule A and incorporated by reference into this Item 2.

IHC owns 37.7% of the common stock of AMIC Holdings, and MIC owns 62.3% of the common stock of AMIC Holdings.

(d) - (e) During the last five years, neither AMIC Holdings nor any other person listed on Schedule A has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) and have not, respectively, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

(f) Each natural person listed on Schedule A is a citizen of the United States.

Item 3. Source and Amount of Funds or Other Consideration

Item 3 of the Schedule 13D is hereby amended to add the following to the end thereof:

AMIC Holdings acquired the shares of Common Stock from IHC and MIC as result of the contribution of such shares by each of IHC and MIC as described in Item 4 below.

Item 4. Purpose of Transaction.

Item 4 of the Schedule 13D is hereby amended to add the following to the end thereof:

AMIC Holdings was incorporated on March 4, 2016.

As previously reported, on June 28, 2016, IHC, MIC and AMIC Holdings filed a Schedule 13E-3 with the SEC related to a proposed going private transaction in respect of the Company. On July 25, July 28, July 29, and August 2, 2016, IHC, MIC and AMIC Holdings filed Amendments No. 1, 2, 3 and 4 to the Schedule 13E-3, respectively, with the SEC, amending certain items contained in the Schedule 13E-3.

On August 4, 2016, IHC, MIC and AMIC Holdings caused the Schedule 13E-3, as amended, to be mailed to the Company’s stockholders (the “Mailing”).  

Immediately prior to the Mailing, on August 3, 2016, in accordance with the terms of that certain Contribution Agreement dated as of August 3, 2016 by and among IHC, MIC and AMIC Holdings (the “Contribution Agreement”), IHC and MIC contributed all of their respective shares of Common Stock to AMIC Holdings, resulting in AMIC Holdings owning an aggregate of 91.43% of the outstanding shares of Common Stock. In exchange, IHC and MIC received, in the aggregate, 100% of the shares of common stock of AMIC Holdings.

As described in the Schedule 13E-3, as amended, IHC and MIC intend to take the Company private by causing the Company to merge with and into AMIC Holdings in a “short form” merger pursuant to Section 253 of the Delaware General Corporation Law the (“DGCL”), with AMIC Holdings continuing as the surviving corporation (the “Surviving Corporation”). Pursuant to the terms of the merger, each then-outstanding share of Common Stock not owned by AMIC Holdings and by stockholders of the Company who properly exercise statutory appraisal rights under the DGCL, shall be cancelled and automatically converted into the right to receive in cash $24.74 per share of Common Stock. Immediately following the merger, IHC and MIC will own 100% of the capital stock of the Surviving Corporation.

In addition, on the effective date of the merger, the Surviving Corporation will notify the NASDAQ Stock Market (“NASDAQ”) of the merger effectiveness. It is expected that NASDAQ will then file a Form 25 with the SEC, which will deregister the Common Stock from Section 12(b) under the Exchange Act. On the 10^th calendar day following NASDAQ's filing of the Form 25, it is expected that the Surviving Corporation will file a Form 15 to terminate any remaining Exchange Act registration under Section 12(g) of the Exchange Act and suspend Exchange Act reporting obligations under Section 15(d) of the Exchange Act.

It is expected that the merger be effected on August 31, 2016, or as soon as practical thereafter.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 of the Schedule 13D is hereby amended to add the following to the end thereof:

See Item 4 of the Schedule 13D for a discussion of the Contribution Agreement.

Item 7. Material to be filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended to add the following exhibits:

10.1 Contribution Agreement

99.6 Agreement of Joint Filing

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: August 16, 2016

INDEPENDENCE HOLDING COMPANY
By:	/s/ Teresa A. Herbert
	Teresa A. Herbert
	Chief Financial Officer and Senior Vice President
MADISON INVESTORS CORPORATION
By:	/s/ David T. Kettig
	David T. Kettig
	Senior Vice President
AMIC HOLDINGS, INC.
By:	/s/ David T. Kettig
	David T. Kettig
	President

SCHEDULE A

Directors and Officers of AMIC Holdings

Name and Position	Principal Occupation	Principal Business Address
David T. Kettig, President and Director	Chief Operating Officer, Executive Vice President and Acting General Counsel of IHC	485 Madison Ave. New York, NY 10022
Teresa A. Herbert, CFO and Director	Chief Financial Officer and Senior Vice President of IHC	485 Madison Ave. New York, NY 10022
Larry R. Graber, VP and Director	President of Madison National Life Insurance Company, Inc., an Affiliate of the filers	485 Madison Ave. New York, NY 10022

EX-10.1

Exhibit 10.1

CONTRIBUTION AGREEMENT

This Contribution Agreement (the “Agreement”), dated as of August 3, 2016, is entered into by and among Independence Holding Company, a Delaware corporation (“IHC”), Madison Investors Corporation, a Delaware corporation (“MIC”), and AMIC Holdings, Inc., a Delaware corporation (“Acquisition Co.”).

Recitals

A. IHC owns 2,800,795 shares (“IHC Shares”) of common stock, par value $.01 per share (“AMIC Common Stock”), of American Independence Corp., a Delaware corporation (“AMIC”), representing 34.5% of the outstanding shares of AMIC Common Stock.

B. MIC owns 4,622,356 shares (“MIC Shares”) of AMIC Common Stock, representing 56.93% of the outstanding shares of AMIC Common Stock.

C. IHC wishes to contribute the IHC Shares to Acquisition Co. in exchange for 377 shares of common stock, par value $.001 per share (“Holdings Common Stock”), of Acquisition Co., representing 37.7% of the outstanding shares of Holdings Common Stock, in accordance with the terms and subject to the conditions specified in this Agreement.

D. MIC wishes to contribute the MIC Shares to Acquisition Co. in exchange for 623 shares of Holdings Common Stock, representing 62.3% of the outstanding shares of Holdings Common Stock, in accordance with the terms and subject to the conditions specified in this Agreement.

Terms and Conditions

NOW, THEREFORE, in consideration of the mutual representations, warranties, covenants and agreements set forth in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this Agreement, intending to be legally bound, hereby agree as follows:

1.        IHC Contribution. IHC hereby contributes, sells, assigns, transfers, conveys and delivers to Acquisition Co., and Acquisition Co. hereby accepts, all IHC’s rights, title and interest in and to the IHC Shares, pursuant to the terms and conditions set forth in this Agreement. In consideration of the contribution by IHC of the IHC Shares, Acquisition Co. hereby issues and delivers to IHC 377 shares of Holdings Common Stock and shall record such issuance on the shareholder records of Acquisition Co. contemporaneous with the consummation of this Agreement.

2.        MIC Contribution. MIC hereby contributes, sells, assigns, transfers, conveys and delivers to Acquisition Co., and Acquisition Co. hereby accepts, all MIC’s rights, title and interest in and to the MIC Shares, pursuant to the terms and conditions set forth in this Agreement. In consideration of the contribution by MIC of the MIC Shares, Acquisition Co. hereby issues and delivers to MIC 623 shares of Holdings Common Stock and shall record such issuance on the shareholder records of Acquisition Co. contemporaneous with the consummation of this Agreement.

3.        Effectiveness. The transactions contemplated by this Agreement shall be effective as of the date first written above.

4.        Mutual Representations and Warranties. Each of the parties hereto hereby represent and warrant to the other parties hereto that:

(a)        Organization and Good Standing. Such party is a corporation duly organized, validly existing and in good standing under the laws of the state of its incorporation.

(b)        Authorization; Enforceability. Such party has full power and authority to enter into this Agreement and consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the performance of its obligations hereunder have been duly authorized by all necessary corporate action, and when executed and delivered by such party, shall constitute a valid, legal and binding obligation of such party, enforceable against such party in accordance with its terms.

(c)        Consents and Filings. No consent, approval, order or authorization of, filing with, notice to or other act by, or in respect of, any person or entity is required in order for such party to execute, deliver or perform any of its obligations under this Agreement. The execution and consummation of the transactions contemplated hereby do not and will not violate any law or order applicable to such party.

5.        Headings. The headings contained in this Agreement have been inserted for convenience of reference only and do not limit or otherwise affect construction or interpretation of any term or provision hereof.

6.        Further Assurances.   Each of IHC, AMIC and Acquisition Co. agrees to execute and deliver any and all documents and instruments, and to perform such other acts as may be reasonably necessary or expedient to further the purposes of this Agreement and the contribution contemplated by this Agreement. Without limiting the foregoing, each of IHC and MIC shall take such further actions and execute such additional documents and instruments as necessary or desirable to affect the transfer of the IHC Shares and MIC Shares, respectively, to Acquisition Co.

7.        Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

8.        Entire Agreement. This Agreement contains the entire agreement of the parties hereto with respect to its subject matter, and supersedes all other prior agreements and undertakings, both written and oral, among the parties hereto, or any of them, with respect to its subject matter.

9.        Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be considered an original and all of which together shall constitute one and the same instrument binding on all the parties hereto.

10.      Governing Law.  This Agreement and all transactions contemplated hereby shall be governed by, construed and enforced in accordance with the laws of the State of Delaware, without regard to the principles of conflict of law.

11.      Severability.  If any provision of this Agreement, or the application thereof, is for any reason held to any extent to be invalid or unenforceable, the remainder of this Agreement and application of such provision to other persons or circumstances will be interpreted so as reasonably to affect the intent of the parties hereto.  The parties hereto further agree to replace such void or unenforceable provision of this Agreement with a valid and enforceable provision that will achieve, to the extent possible, the economic, business, and other purposes of the void or unenforceable provision, and to execute any amendment, consent or agreement deemed necessary or desirable by the parties hereto to effect such replacement.

[Signature page follows.]

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

Independence Holding Company

By:

Name:

Title:

Madison Investors Corporation

By:

Name:

Title:

AMIC Holdings, Inc.

By:

Name:

Title:

EX-99.6

EXHIBIT 99.6

AGREEMENT OF JOINT FILING

Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Amendment to Schedule 13D (the “Amendment”) to which this Agreement is attached as an exhibit, and agree that such Amendment, as so filed, is filed on behalf of each of them.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of August 16, 2016.

INDEPENDENCE HOLDING COMPANY
By:	/s/ Teresa A. Herbert
	Teresa A. Herbert
	Chief Financial Officer and Senior Vice President
MADISON INVESTORS CORPORATION
By:	/s/ David T. Kettig
	David T. Kettig
	Senior Vice President
AMIC HOLDINGS, INC.
By:	/s/ David T. Kettig
	David T. Kettig
	President