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TMK > SEC Filings for TMK > Form 8-K on 17-Jun-2009All Recent SEC Filings

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Form 8-K for TORCHMARK CORP


17-Jun-2009

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

On June 16, 2009, Torchmark Corporation ("Torchmark") and its subsidiary, TMK Re, Ltd. ("TMK Re"), entered into a Fourth Amendment to Credit Agreement, dated as of June 16, 2009, with Bank of America, N.A. and the other lenders party thereto (the "Fourth Amendment"), which further amends the Credit Agreement, dated as of November 18, 2004, among Torchmark, as the Borrower, TMK Re, as a Loan Party, Bank of America, N.A., as Administrative Agent, Swing Line Lender, and L/C Issuer, and the other lenders party thereto (as amended, the "Credit Agreement"). The Fourth Amendment amends the "Burdensome Agreements" covenant found in Section 7.09 of the Credit Agreement to acknowledge that the terms of the Indenture, dated as of February 1, 1987, between Torchmark and Morgan Guaranty Trust Company of New York (as supplemented and amended, the "Indenture") do not, and the issuance of an additional $500 million in senior notes under the Indenture will not, violate said covenant. The foregoing description of the Fourth Amendment is qualified in its entirety by reference to the Fourth Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated by reference herein.

Torchmark and its subsidiaries from time to time have had, and may continue to have, various commercial, lending or other relationships with certain of the banks that are a party to the Credit Agreement and their affiliates. The Bank of New York Mellon Trust Company, N.A., an affiliate of The Bank of New York Mellon, serves as successor indenture trustee for the outstanding senior debt securities issued by Torchmark under the Indenture. The Bank of New York Mellon Trust Company, N.A. also serves as successor indenture trustee with respect to junior subordinated debt securities issued by Torchmark under a Junior Subordinated Indenture, dated as of November 2, 2001, in connection with trust preferred securities issued by Torchmark Capital Trust III. These indentures, including the related supplemental indentures, have been previously filed as exhibits to Torchmark's filings with the Securities and Exchange Commission on Form 10-K, Form 10-Q, or Form 8-K.



Item 9.01 Financial Statement and Exhibits.

(d) Exhibits.

10.1    Fourth Amendment to Credit Agreement dated as of June 16, 2009, by and
        among Torchmark Corporation, TMK Re, Ltd., Bank of America, N.A., as
        Administrative Agent, Swing Line Lender, and L/C Issuer, and the other
        lenders listed therein.


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