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): JANUARY 31, 2000

                        INTERCONTINENTAL LIFE CORPORATION
             (Exact name of registrant as specified in its charter)

    TEXAS                     0-7288                22-1890938
(State or other               (Commission          (I.R.S. Employer
 jurisdiction                  File Number)         Identification No.)
 of incorporation)

                   701 BRAZOS, SUITE 1400, AUSTIN, TEXAS 78701
               (Address of principal executive offices) (Zip Code)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (512) 404-5000


          (Former name or former address, if changed since last report)


<PAGE>



ITEM 5.  OTHER EVENTS

Under  its  Stock  Repurchase  Plan,   InterContinental   Life  Corporation  has
purchased,  since the  inception  of the plan,  a total of 28,790  shares of its
common stock, or approximately 0.3% of the outstanding shares.

The purchases  were made in a series of purchases,  either in the open market or
in "block" transactions,  within the meaning of Rule 10b-18 under the Securities
Exchange Act of 1934, as amended.  The plan, which was approved by the Company's
Board of Directors on June 29, 1999,  authorizes  the  repurchase of up to 5% of
the issued and outstanding shares of the Company's common stock.

                                       -2-


<PAGE>




                                   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.

                                               INTERCONTINENTAL LIFE CORPORATION



                                               BY:  /S/ JAMES M. GRACE

                                                  James M. Grace
                                                  Vice President and Treasurer

Date: January 31, 2000

T:\ILCO.8K\2000.01

                                       -3-


<PAGE>
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 2304}]
{"company-data": {"conformed-name": "INTERCONTINENTAL LIFE CORP", "cik": "0000050982", "assigned-sic": "6311", "irs-number": "221890938", "state-of-incorporation": "NJ", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-07288", "film-number": "518746"}, "business-address": {"street1": "THE AUSTIN CENTRE", "street2": "701 BRAZOS 12TH FL", "city": "AUSTIN", "state": "TX", "zip": "78701", "phone": "5124045050"}, "mail-address": {"street1": "701 BRAZOS STE 1400", "street2": "ATTN KELLYE S SEEKATZ", "city": "AUSTIN", "state": "TX", "zip": "78701"}, "former-company": [{"former-conformed-name": "INTERCONTINENTAL FINANCIAL CORP", "date-changed": "19781019"}, {"former-conformed-name": "INTERCONTINENTAL LIFE CO", "date-changed": "19600201"}]}
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): JANUARY 31, 2000

                        INTERCONTINENTAL LIFE CORPORATION
             (Exact name of registrant as specified in its charter)

    TEXAS                     0-7288                22-1890938
(State or other               (Commission          (I.R.S. Employer
 jurisdiction                  File Number)         Identification No.)
 of incorporation)

                   701 BRAZOS, SUITE 1400, AUSTIN, TEXAS 78701
               (Address of principal executive offices) (Zip Code)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (512) 404-5000

          (Former name or former address, if changed since last report)
ITEM 5.  OTHER EVENTS

Under  its  Stock  Repurchase  Plan,   InterContinental   Life  Corporation  has
purchased,  since the  inception  of the plan,  a total of 28,790  shares of its
common stock, or approximately 0.3% of the outstanding shares.

The purchases  were made in a series of purchases,  either in the open market or
in "block" transactions,  within the meaning of Rule 10b-18 under the Securities
Exchange Act of 1934, as amended.  The plan, which was approved by the Company's
Board of Directors on June 29, 1999,  authorizes  the  repurchase of up to 5% of
the issued and outstanding shares of the Company's common stock.

                                       -2-
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.

                                               INTERCONTINENTAL LIFE CORPORATION

                                               BY:  /S/ JAMES M. GRACE

                                                  James M. Grace
                                                  Vice President and Treasurer

Date: January 31, 2000

T:\ILCO.8K\2000.01

                                       -3-