THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Torchmark Corporation (TMK)

3/6/2006 Proxy Information

Lamar C. Smith is an officer and director of First Command Financial Services, Inc. (First Command), a corporation 100% owned by the First Command Employee Stock Ownership Plan (First Command ESOP). Mr. Smith is a beneficiary of the First Command ESOP although he has no ability to vote the stock of First Command that is held by the First Command ESOP. First Command, receives commissions as the military agency distribution system for selling certain life insurance products offered by TorchmarkÕs insurance subsidiaries pursuant to agency agreements. In 2005, that company received commission payments of $60.9 million for sales of life insurance on behalf of Torchmark subsidiaries, which comprised approximately 37% of First CommandÕs 2005 revenues. TorchmarkÕs insurance subsidiaries held balances due from First Command agents of $9.4 million at year-end 2005.

Liberty, a Torchmark subsidiary, is also party to a coinsurance agreement with First Command Life Insurance Company, a First Command subsidiary, whereby Liberty cedes back to First Command Life on an annual basis approximately 3% of the life insurance business sold by First Command Life on behalf of Liberty and First Command Life annually pays Liberty certain designated percentages of renewal and first year premiums as expense reimbursement and the actual amount of commissions paid or advanced on the premium received. Additionally, under this agreement, Liberty and other Torchmark subsidiaries provide First Command Life with certain administrative, accounting and investment management services. In 2005, Liberty paid $2.6 million to First Command Life in premiums and received $0.2 million in expense reimbursements, $0.3 million in benefit repayments and $1.1 million as commission reimbursements.

Torchmark subsidiaries, United American and Liberty, entered into a $27,000,000 7% collateral loan agreement (maximum principal amount and accumulated interest) with IRA (now First Command) in 1998 and a 7.55% construction loan agreement in an amount not to exceed $22,500,000 with First Command in 2001, respectively. UA made a $7,000,000 loan in 1998 and a $15,000,000 loan to First Command under the collateral loan agreement. The largest aggregate amount of indebtedness outstanding from First Command to United American under the collateral loan during 2005 was $11,059,028 and as of February 28, 2006, the outstanding balance of the collateral loan was $10,772,048. The construction loan resulted in a permanent fifteen year mortgage financing at a rate of 2.25% over the ten year treasury rate at inception but not less than 7%, specifically in a $22.3 million principal amount 7% mortgage loan to be repaid in monthly installments commencing on May 1, 2003. The mortgage loan had an outstanding principal balance of $19,761,453 at February 25, 2006. The largest aggregate indebtedness to Liberty from First Command under the mortgage loan during 2005 was $20,905,005.

Torchmark subsidiary American Income is a party to an agreement to guarantee certain personal loans of American Income employees and agents with First Command Bank, a subsidiary of First Command. At December 31, 2005 the balance subject to this guarantee, which is secured by vested commissions due the employees and agents, was $182 thousand.

Mike McAndrew, Assistant Vice President of a Company subsidiary and brother of Mark S. McAndrew, received compensation and fringe benefits in 2005 of $92,000.

On January 3, 2005, two grantor retained annuity trusts for the benefit of the adult sons of C. B. Hudson and of which he serves as trustee (the 1999 Ceb Hudson GRAT Trust dated January 3, 2000 and the 1999 Ben Hudson GRAT Trust dated January 3, 2000) sold 41,470 shares of Torchmark common stock in a privately- negotiated transaction to Torchmark for $2,365,656. The purchases (20,735 shares from each of the Trusts) were made at the average of the high and low prices of Torchmark stock on January 3, 2005 ($57.045 per share).

3/15/2005 Proxy Information

In 2004, the Company paid MidFirst Bank $89,817 in fees as the servicing agent for portions of the Company subsidiariesÕ commercial real estate portfolios. George J. Records is Chairman and a director of Midland Financial Co., the parent corporation of MidFirst Bank.

In two transactions in the fourth quarter 2004, TorchmarkÕs subsidiary, Liberty sold certain commercial mortgage loan participations originated and serviced by MidFirst Bank back to MidFirst Bank. In October 2004, Liberty sold its interest in twelve commercial mortgage loan participations to MidFirst for $55 million in a transaction reviewed and approved by the Torchmark Board of Directors, on which Mr. RecordÕs sits and with Mr. RecordÕs recusing himself, and by the Liberty Board, on which Mr. Records does not sit. The December 2004 sale transaction to MidFirst involved a single participation interest, which was sold by Liberty for $17.1 million after having been approved by the Liberty Board of Directors. Torchmark obtained from independent third party valuation firms experienced in valuing commercial loans an opinion or appraisal values indicating that the purchase price on each transaction was within a commercially reasonable and acceptable range.

Lamar C. Smith is an officer and director of First Command Financial Services, Inc. (First Command) a corporation 100% owned by the First Command Employee Stock Ownership Plan (First Command ESOP). Mr. Smith is a beneficiary of the First Command ESOP although he has no ability to vote the stock of First Command that is held by the First Command ESOP. First Command, with 560 home office employees and 847 appointed agents both inside and outside the United States, receives commissions as the military agency distribution system for selling certain life insurance products offered by TorchmarkÕs insurance subsidiaries pursuant to agency agreements. In 2004, that company received commission payments of $67.0 million for sales of life insurance on behalf of Torchmark subsidiaries, which comprised approximately 30% of First CommandÕs 2004 revenues.

Liberty, a Torchmark subsidiary, is also party to a coinsurance agreement with First Command Life Insurance Company, a First Command subsidiary, whereby Liberty cedes back to First Command Life on an annual basis approximately 3% of the life insurance business sold by First Command Life on behalf of Liberty and First Command Life annually pays Liberty certain designated percentages of renewal and first year premiums as expense reimbursement and the actual amount of commissions paid or advanced on the premium received. Additionally, under this agreement, Liberty and other Torchmark subsidiaries provide First Command Life with certain administrative, accounting and investment management services. In 2004, Liberty paid $2,233,000 to First Command Life in premiums and received $167,000 in expense reimbursements, $259,000 in benefit repayments and $1,467,000 as commission reimbursements.

Torchmark subsidiaries, United American and Liberty, entered into a $27,000,000 7% collateral loan agreement (maximum principal amount and accumulated interest) with IRA (now First Command) in 1998 and a 7.55% construction loan agreement in an amount not to exceed $22,500,000 with First Command in 2001, respectively. UA made a $7,000,000 loan in 1998 and a $15,000,000 loan to IRA under the collateral loan agreement. The largest aggregate amount of indebtedness outstanding from IRA to United American under the collateral loan during 2004 was $12,635,542 and as of January 31, 2005, the outstanding balance of the collateral loan was $10,919,095. The construction loan resulted in a permanent fifteen year mortgage financing at a rate of 2.25% over the ten year treasury rate at inception but not less than 7%, specifically in a $22.3 million principal amount 7% mortgage loan to be repaid in monthly installments commencing on May 1, 2003. The mortgage loan had an outstanding principal balance of $20,747,285 at February 25, 2005. The largest aggregate indebtedness to Liberty from First Command under the mortgage loan during 2004 was $21,740,413.

R. K. Richey is a two-third owner of Stonegate Management Company, LLC (Stonegate Management). In 2004, pursuant to contractual agreements, Torchmark subsidiaries paid $701,705 to Commercial Real Estate Services, a 50% owned subsidiary of Stonegate Management, for building management and maintenance services on Liberty and Globe real estate and $261,188 for leased rental property.

Until September 30, 2004, director Sam R. Perry was a shareholder and Of Counsel in the law firm of Sneed Vine and Perry, P.C. That law firm, which from time to time provides legal representation to Torchmark subsidiaries, received $319,681 in 2004 for its services from Torchmark subsidiaries, 7% of that firmÕs revenues.

On January 3, 2005, two grantor retained annuity trusts for the benefit of the adult sons of C. B. Hudson and of which he serves as trustee (the 1999 Ceb Hudson GRAT Trust dated January 3, 2000 and the 1999 Ben Hudson GRAT Trust dated January 3, 2000) sold 41,470 shares of Torchmark common stock in a privately-negotiated transaction to Torchmark for $2,365,656. The purchases (20,735 shares from each of the Trusts) were made at the average of the high and low prices of Torchmark stock on January 3, 2005 ($57.045 per share).

3/12/2004 Proxy Information

Robert Richey, son of R.K. Richey and formerly a Vice President of a Company subsidiary, received compensation and fringe benefits from that Company subsidiary in 2003 of $84,434.

In 2003, the Company paid MidFirst Bank $110,000 in fees as the servicing agent for portions of the Company subsidiariesÕ commercial real estate portfolios. George J. Records is an officer and director of Midland Financial Co., the parent corporation of MidFirst Bank, and was, until December 31, 2003, a 38.33% beneficial owner of Midland Financial Co. After that date, he no longer has a beneficial ownership interest in Midland Financial Co.

Lamar C. Smith is an officer and director of First Command Financial Services, Inc. (First Command) a corporation 100% owned by the First Command Employee Stock Ownership Plan (First Command ESOP). Mr. Smith is a beneficiary of the First Command ESOP although he has no ability to vote the stock of First Command that is held by the First Command ESOP. First Command, with 572 home office employees and more than 1,000 appointed agents both inside and outside the United States, receives commissions as the military agency distribution system for selling certain life insurance products offered by TorchmarkÕs insurance subsidiaries pursuant to agency agreements. In 2003, that company received commission payments of $59,408,000 for sales of life insurance on behalf of Torchmark subsidiaries, which comprised approximately 29.6% of First CommandÕs 2003 revenues.

Liberty, a Torchmark subsidiary, is also party to a coinsurance agreement with First Command Life Insurance Company, a First Command subsidiary, whereby Liberty cedes back to First Command Life on an annual basis approximately 5% of the life insurance business sold by First Command Life on behalf of Liberty and First Command Life annually pays Liberty certain designated percentages of renewal and first year premiums as expense reimbursement and the actual amount of commissions paid or advanced on the premium received. Additionally, under this agreement, Liberty and other Torchmark subsidiaries provide First Command Life with certain administrative, accounting and investment management services. In 2003, Liberty paid $1,588,931 to First Command Life in premiums and received $140,750 in expense reimbursements, $43,750 in benefit repayments and $1,438,211 as commission reimbursements.

Torchmark subsidiaries, United American and Liberty, entered into a $27,000,000 7% collateral loan agreement (maximum principal amount and accumulated interest) with IRA (now First Command) in 1998 and a 7.55% construction loan agreement in an amount not to exceed $22,500,000 with First Command in 2001, respectively. UA made a $7,000,000 loan in 1998 and a $15,000,000 loan to IRA under the collateral loan agreement. The largest aggregate amount of indebtedness outstanding from IRA to United American under the collateral loan during 2003 was $21,913,209 and as of January 31, 2004, the outstanding balance of the collateral loan was $12,560,299. The construction loan, which will result in a permanent fifteen year mortgage financing at a rate of 2.25% over the ten year treasury rate at inception but not less than 7%, had an outstanding principal balance of $21,666,657 at February 25, 2004. The largest aggregate indebtedness to Liberty from First Command under the construction loan during 2003 was $22,315,276.

R.K. Richey is a 25% owner (50% owner as of December 31, 2003) of Stonegate Realty Co., LLC, the parent company of Elgin Development Company, LLC (Elgin Development). Elgin Development in 1999 purchased certain investment real estate from Torchmark and its subsidiaries and as a part of the consideration for the purchase issued its collateralized 8% Promissory Note (Note) due September 30, 2009 in the amount of $12.4 million to Torchmark. Elgin Development made all interest payments and reduced the outstanding balance of the Note by $2.3 million in principal payments to $10.1 million through December 31, 2002. In 2003, Elgin Development defaulted on the note and as a result, Torchmark foreclosed on the collateral which consisted of real estate with a value of $5.7 million.

In 2003, Torchmark and its subsidiaries paid $67,846 in real estate commissions to New Century Development Company, LLC, an indirect subsidiary of Stonegate Realty, Co., LLC, an entity in which Mr. Richey has the ownership interest shown above.

R. K. Richey is also a one-third owner of Stonegate Management Company, LLC (Stonegate Management) (two-thirds owner as of December 31, 2003). In 2003, pursuant to contractual agreements, Torchmark subsidiaries paid $683,350 to a Stonegate Management subsidiary, Commercial Real Estate Services, for building management and maintenance services on Liberty, Globe, and United American real estate and $261,053 for leased rental property.

3/24/2003 Proxy Information

Robert Richey, son of R.K. Richey and formerly a Vice President of a Company subsidiary, received compensation and fringe benefits from that Company subsidiary in 2002 of $100,307.

In 2002, the Company paid MidFirst Bank $118,190 in fees as the servicing agent for portions of the Company subsidiariesÕ commercial real estate portfolios. George J. Records is an officer, director and 38.33% beneficial owner of Midland Financial Co., the parent corporation of MidFirst Bank.

Lamar C. Smith is an officer and director of First Command Financial Services, Inc. (First Command) a corporation 100% owned by the First Command Employee Stock Ownership Plan (First Command ESOP). Mr. Smith is a beneficiary of the First Command ESOP although he has no ability to vote the stock of First Command that is held by the First Command ESOP. First Command, with 545 home office agency employees and more than 1,000 appointed agents both inside and outside the United States, receives commissions as the military agency distribution system for selling certain life insurance products offered by TorchmarkÕs insurance subsidiaries pursuant to agency agreements. In 2002, that company received commission payments of $52,613,000 for sales of life insurance on behalf of Torchmark subsidiaries, which comprised approximately 28.4% of First CommandÕs 2002 revenues.

Liberty, a Torchmark subsidiary, is also party to a coinsurance agreement with First Command Life Insurance Company, a First Command subsidiary, whereby Liberty cedes back to First Command Life on an annual basis approximately 5% of the life insurance business sold by First Command Life on behalf of Liberty and First Command Life annually pays Liberty certain designated percentages of renewal and first year premiums as expense reimbursement and the actual amount of commissions paid or advanced on the premium received. Additionally, under this agreement, Liberty and other Torchmark subsidiaries provide First Command Life with certain administrative, accounting and investment management services. In 2002, Liberty paid $781,000 to First Command Life in premiums and received $77,000 in expense reimbursements, $16,000 in benefit repayments and $1,232,000 as commission reimbursements.

Torchmark subsidiaries, United American and Liberty, entered into a $27,000,000 7% collateral loan agreement (maximum principal amount and accumulated interest) with IRA in 1998 and a 7.55% construction loan agreement in an amount not to exceed $22,500,000 with First Command in 2001, respectively. UA made a $7,000,000 loan in 1998 and a $15,000,000 loan to IRA under the collateral loan agreement. The largest aggregate amount of indebtedness outstanding from IRA to United American under the collateral loan during 2002 was $22,659,891 and as of March 14, 2003, the outstanding balance of the collateral loan was $21,749,273. The construction loan, which will result in a permanent fifteen year mortgage financing at a rate of 2.25% over the ten year treasury rate at inception but not less than 7%, had an outstanding principal balance of $19,708,825 at February 15, 2003. The largest aggregate indebtedness to Liberty from First Command under the construction loan during 2002 was $19,396,270.

R.K. Richey is a 25% owner of Stonegate Realty Co., LLC, the parent company of Elgin Development Company, LLC (Elgin Development). Elgin Development in 1999 purchased certain investment real estate from Torchmark and its subsidiaries and as a part of the consideration for the purchase issued its collateralized 8% Promissory Note (Note) due September 30, 2009 to Torchmark. The largest aggregate principal amount of indebtedness outstanding to Torchmark on such Note during 2002 was $10,526,234. As of March 14, 2003, the outstanding principal balance of this indebtedness was $10,061,488.

R. K. Richey is also a one-third owner of Stonegate Management Company, LLC (Stonegate Management). In 2002, pursuant to contractual agreements, Torchmark subsidiaries paid $748,937 to a Stonegate Management subsidiary for building management and maintenance services on Liberty, Globe, and United American real estate and $259,595 for leased rental property.