content: 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 - May 23, 1995
  
                            ANUHCO, INC.
  
                  State of Incorporation - Delaware
  
                    Commission File No. - 0-12321
  
            IRS Employer Identification No. - 46-0278762
  
                  9393 West 110th Street, Suite 100
                    Overland Park, Kansas  66210
  
                  Telephone Number - (913)-451-2800
  
  </PAGE>
  
  Item 5.   OTHER EVENTS
  
  On May 23, 1995, Anuhco, Inc ("Anuhco") announced the execution of
  definitive agreements for the acquisition of all of the issued and
  outstanding stock of Agency Premium Resource, Inc. and Subsidiary
  ("APR").  The purchase price, together with payments for services
  to be rendered by the sellers after closing, will be approximately
  $11.5 million.  This transaction, subject to the satisfaction of
  certain conditions, is scheduled for closing on or about May 31,
  1995 and will be accounted for as a purchase.  Anuhco will utilize
  a portion of its available cash to consummate the purchase.  Anuhco
  will be assuming certain guarantees of the APR financing
  arrangements.  Such guarantees would have exceeded $20 million at
  December 31, 1994.  The terms of the acquisition and the purchase
  price resulted from negotiations between Anuhco and the APR
  shareholders, Seafield Capital Corporation (Seafield) and APR's
  Chief Executive Officer, C. Ted McCarter.
  
  APR offers premium financing and related services through approved
  insurance agencies, primarily throughout the midwestern United
  States.  Its wholly owned subsidiary, Agency Services, Inc.,
  provides motor vehicle report services throughout the same
  geographic area.
  
  Anuhco intends for APR to continue its operation as an autonomous
  finance company.  Existing management will continue, including all
  officers, with C. Ted McCarter to continue as Chief Executive
  Officer of APR under a five year employment agreement.  This
  acquisition would provide Anuhco a base, from which to grow a
  financial services operation.  Expansion of the financial services
  operation is expected to include continued growth of APR and
  possibly the acquisition of units which would compliment the
  operation of APR.  In management's opinion, the acquisition of APR
  will not have a dilutive effect on consolidated earnings.
  
  <TABLE>
  Item 7.   FINANCIAL STATEMENTS AND EXHIBITS (1)
  <CAPTION>
                                                             Page
  <S>                                                         <C>
  (a)  Financial Statements of Agency Premium Resource,
         Inc. and Subsidiary (business acquired)
  
       Unaudited Consolidated Balance Sheets as of
         December 31, 1994                                     4
  
       Unaudited Consolidated Statements of Earnings for
         the years ended December 31, 1994 and 1993            5
  
       Unaudited Consolidated Statements of Cash Flows
         for the years ended December 31, 1994 and 1993        6  
  
       Unaudited Notes to Consolidated Financial
         Statements                                            7
  
  (b)  Condensed Pro Forma Financial Information
  
       Condensed Pro Forma Balance Sheet at December 31,
         1994                                                 13
  
       Condensed Pro Forma Statement of Earnings for the
          year ended December 31, 1994                        14
  
       Notes to Pro Forma Financial Statements                15
  
  (c)  Exhibits - Filed herewith
  
       99(a)  May 23, 1995 News Release announcing execution
              of definitive documents related to the acquisi-
              tion of Agency Premium Resource, Inc. and       16
              Subsidiary.
  
       99(b)  Unaudited Selected Financial Information 
              Re:  Agency Premium Resource, Inc.              17
  </TABLE>
  
  (1)  The following financial information and/or documents were not
       available at the date of this filing and therefore will be
       supplied as required by the SEC, not later than 60 days from
       the date the report on Form 8-K is due to be filed:
  
         -  Audited financial statements of acquired company for the
            year ended December 31, 1994.
  
         -  Interim condensed financial statements of the acquired
            company as of March 31, 1995.
  
         -  Proforma condensed financial statements for the interim
            period as of March 31, 1995.
  
         -  Acquisition agreements.
  </PAGE>
  <TABLE>                         
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                     Consolidated Balance Sheets
                     December 31, 1994 and 1993
                             "Unaudited"
  <CAPTION>
                Assets                           1994        1993 
  <S>                                         <C>         <C>
  Current assets:
    Accounts receivable, net of allowance for
      uncollectible accounts of $210,970 and
      $285,814 and unearned interest of
      $177,363 and $114,310 in 1994 and 1993
      and sold receivables of $23,000,000 and
      $19,000,000 in 1994 and 1993 (note 2)   $8,088,077  $5,737,732
    Short term investments                     1,002,245   2,261,399
    Prepaid expenses and other                    55,312      41,092
    Deferred income tax assets (note 5)           89,260      99,448
       Total current assets                    9,234,894   8,139,671
  
  Furniture and equipment, net of accumulated
    depreciation of $184,467 in 1994 and
    $151,500 in 1993                              59,501      59,143
  Capital lease, net of accumulated amortiza-
    tion of $5,592 (note 6)                       22,366      - - 
  Deferred transaction costs, net of accumu-
    lated amortization of $145,226 in 1994
    and $41,156 in 1993 (note 2)                 108,782     144,048
  Deferred income tax asset (note 5)               - -        29,400
                                              $9,425,543  $8,372,262
      Liabilities and Stockholders' Equity
  Current liabilities:
    Bank overdrafts                           $  445,125  $  381,489
    Accounts and premiums payable                664,001     399,139
    Current income taxes-payable to parent       149,740      85,251
    Accrued expenses and other                   318,215     213,456
    Capital lease - current (note 6)               5,620      - -  
  Total current liabilities                    1,582,701   1,079,335
  
  Capital lease - noncurrent (note 6)             16,062      - -  
  Deferred income tax liability (note 5)           3,611      - -
  
  Stockholders' equity:
    Common stock, $1 stated value, 30,000
      shares authorized; 1,500 shares
      issued and outstanding                       1,500       1,500
    Paid-in capital                            8,280,341   8,280,341
    Accumulated deficit                         (458,672)   (988,914)
       Total stockholders' equity              7,823,169   7,292,927
                                              $9,425,543  $8,372,262
  </TABLE>
               See accompanying notes to consolidated
                        financial statements.
  </PAGE>
  
  <TABLE>
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                 Consolidated Statements of Earnings
               Years ended December 31, 1994 and 1993
                             "Unaudited"
  <CAPTION> 
                                               1994         1993 
  <S>                                       <C>          <C>
  Revenues:
    Interest income                         $1,252,487   $1,664,049
    Service revenue                          1,854,780    1,235,122
    Other revenue                              582,852      549,318
      Total revenues                         3,690,119    3,448,489
  
  
  Expenses:
    Salaries and benefits (note 7)             931,311      794,969
    Service expense                            940,143      614,762
    Commissions expense                        250,125      206,055
    Occupancy                                   42,161       44,993
    Depreciation and amortization              142,678       73,982
    Other operating expense                    429,570      495,383
       Total operating expenses              2,735,988    2,230,144
  
    Bad debt expense                           119,622      220,400
    Interest expense (notes 3 and 4)             9,587      430,087
    Other expenses                              14,174        7,238
  
       Total expenses                        2,879,371    2,887,869
  
       Earnings before income tax expense      810,748      560,620
  
  Income tax expense (note 5)                  280,506      194,220
  
       Net earnings                         $  530,242   $  366,400
  
  </TABLE>
               See accompanying notes to consolidated
                        financial statements.
  </PAGE>
  <TABLE>                         
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                Consolidated Statements of Cash Flows
               Years ended December 31, 1994 and 1993
                             "Unaudited"
  <CAPTION>
                                               1994        1993 
  <S>                                      <C>         <C>
  Cash flows from operating activities:
     Net earnings                          $  530,242  $  366,400
     Adjustments to reconcile net earnings
     to net cash used in operating 
     activities:
        Depreciation and amortization         142,678      73,982
        Bad debt expense                      119,622     220,400
        Changes in assets and liabilities:
           Income taxes                       107,688      (4,993)
           Prepaid expenses                   (14,220)    (14,901)
           Accounts and premiums payable      264,862     118,577
           Accrued expenses and other         104,759      29,133
             Net cash provided by
             operating activities           1,255,631     788,598
  
  Cash flows from investing activities:
     Sale (purchase) short-term investments 1,259,154  (2,261,399)
     Securitization of accounts receivable  4,000,000  19,000,000
     Capitalization of transaction costs       68,804)   (185,204)
     Additions to accounts receivable      (6,469,967) (6,840,815)
     Additions to furniture and equipment     (33,556)    (19,729)
     Proceeds from sale of furniture and
        equipment                                 182       - -  
           Net cash provided (used) by
           investing activities            (1,312,991)  9,692,853
  
  Cash flows from financing activities:
     Repayment of note payable to bank,net      - -    (8,340,000)
     Repayment of subordinated notes payable
        to related parties, net                 - -    (2,000,000)
     Payments on capital lease obligation      (6,276)       - -
     Increase(decrease) in bank overdrafts     63,636    (141,451)
           Net cash provided (used) by
             financing activities              57,360 (10,481,451)
           Net increase in cash                 - -         - -
  Cash at beginning of year                     - -         - -  
  Cash at end of year                      $    - -   $     - -  
  Supplemental disclosure:
     Cash paid for interest                $    9,587 $   478,963
     Cash paid to parent and states for
       income taxes                        $  172,818 $   198,554
  </TABLE>
               See accompanying notes to consolidated
                        financial statements.
  </PAGE>
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements
                     December 31, 1994 and 1993
  
                             "Unaudited"
  
  (1)   Summary of Significant Accounting Policies
  
        (a)  Organization
  
             Agency Premium Resource, Inc., (the Company) a
             subsidiary of Seafield Capital Corporation (Seafield),
             was formed on January 1, 1989.  The Company offers
             premium financing and related services through approved
             insurance agencies.  Agency Services, Inc., a wholly-
             owned subsidiary, provides motor vehicle report
             services.
  
        (b)  Basis of Presentation
  
             The accompanying consolidated financial statements have
             been prepared on the accrual basis in conformity with
             generally accepted accounting principles.  All
             significant intercompany transactions have been
             eliminated in consolidation.
  
        (c)  Furniture and Equipment
  
             Furniture and equipment are stated at cost. 
             Depreciation of furniture and equipment is provided over
             the estimated useful lives of assets (two to ten years)
             using the straight-line method.
  
        (d)  Income Taxes
  
             The provision for income taxes is based on income
             recognized for financial statement purposes and includes
             the effects of temporary differences between such income
             and that recognized for tax purposes.
  
  (2)   Securitization of Receivables
  
        In July, 1993, the Company entered into an extendable two-
        year agreement whereby it can sell undivided interests in a
        designated pool of accounts receivable on an ongoing basis. 
        The maximum allowable amount of receivables to be sold was
        increased by amendment in August 1994 from $22,000,000 to
        $30,000,000, subject to voluntary reduction by the seller to
        a minimum of $12,000.00.  As collections reduce accounts
        receivable in the pool, the purchaser permits the Company to
        apply such collections to additional purchases up to the
        maximum.   The Company had securitized receivables of
        $23,000,000 at December 31, 1994 and $19,000,000 at December
        31, 1993.  The net cash proceeds are reported as an investing
        activity in the accompanying consolidated statement of cash
        flows.  The securitized receivables are reflected as sold in
        the accompanying consolidated balance sheet.  The proceeds
        from the initial sale of receivable interests were used to
        retire bank debt and subordinated debts to the shareholders
        and the Company's Chief Executive Officer.
  
        The Company did not record a gain or loss on the sales as the
        costs of receivables sold approximated the proceeds. 
        Receivables of $2,760,000 and $2,280,000 at December 31, 1994
        and 1993, respectively, are subordinated to undivided
        interests sold in the event of defaults or delinquencies with
        respect to the underlying receivables.  A default reserve,
        which serves as collateral, is required for the greater of
        12% of the accounts receivable sold, or an amount set forth
        by a formula based on preceding months' default ratios.
  
        The Company capitalized costs of approximately $69,000 in
        1994 and $185,000 in 1993 related to the asset
        securitization.  These costs are being amortized over a two-
        year period, with amortization expense of approximately
        $104,000 in 1994 and $41,000 in 1993.
  
        The Company continues to service the securitized receivables
        for which it receives a servicing fee.  Included in the
        service revenue was $822,503 and $543,170 of servicing fees
        at December 31, 1994 and 1993, respectively.
  
  (3)   Note Payable to Bank
  
        The Company had a $9,000,000 bank line of credit through July
        22, 1993 to provide funding for premiums financed.  In July,
        1993, the Company retired this debt with cash provided from
        the securitization of receivables described in note 2.
  
  (4)   Related Party Transactions
  
        In October 1991, Seafield, the majority shareholder, advanced
        $2,000,000 to the Company.  This advance was subordinate to
        the bank debt and carried an interest rate of 5.5%.  In
        January 1993, the majority shareholder advanced an additional
        $3,000,000 to the Company through an amendment to the
        original agreement.  The Company also borrowed $700,000 from
        its Chief Executive Officer in the form of a thirty-day
        renewable note payable.  In July 1993, the Company retired
        these debts with cash provided from the securitization of
        receivables described in note 2.
  
        The Company had an open line of credit with its majority
        shareholder in the amount of $5,000,000.  During 1994, there
        were draws made on this line of credit by the Company and all
        were repaid prior to year-end.  During 1993, there were no
        draws on this line of credit.
  
        Interest expense on related party transactions was $8,026 and
        $167,641 for 1994 and 1993, respectively.
  
        The Chief Executive Officer purchased approximately $192,000
        in receivables from the Company in 1993 at their unpaid
        balance.  In June 1994, the Company received a settlement
        from an insurance company and a portion of the settlement
        funds were used to repurchase the $192,000 in receivables
        from the Chief Executive Officer.
  
  (5)   Income Taxes
  
  <TABLE>
        Income tax expense (benefit) consists of the following:
  <CAPTION>
                      1994                         1993             
           Current  Deferred    Total   Current  Deferred     Total 
  <S>      <C>       <C>      <C>       <C>       <C>       <C>
  Federal  $231,902  $47,724  $279,626  $195,755  $(3,814)  $191,941
  
  State       5,405   (4,525)      880     2,592     (313)     2,279
  
           $237,307  $43,199  $280,506  $198,347  $(4,127)  $194,220
  </TABLE>
  
        Income tax expense approximates the amounts computed by
        applying the U. S. federal income tax rate of 34% to earnings
        before income taxes.
  
        The tax effects of temporary differences that give rise to
        significant portions of the deferred tax assets and deferred
        tax liabilities at December 31, 1994 and 1993 are presented
        below:
  <TABLE>
  <CAPTION>
                                              1994      1993 
  <S>                                        <C>      <C>
  Deferred tax assets:
    Accounts receivable, due to the allow-
      ance for uncollectible accounts        $81,963   $116,984
    Accrued expenses                           6,462     28,646
    Furniture and equipment, due to
      differences in depreciation for
      book and tax purposes                     - -     (11,584)
    Other                                        835      9,310
    State net operating loss carryforwards     6,881     50,016
        Total gross deferred tax assets       96,141    193,372
  
    Less valuation allowance                   6,881     64,524
                                             $89,260   $128,848
  Deferred tax liabilities:
    Furniture and equipment, due to 
      differences in depreciation for 
      book and tax purposes                  $ 3,345   $   - -
    Other                                        266       - - 
                                             $ 3,611   $   - - 
  </TABLE>
  
        The valuation allowance for deferred tax assets as of January
        1, 1993 was $104,081.  The decrease in the total valuation 
        allowance for the years ended December 31, 1994 and 1993 was
        $57,643 and $39,557, respectively.  The decrease each year in
        the valuation allowance is primarily attributed to the
        utilization of state net operating loss carryforwards.
  
        At December 31, 1994, the Company has net operating loss
        carryforwards for state income tax purposes of $116,411 which
        are available to offset future state taxable income, if any,
        through 2005.
  
  (6)   Commitments
  
        Total rent expense was $50,904 and $52,766 in 1994 and 1993,
        respectively.  The Company is obligated under certain
        noncancelable rental agreements which terminate through July
        1996.  The minimum future payments under these agreements are
        as follows:
  <TABLE>
  <CAPTION>
                           Year      Amount
                           <S>       <C>
                           1995      $50,234
                           1996       23,347
  </TABLE>
  
        In January 1994, the Company entered into a noncancelable
        capital lease payable in thirty monthly installments of $580
        and a final payment of $12,722.  Amortization expense related
        to the capitalized asset was $5,592 in 1994.
  
  (7)   Retirement Plans
  
        The Company is a member of the Seafield Capital Corporation
        401(k) Savings Plan and Trust (401(k) Plan) and the Seafield
        Capital Corporation Money Purchase Pension Plan (Pension
        Plan), both of which are defined contribution plans.  All
        full-time employees who have worked 500 hours within the
        first six months of employment are eligible to participate in
        the Plans.
  
        Participants in the 401(k) Plan may contribute 2% to 10% of
        annual compensation.  The Company contributes for each
        participant an amount equal to 50% of the participant's
        contribution up to 10% of annual compensation.  A participant
        is immediately fully vested with respect to the participant's
        contributions and the Company contributions vest over five
        years.  Participant contributions are invested by the
        Trustees of the Plan at the direction of the participants in
        one or more of six investment funds, one of which is a
        Seafield Stock Fund.  The matching contributions made by the
        Company were $19,439 and $16,990 in 1994 and 1993,
        respectively.
  
        Under the Pension Plan, the Company contributes 7% of each
        eligible participant's annual compensation up to the social
        security wage base plus 12.7% for any excess up to the salary
        limits of $150,000 for 1994 and $235,840 for 1993. 
        Participants become 100% vested after five years of service,
        normal retirement at age sixty-five or in the event of
        disability or death while employed by the Company. 
        Provisions for contributions to the Pension Plan by the
        Company were $50,251 and $37,755 in 1994 and 1993,
        respectively.
  
        Implementation of Financial Accounting Standards Board
        Statement No. 106, "Employers' Accounting for Postretirement
        Benefits Other Than Pensions", did not have an impact on the
        Company's financial condition or results of operations.
  
  </PAGE>
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
  
                 Description of Condensed Pro Forma
                        Financial Statements
  
  On May 23, 1995, Anuhco, Inc. ("Anuhco") announced the execution of
  definitive agreements for the acquisition of all of the issued and
  outstanding stock of Agency Premium Resource, Inc. and Subsidiary,
  a Kansas corporation ("APR").  The purchase price, together with
  payment for services to be rendered by the sellers after closing,
  will be approximately $11.5 million.  This transaction, subject to
  the satisfaction of certain conditions, is scheduled for closing on
  or about May 31, 1995 and will be accounted for as a purchase.
  
  The entities involved in the pro forma financial statements are
  Anuhco, the Registrant, and APR.  Anuhco's and APR's normal fiscal
  year is a calendar year ending December 31.
  
  The pro forma balance sheet was prepared using the historical
  balance sheets of Anuhco and APR as of the calendar year of 1994. 
  Anuhco previously reported such information on Form 10-K.
  
  The fiscal year pro forma income statement was prepared using the
  historical income statement of Anuhco and APR for the year ended
  December 31, 1994, Anuhco's historical information having been
  previously reported on Form 10-K.
  </PAGE>
  
  <TABLE>
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
                  Condensed Pro Forma Balance Sheet
                       as of December 31, 1994
                           (in thousands)
  <CAPTION>
                               Historical         Pro Forma Pro Forma
                        Anuhco    APR   Combined Adjustments Combined
  <S>                   <C>      <C>     <C>      <C>         <C>
  Current Assets -
   Cash & investments   $38,258  $1,002  $39,260  $(11,500)(1)$27,760 
   Finance receivables     -      8,008    8,008      -         8,008 
   Other receivables      8,675    -       8,675      -         8,675
   AFS net assets        21,095    -      21,095      -        21,095
   Other                    983     144    1,127      -         1,127
    Total Current        69,011   9,234   78,245   (11,500)    66,745
  
  Property/Equipment     14,417      82   14,499      -        14,499
  
  Intangibles              -        -       -        3,677(1)   3,677
  
  Other Assets            1,344     109    1,453      -         1,453
  
    Total Assets        $84,772  $9,425  $94,197  $ (7,823)   $86,374
  
  Current Liabilities   $ 7,353  $1,583  $ 8,936  $   -       $ 8,936
  
  Other Liabilities        -         19       19      -            19
  
    Total Liabilities     7,353   1,602    8,955      -         8,955
  
  Shareholders Equity    77,419   7,823   85,242    (7,823)(1) 77,419
  
    Total Liability
    & Shareholder's
    Equity              $84,772  $9,425  $94,197  $ (7,823)   $86,374 
  </TABLE>
        This pro forma balance sheet should be read in conjunction
        with the related Description and Notes to Condensed Pro Forma
        Financial Statements and the Registrant's financial
        statements contained in its Form 10-Q and Form 10-K filings
        with the Commission.
  </PAGE>
  
  <TABLE>
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
               Condensed Pro Forma Statement of Income
                For the year ended December 31, 1994
  
              (in thousands, except per share amounts)
  <CAPTION>
                                                 ProForma
                                 Historical       Adjust  ProForma
                        Anuhco    APR   Combined  ments   Combined
  <S>                   <C>      <C>     <C>      <C>     <C>
  Operating Revenue     $95,772  $3,690  $99,462  $ -     $99,462
  
  Operating Expenses
   Salaries, wages &
    employee benefits    51,732     931   52,663    -      52,663
   Operating supplies
    & expenses           10,869   1,781   12,650    -      12,650
   Operating taxes &
    licenses              2,597     -      2,597    -       2,597
   Insurance & claims     2,209     -      2,209    -       2,209
   Depreciation &
    amortization          2,315     143    2,458   350(1)   2,808
   Purchased transpor-
    tation & rents       20,829     -     20,829    -      20,829
  Total operating
   expenses              90,551   2,855   93,406    -      93,756
  
  Operating Income        5,221     835    6,056   (350)    5,706
  
  Nonoperating
   Income (Expense)         274     (25)     249    -         249
  
  Income Before
   Income Taxes           5,495     810    6,305   (350)    5,955
  
  Income Tax Provision     -        280      280    (80)(1)   200
  
  Net Income            $ 5,495  $  530  $ 6,025  $(270)  $ 5,755
  
  Average Common
   Shares Outstanding     7,545                             7,545
  
  Net Income Per Share    $0.73                             $0.76
  </TABLE>
        This pro forma statement of income should be read in
        conjunction with the related Description and Notes to
        Condensed Pro Forma Financial Statements and the Registrant's
        financial statements contained in its Form 10-Q and Form 10-K
        filings with the Commission.
  </PAGE>
  
  
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
               Notes to Pro Forma Financial Statements
  
                       (dollars in thousands)
  
  1.    These Notes to Pro Forma Financial Statements are not
        intended to disclose all data of significance relative to the
        historical financial statements of the entities.  The Notes
        and the related Pro Forma Financial Statements should be read
        in conjunction with the historical interim and annual
        financial statements of Anuhco, Inc. ("Anuhco") filed with
        the Commission on Forms 10-Q and 10-K.  Anuhco knows of no
        material non-reoccuring credits or charges from the
        acquisition of Agency Premium Resource, Inc. ("APR") from
        Seafield Capital Corporation ("Seafield") that will be
        included in Anuhco's statement of income subsequent to May
        31, 1995 (the proposed date of acquisition).
  
  2.    Pro Forma balance sheet adjustments.
  
        See Description of Condensed Pro Forma Financial Statements
        for a description of the historical balance sheets used to
        prepare the Condensed Pro Forma Balance Sheet.  The following
        descriptions correspond to the numbering of the adjustments
        set forth on the Condensed Pro Forma Balance Sheet.
  
   (1)  To record acquisition as follows:
  
          Anuhco cash payment to APR shareholders   $11,500
  
          Shareholders' equity acquired               7,823 
  
          Intangibles acquired, including goodwill  $ 3,677
  
  3.    Pro Forma income statement adjustments.
  
        See Description of Condensed Pro Forma Financial Statements
        for a description of the historical income statements used to
        prepare the Condensed Pro Forma Income Statements.  The
        following descriptions correspond to the numbering of the
        adjustments and eliminations set forth on the Condensed Pro
        Forma Income Statements.
  
   (1)  Amortization of intangibles, including goodwill,
        arising in acquisition (see note 2)                $ 350
  
   (2)  Income tax benefit of Pro Forma net adjustments
        to income before income taxes                      $ (80)
  </PAGE>
  
                                                        Exhibit 99(a)
                            ANUHCO, INC.
                       9393 West 110th Street
                              Suite 100
                    Overland Park, Kansas  66210
                            913-451-2800
                          FAX 913-451-2800
  
  
  NEWS RELEASE.......NEWS RELEASE......NEWS RELEASE......NEWS RELEASE
  
  Page 1 of 1
  Contact:  Timothy P. O'Neil
  
  OVERLAND PARK, KANSAS, May 23, 1995 - Anuhco, Inc. ("Anuhco")
  announced the signing of definitive agreements to acquire one
  hundred percent of the outstanding stock of Agency Premium
  Resource, Inc. ("APR"), a subsidiary of Seafield Capital
  Corporation of Kansas City, Missouri.  APR, headquartered in
  Overland Park, Kansas, is a financial services company providing
  short-term collateralized installment loans to fund the payment of
  premiums by insureds for the purchase of commercial insurance.  APR
  had over $30 million of such loans outstanding at December 31,
  1994.
  
  Acquisition of APR will initiate Anuhco's entry into financial
  services and result in a current commitment by Anuhco of over $30
  million to that industry.  Anuhco, a holding company based in
  Overland Park, Kansas, now owns Crouse Cartage Company, a regional
  motor carrier headquartered in Carroll, Iowa, and its Common Stock
  is traded on the American Stock Exchange under the trading symbol
  "ANU".
  
  The acquisition is subject to the satisfaction of certain
  conditions and is expected to be consummated by the end of May,
  1995.
                               # # # #
  </PAGE>
                                                       Exhibit 99(b)
  <TABLE>
                    AGENCY PREMIUM RESOURCE, INC.
              Unaudited Selected Financial Information
                           (in thousands)
  
  <CAPTION>
                                   1994      1993      1992 
  <S>                             <C>       <C>       <C>
  Accounts Receivable-Financed    $23,000   $19,000   $10,340
                     -Equity        8,088     5,738     7,777
                                  $31,088   $24,738   $18,117
  Total Assets                    $ 9,426   $ 8,372   $ 8,011
  Shareholder Equity              $ 7,823   $ 7,293   $ 6,927
  Total Premiums Financed         $74,807   $61,507   $39,837
  Revenue                         $ 3,690   $ 3,448   $ 2,354
  Earnings before income tax      $   811   $   561   $   276
  Return on equity before tax       10.4%      7.7%      4.0%
  </TABLE>
  </PAGE>
                             SIGNATURES
  
  Pursuant to the requirements of Securities Exchange Act of 1934,
  the Registrant has duly caused this report to be signed on its
  behalf by the undersigned, hereunto duly authorized.
  
                                  ANUHCO, INC.
  
  
                               /s/ Timothy P. O'Neil
                      By:  Timothy P. O'Neil, Senior Vice President 
                           & Chief Financial Officer
  
  Date:  May 23, 1995
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 32445}]
text: 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 - May 23, 1995
  
                            ANUHCO, INC.
  
                  State of Incorporation - Delaware
  
                    Commission File No. - 0-12321
  
            IRS Employer Identification No. - 46-0278762
  
                  9393 West 110th Street, Suite 100
                    Overland Park, Kansas  66210
  
                  Telephone Number - (913)-451-2800
  
  Item 5.   OTHER EVENTS
  
  On May 23, 1995, Anuhco, Inc ("Anuhco") announced the execution of
  definitive agreements for the acquisition of all of the issued and
  outstanding stock of Agency Premium Resource, Inc. and Subsidiary
  ("APR").  The purchase price, together with payments for services
  to be rendered by the sellers after closing, will be approximately
  $11.5 million.  This transaction, subject to the satisfaction of
  certain conditions, is scheduled for closing on or about May 31,
  1995 and will be accounted for as a purchase.  Anuhco will utilize
  a portion of its available cash to consummate the purchase.  Anuhco
  will be assuming certain guarantees of the APR financing
  arrangements.  Such guarantees would have exceeded $20 million at
  December 31, 1994.  The terms of the acquisition and the purchase
  price resulted from negotiations between Anuhco and the APR
  shareholders, Seafield Capital Corporation (Seafield) and APR's
  Chief Executive Officer, C. Ted McCarter.
  
  APR offers premium financing and related services through approved
  insurance agencies, primarily throughout the midwestern United
  States.  Its wholly owned subsidiary, Agency Services, Inc.,
  provides motor vehicle report services throughout the same
  geographic area.
  
  Anuhco intends for APR to continue its operation as an autonomous
  finance company.  Existing management will continue, including all
  officers, with C. Ted McCarter to continue as Chief Executive
  Officer of APR under a five year employment agreement.  This
  acquisition would provide Anuhco a base, from which to grow a
  financial services operation.  Expansion of the financial services
  operation is expected to include continued growth of APR and
  possibly the acquisition of units which would compliment the
  operation of APR.  In management's opinion, the acquisition of APR
  will not have a dilutive effect on consolidated earnings.
  
  Item 7.   FINANCIAL STATEMENTS AND EXHIBITS (1)
  Page
  (a)  Financial Statements of Agency Premium Resource,
         Inc. and Subsidiary (business acquired)
  
       Unaudited Consolidated Balance Sheets as of
         December 31, 1994                                     4
  
       Unaudited Consolidated Statements of Earnings for
         the years ended December 31, 1994 and 1993            5
  
       Unaudited Consolidated Statements of Cash Flows
         for the years ended December 31, 1994 and 1993        6  
  
       Unaudited Notes to Consolidated Financial
         Statements                                            7
  
  (b)  Condensed Pro Forma Financial Information
  
       Condensed Pro Forma Balance Sheet at December 31,
         1994                                                 13
  
       Condensed Pro Forma Statement of Earnings for the
          year ended December 31, 1994                        14
  
       Notes to Pro Forma Financial Statements                15
  
  (c)  Exhibits - Filed herewith
  
       99(a)  May 23, 1995 News Release announcing execution
              of definitive documents related to the acquisi-
              tion of Agency Premium Resource, Inc. and       16
              Subsidiary.
  
       99(b)  Unaudited Selected Financial Information 
              Re:  Agency Premium Resource, Inc.              17
  (1)  The following financial information and/or documents were not
       available at the date of this filing and therefore will be
       supplied as required by the SEC, not later than 60 days from
       the date the report on Form 8-K is due to be filed:
  
         -  Audited financial statements of acquired company for the
            year ended December 31, 1994.
  
         -  Interim condensed financial statements of the acquired
            company as of March 31, 1995.
  
         -  Proforma condensed financial statements for the interim
            period as of March 31, 1995.
  
         -  Acquisition agreements.
  
                           
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                     Consolidated Balance Sheets
                     December 31, 1994 and 1993
                             "Unaudited"
  Assets                           1994        1993
  Current assets:
    Accounts receivable, net of allowance for
      uncollectible accounts of $210,970 and
      $285,814 and unearned interest of
      $177,363 and $114,310 in 1994 and 1993
      and sold receivables of $23,000,000 and
      $19,000,000 in 1994 and 1993 (note 2)   $8,088,077  $5,737,732
    Short term investments                     1,002,245   2,261,399
    Prepaid expenses and other                    55,312      41,092
    Deferred income tax assets (note 5)           89,260      99,448
       Total current assets                    9,234,894   8,139,671
  
  Furniture and equipment, net of accumulated
    depreciation of $184,467 in 1994 and
    $151,500 in 1993                              59,501      59,143
  Capital lease, net of accumulated amortiza-
    tion of $5,592 (note 6)                       22,366      - - 
  Deferred transaction costs, net of accumu-
    lated amortization of $145,226 in 1994
    and $41,156 in 1993 (note 2)                 108,782     144,048
  Deferred income tax asset (note 5)               - -        29,400
                                              $9,425,543  $8,372,262
      Liabilities and Stockholders' Equity
  Current liabilities:
    Bank overdrafts                           $  445,125  $  381,489
    Accounts and premiums payable                664,001     399,139
    Current income taxes-payable to parent       149,740      85,251
    Accrued expenses and other                   318,215     213,456
    Capital lease - current (note 6)               5,620      - -  
  Total current liabilities                    1,582,701   1,079,335
  
  Capital lease - noncurrent (note 6)             16,062      - -  
  Deferred income tax liability (note 5)           3,611      - -
  
  Stockholders' equity:
    Common stock, $1 stated value, 30,000
      shares authorized; 1,500 shares
      issued and outstanding                       1,500       1,500
    Paid-in capital                            8,280,341   8,280,341
    Accumulated deficit                         (458,672)   (988,914)
       Total stockholders' equity              7,823,169   7,292,927
                                              $9,425,543  $8,372,262
  See accompanying notes to consolidated
                        financial statements.
  
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                 Consolidated Statements of Earnings
               Years ended December 31, 1994 and 1993
                             "Unaudited"
  1994         1993
  Revenues:
    Interest income                         $1,252,487   $1,664,049
    Service revenue                          1,854,780    1,235,122
    Other revenue                              582,852      549,318
      Total revenues                         3,690,119    3,448,489
  
  Expenses:
    Salaries and benefits (note 7)             931,311      794,969
    Service expense                            940,143      614,762
    Commissions expense                        250,125      206,055
    Occupancy                                   42,161       44,993
    Depreciation and amortization              142,678       73,982
    Other operating expense                    429,570      495,383
       Total operating expenses              2,735,988    2,230,144
  
    Bad debt expense                           119,622      220,400
    Interest expense (notes 3 and 4)             9,587      430,087
    Other expenses                              14,174        7,238
  
       Total expenses                        2,879,371    2,887,869
  
       Earnings before income tax expense      810,748      560,620
  
  Income tax expense (note 5)                  280,506      194,220
  
       Net earnings                         $  530,242   $  366,400
  See accompanying notes to consolidated
                        financial statements.
  
                           
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
                Consolidated Statements of Cash Flows
               Years ended December 31, 1994 and 1993
                             "Unaudited"
  1994        1993
  Cash flows from operating activities:
     Net earnings                          $  530,242  $  366,400
     Adjustments to reconcile net earnings
     to net cash used in operating 
     activities:
        Depreciation and amortization         142,678      73,982
        Bad debt expense                      119,622     220,400
        Changes in assets and liabilities:
           Income taxes                       107,688      (4,993)
           Prepaid expenses                   (14,220)    (14,901)
           Accounts and premiums payable      264,862     118,577
           Accrued expenses and other         104,759      29,133
             Net cash provided by
             operating activities           1,255,631     788,598
  
  Cash flows from investing activities:
     Sale (purchase) short-term investments 1,259,154  (2,261,399)
     Securitization of accounts receivable  4,000,000  19,000,000
     Capitalization of transaction costs       68,804)   (185,204)
     Additions to accounts receivable      (6,469,967) (6,840,815)
     Additions to furniture and equipment     (33,556)    (19,729)
     Proceeds from sale of furniture and
        equipment                                 182       - -  
           Net cash provided (used) by
           investing activities            (1,312,991)  9,692,853
  
  Cash flows from financing activities:
     Repayment of note payable to bank,net      - -    (8,340,000)
     Repayment of subordinated notes payable
        to related parties, net                 - -    (2,000,000)
     Payments on capital lease obligation      (6,276)       - -
     Increase(decrease) in bank overdrafts     63,636    (141,451)
           Net cash provided (used) by
             financing activities              57,360 (10,481,451)
           Net increase in cash                 - -         - -
  Cash at beginning of year                     - -         - -  
  Cash at end of year                      $    - -   $     - -  
  Supplemental disclosure:
     Cash paid for interest                $    9,587 $   478,963
     Cash paid to parent and states for
       income taxes                        $  172,818 $   198,554
  See accompanying notes to consolidated
                        financial statements.
  
            AGENCY PREMIUM RESOURCE, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements
                     December 31, 1994 and 1993
  
                             "Unaudited"
  
  (1)   Summary of Significant Accounting Policies
  
        (a)  Organization
  
             Agency Premium Resource, Inc., (the Company) a
             subsidiary of Seafield Capital Corporation (Seafield),
             was formed on January 1, 1989.  The Company offers
             premium financing and related services through approved
             insurance agencies.  Agency Services, Inc., a wholly-
             owned subsidiary, provides motor vehicle report
             services.
  
        (b)  Basis of Presentation
  
             The accompanying consolidated financial statements have
             been prepared on the accrual basis in conformity with
             generally accepted accounting principles.  All
             significant intercompany transactions have been
             eliminated in consolidation.
  
        (c)  Furniture and Equipment
  
             Furniture and equipment are stated at cost. 
             Depreciation of furniture and equipment is provided over
             the estimated useful lives of assets (two to ten years)
             using the straight-line method.
  
        (d)  Income Taxes
  
             The provision for income taxes is based on income
             recognized for financial statement purposes and includes
             the effects of temporary differences between such income
             and that recognized for tax purposes.
  
  (2)   Securitization of Receivables
  
        In July, 1993, the Company entered into an extendable two-
        year agreement whereby it can sell undivided interests in a
        designated pool of accounts receivable on an ongoing basis. 
        The maximum allowable amount of receivables to be sold was
        increased by amendment in August 1994 from $22,000,000 to
        $30,000,000, subject to voluntary reduction by the seller to
        a minimum of $12,000.00.  As collections reduce accounts
        receivable in the pool, the purchaser permits the Company to
        apply such collections to additional purchases up to the
        maximum.   The Company had securitized receivables of
        $23,000,000 at December 31, 1994 and $19,000,000 at December
        31, 1993.  The net cash proceeds are reported as an investing
        activity in the accompanying consolidated statement of cash
        flows.  The securitized receivables are reflected as sold in
        the accompanying consolidated balance sheet.  The proceeds
        from the initial sale of receivable interests were used to
        retire bank debt and subordinated debts to the shareholders
        and the Company's Chief Executive Officer.
  
        The Company did not record a gain or loss on the sales as the
        costs of receivables sold approximated the proceeds. 
        Receivables of $2,760,000 and $2,280,000 at December 31, 1994
        and 1993, respectively, are subordinated to undivided
        interests sold in the event of defaults or delinquencies with
        respect to the underlying receivables.  A default reserve,
        which serves as collateral, is required for the greater of
        12% of the accounts receivable sold, or an amount set forth
        by a formula based on preceding months' default ratios.
  
        The Company capitalized costs of approximately $69,000 in
        1994 and $185,000 in 1993 related to the asset
        securitization.  These costs are being amortized over a two-
        year period, with amortization expense of approximately
        $104,000 in 1994 and $41,000 in 1993.
  
        The Company continues to service the securitized receivables
        for which it receives a servicing fee.  Included in the
        service revenue was $822,503 and $543,170 of servicing fees
        at December 31, 1994 and 1993, respectively.
  
  (3)   Note Payable to Bank
  
        The Company had a $9,000,000 bank line of credit through July
        22, 1993 to provide funding for premiums financed.  In July,
        1993, the Company retired this debt with cash provided from
        the securitization of receivables described in note 2.
  
  (4)   Related Party Transactions
  
        In October 1991, Seafield, the majority shareholder, advanced
        $2,000,000 to the Company.  This advance was subordinate to
        the bank debt and carried an interest rate of 5.5%.  In
        January 1993, the majority shareholder advanced an additional
        $3,000,000 to the Company through an amendment to the
        original agreement.  The Company also borrowed $700,000 from
        its Chief Executive Officer in the form of a thirty-day
        renewable note payable.  In July 1993, the Company retired
        these debts with cash provided from the securitization of
        receivables described in note 2.
  
        The Company had an open line of credit with its majority
        shareholder in the amount of $5,000,000.  During 1994, there
        were draws made on this line of credit by the Company and all
        were repaid prior to year-end.  During 1993, there were no
        draws on this line of credit.
  
        Interest expense on related party transactions was $8,026 and
        $167,641 for 1994 and 1993, respectively.
  
        The Chief Executive Officer purchased approximately $192,000
        in receivables from the Company in 1993 at their unpaid
        balance.  In June 1994, the Company received a settlement
        from an insurance company and a portion of the settlement
        funds were used to repurchase the $192,000 in receivables
        from the Chief Executive Officer.
  
  (5)   Income Taxes
  
        Income tax expense (benefit) consists of the following:
  1994                         1993             
           Current  Deferred    Total   Current  Deferred     Total
  Federal  $231,902  $47,724  $279,626  $195,755  $(3,814)  $191,941
  
  State       5,405   (4,525)      880     2,592     (313)     2,279
  
           $237,307  $43,199  $280,506  $198,347  $(4,127)  $194,220
  Income tax expense approximates the amounts computed by
        applying the U. S. federal income tax rate of 34% to earnings
        before income taxes.
  
        The tax effects of temporary differences that give rise to
        significant portions of the deferred tax assets and deferred
        tax liabilities at December 31, 1994 and 1993 are presented
        below:
  1994      1993
  Deferred tax assets:
    Accounts receivable, due to the allow-
      ance for uncollectible accounts        $81,963   $116,984
    Accrued expenses                           6,462     28,646
    Furniture and equipment, due to
      differences in depreciation for
      book and tax purposes                     - -     (11,584)
    Other                                        835      9,310
    State net operating loss carryforwards     6,881     50,016
        Total gross deferred tax assets       96,141    193,372
  
    Less valuation allowance                   6,881     64,524
                                             $89,260   $128,848
  Deferred tax liabilities:
    Furniture and equipment, due to 
      differences in depreciation for 
      book and tax purposes                  $ 3,345   $   - -
    Other                                        266       - - 
                                             $ 3,611   $   - -
  The valuation allowance for deferred tax assets as of January
        1, 1993 was $104,081.  The decrease in the total valuation 
        allowance for the years ended December 31, 1994 and 1993 was
        $57,643 and $39,557, respectively.  The decrease each year in
        the valuation allowance is primarily attributed to the
        utilization of state net operating loss carryforwards.
  
        At December 31, 1994, the Company has net operating loss
        carryforwards for state income tax purposes of $116,411 which
        are available to offset future state taxable income, if any,
        through 2005.
  
  (6)   Commitments
  
        Total rent expense was $50,904 and $52,766 in 1994 and 1993,
        respectively.  The Company is obligated under certain
        noncancelable rental agreements which terminate through July
        1996.  The minimum future payments under these agreements are
        as follows:
  Year      Amount
  1995      $50,234
                           1996       23,347
  In January 1994, the Company entered into a noncancelable
        capital lease payable in thirty monthly installments of $580
        and a final payment of $12,722.  Amortization expense related
        to the capitalized asset was $5,592 in 1994.
  
  (7)   Retirement Plans
  
        The Company is a member of the Seafield Capital Corporation
        401(k) Savings Plan and Trust (401(k) Plan) and the Seafield
        Capital Corporation Money Purchase Pension Plan (Pension
        Plan), both of which are defined contribution plans.  All
        full-time employees who have worked 500 hours within the
        first six months of employment are eligible to participate in
        the Plans.
  
        Participants in the 401(k) Plan may contribute 2% to 10% of
        annual compensation.  The Company contributes for each
        participant an amount equal to 50% of the participant's
        contribution up to 10% of annual compensation.  A participant
        is immediately fully vested with respect to the participant's
        contributions and the Company contributions vest over five
        years.  Participant contributions are invested by the
        Trustees of the Plan at the direction of the participants in
        one or more of six investment funds, one of which is a
        Seafield Stock Fund.  The matching contributions made by the
        Company were $19,439 and $16,990 in 1994 and 1993,
        respectively.
  
        Under the Pension Plan, the Company contributes 7% of each
        eligible participant's annual compensation up to the social
        security wage base plus 12.7% for any excess up to the salary
        limits of $150,000 for 1994 and $235,840 for 1993. 
        Participants become 100% vested after five years of service,
        normal retirement at age sixty-five or in the event of
        disability or death while employed by the Company. 
        Provisions for contributions to the Pension Plan by the
        Company were $50,251 and $37,755 in 1994 and 1993,
        respectively.
  
        Implementation of Financial Accounting Standards Board
        Statement No. 106, "Employers' Accounting for Postretirement
        Benefits Other Than Pensions", did not have an impact on the
        Company's financial condition or results of operations.
  
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
  
                 Description of Condensed Pro Forma
                        Financial Statements
  
  On May 23, 1995, Anuhco, Inc. ("Anuhco") announced the execution of
  definitive agreements for the acquisition of all of the issued and
  outstanding stock of Agency Premium Resource, Inc. and Subsidiary,
  a Kansas corporation ("APR").  The purchase price, together with
  payment for services to be rendered by the sellers after closing,
  will be approximately $11.5 million.  This transaction, subject to
  the satisfaction of certain conditions, is scheduled for closing on
  or about May 31, 1995 and will be accounted for as a purchase.
  
  The entities involved in the pro forma financial statements are
  Anuhco, the Registrant, and APR.  Anuhco's and APR's normal fiscal
  year is a calendar year ending December 31.
  
  The pro forma balance sheet was prepared using the historical
  balance sheets of Anuhco and APR as of the calendar year of 1994. 
  Anuhco previously reported such information on Form 10-K.
  
  The fiscal year pro forma income statement was prepared using the
  historical income statement of Anuhco and APR for the year ended
  December 31, 1994, Anuhco's historical information having been
  previously reported on Form 10-K.
  
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
                  Condensed Pro Forma Balance Sheet
                       as of December 31, 1994
                           (in thousands)
  Historical         Pro Forma Pro Forma
                        Anuhco    APR   Combined Adjustments Combined
  Current Assets -
   Cash & investments   $38,258  $1,002  $39,260  $(11,500)(1)$27,760 
   Finance receivables     -      8,008    8,008      -         8,008 
   Other receivables      8,675    -       8,675      -         8,675
   AFS net assets        21,095    -      21,095      -        21,095
   Other                    983     144    1,127      -         1,127
    Total Current        69,011   9,234   78,245   (11,500)    66,745
  
  Property/Equipment     14,417      82   14,499      -        14,499
  
  Intangibles              -        -       -        3,677(1)   3,677
  
  Other Assets            1,344     109    1,453      -         1,453
  
    Total Assets        $84,772  $9,425  $94,197  $ (7,823)   $86,374
  
  Current Liabilities   $ 7,353  $1,583  $ 8,936  $   -       $ 8,936
  
  Other Liabilities        -         19       19      -            19
  
    Total Liabilities     7,353   1,602    8,955      -         8,955
  
  Shareholders Equity    77,419   7,823   85,242    (7,823)(1) 77,419
  
    Total Liability
    & Shareholder's
    Equity              $84,772  $9,425  $94,197  $ (7,823)   $86,374
  This pro forma balance sheet should be read in conjunction
        with the related Description and Notes to Condensed Pro Forma
        Financial Statements and the Registrant's financial
        statements contained in its Form 10-Q and Form 10-K filings
        with the Commission.
  
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
               Condensed Pro Forma Statement of Income
                For the year ended December 31, 1994
  
              (in thousands, except per share amounts)
  ProForma
                                 Historical       Adjust  ProForma
                        Anuhco    APR   Combined  ments   Combined
  Operating Revenue     $95,772  $3,690  $99,462  $ -     $99,462
  
  Operating Expenses
   Salaries, wages &
    employee benefits    51,732     931   52,663    -      52,663
   Operating supplies
    & expenses           10,869   1,781   12,650    -      12,650
   Operating taxes &
    licenses              2,597     -      2,597    -       2,597
   Insurance & claims     2,209     -      2,209    -       2,209
   Depreciation &
    amortization          2,315     143    2,458   350(1)   2,808
   Purchased transpor-
    tation & rents       20,829     -     20,829    -      20,829
  Total operating
   expenses              90,551   2,855   93,406    -      93,756
  
  Operating Income        5,221     835    6,056   (350)    5,706
  
  Nonoperating
   Income (Expense)         274     (25)     249    -         249
  
  Income Before
   Income Taxes           5,495     810    6,305   (350)    5,955
  
  Income Tax Provision     -        280      280    (80)(1)   200
  
  Net Income            $ 5,495  $  530  $ 6,025  $(270)  $ 5,755
  
  Average Common
   Shares Outstanding     7,545                             7,545
  
  Net Income Per Share    $0.73                             $0.76
  This pro forma statement of income should be read in
        conjunction with the related Description and Notes to
        Condensed Pro Forma Financial Statements and the Registrant's
        financial statements contained in its Form 10-Q and Form 10-K
        filings with the Commission.
  
           ANUHCO, INC. AND AGENCY PREMIUM RESOURCE, INC.
               Notes to Pro Forma Financial Statements
  
                       (dollars in thousands)
  
  1.    These Notes to Pro Forma Financial Statements are not
        intended to disclose all data of significance relative to the
        historical financial statements of the entities.  The Notes
        and the related Pro Forma Financial Statements should be read
        in conjunction with the historical interim and annual
        financial statements of Anuhco, Inc. ("Anuhco") filed with
        the Commission on Forms 10-Q and 10-K.  Anuhco knows of no
        material non-reoccuring credits or charges from the
        acquisition of Agency Premium Resource, Inc. ("APR") from
        Seafield Capital Corporation ("Seafield") that will be
        included in Anuhco's statement of income subsequent to May
        31, 1995 (the proposed date of acquisition).
  
  2.    Pro Forma balance sheet adjustments.
  
        See Description of Condensed Pro Forma Financial Statements
        for a description of the historical balance sheets used to
        prepare the Condensed Pro Forma Balance Sheet.  The following
        descriptions correspond to the numbering of the adjustments
        set forth on the Condensed Pro Forma Balance Sheet.
  
   (1)  To record acquisition as follows:
  
          Anuhco cash payment to APR shareholders   $11,500
  
          Shareholders' equity acquired               7,823 
  
          Intangibles acquired, including goodwill  $ 3,677
  
  3.    Pro Forma income statement adjustments.
  
        See Description of Condensed Pro Forma Financial Statements
        for a description of the historical income statements used to
        prepare the Condensed Pro Forma Income Statements.  The
        following descriptions correspond to the numbering of the
        adjustments and eliminations set forth on the Condensed Pro
        Forma Income Statements.
  
   (1)  Amortization of intangibles, including goodwill,
        arising in acquisition (see note 2)                $ 350
  
   (2)  Income tax benefit of Pro Forma net adjustments
        to income before income taxes                      $ (80)
  
                                                        Exhibit 99(a)
                            ANUHCO, INC.
                       9393 West 110th Street
                              Suite 100
                    Overland Park, Kansas  66210
                            913-451-2800
                          FAX 913-451-2800
  
  NEWS RELEASE.......NEWS RELEASE......NEWS RELEASE......NEWS RELEASE
  
  Page 1 of 1
  Contact:  Timothy P. O'Neil
  
  OVERLAND PARK, KANSAS, May 23, 1995 - Anuhco, Inc. ("Anuhco")
  announced the signing of definitive agreements to acquire one
  hundred percent of the outstanding stock of Agency Premium
  Resource, Inc. ("APR"), a subsidiary of Seafield Capital
  Corporation of Kansas City, Missouri.  APR, headquartered in
  Overland Park, Kansas, is a financial services company providing
  short-term collateralized installment loans to fund the payment of
  premiums by insureds for the purchase of commercial insurance.  APR
  had over $30 million of such loans outstanding at December 31,
  1994.
  
  Acquisition of APR will initiate Anuhco's entry into financial
  services and result in a current commitment by Anuhco of over $30
  million to that industry.  Anuhco, a holding company based in
  Overland Park, Kansas, now owns Crouse Cartage Company, a regional
  motor carrier headquartered in Carroll, Iowa, and its Common Stock
  is traded on the American Stock Exchange under the trading symbol
  "ANU".
  
  The acquisition is subject to the satisfaction of certain
  conditions and is expected to be consummated by the end of May,
  1995.
                               # # # #
  
                                                       Exhibit 99(b)
  
                    AGENCY PREMIUM RESOURCE, INC.
              Unaudited Selected Financial Information
                           (in thousands)
  1994      1993      1992
  Accounts Receivable-Financed    $23,000   $19,000   $10,340
                     -Equity        8,088     5,738     7,777
                                  $31,088   $24,738   $18,117
  Total Assets                    $ 9,426   $ 8,372   $ 8,011
  Shareholder Equity              $ 7,823   $ 7,293   $ 6,927
  Total Premiums Financed         $74,807   $61,507   $39,837
  Revenue                         $ 3,690   $ 3,448   $ 2,354
  Earnings before income tax      $   811   $   561   $   276
  Return on equity before tax       10.4%      7.7%      4.0%
  SIGNATURES
  
  Pursuant to the requirements of Securities Exchange Act of 1934,
  the Registrant has duly caused this report to be signed on its
  behalf by the undersigned, hereunto duly authorized.
  
                                  ANUHCO, INC.
  
                               /s/ Timothy P. O'Neil
                      By:  Timothy P. O'Neil, Senior Vice President 
                           & Chief Financial Officer
  
  Date:  May 23, 1995