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The following is an excerpt from a 10-K SEC Filing, filed by CNA FINANCIAL CORP on 3/29/2000.

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CNA FINANCIAL CORPORATION

1999 ANNUAL REPORT
FOCUSED ON PERFORMANCE

TABLE OF CONTENTS

FINANCIAL HIGHLIGHTS.......................................... 1

CHAIRMAN'S LETTER............................................. 2

FINANCIAL POSITION............................................ 5

MANAGEMENT ROUNDTABLE......................................... 6

MANAGEMENT'S DISCUSSION AND ANALYSIS.......................... 13

CONSOLIDATED BALANCE SHEETS................................... 42

CONSOLIDATED STATEMENTS OF OPERATIONS......................... 44

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY............... 45

CONSOLIDATED STATEMENTS OF CASH FLOWS.......................... 46

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.................... 48

INDEPENDENT AUDITORS' REPORT.................................. 74

DIRECTORS..................................................... 75

OFFICERS...................................................... 75

COMPANY INFORMATION........................................... 76

CNA FINANCIAL CORPORATION
COMPANY PROFILE

CNA Financial Corporation is a holding company whose primary subsidiaries consist of property/casualty and life insurance companies. Collectively, these subsidiaries comprise CNA, one of the largest insurance organizations in the United States.

CNA serves businesses and individuals with a broad range of insurance and other risk management products and services. Insurance products include property and casualty coverages; life, accident and health insurance; and pension products and annuities. CNA services include risk management, information services, health care management and claims administration. CNA products and services are marketed through agents, brokers, managing general agents and direct sales.

CNA Financial Corporation, with 1999 revenues of $16.4 billion, assets of $61.2 billion and stockholders' equity of $8.9 billion, is the holding company of Continental Casualty Company, incorporated in 1897, Continental Assurance Company, incorporated in 1911, and The Continental Corporation, incorporated in 1853.

CNA Financial Corporation stock is traded primarily on the New York Stock Exchange, and is approximately 86 percent owned by Loews Corporation.

1999 ANNUAL REPORT
FINANCIAL HIGHLIGHTS
RESULTS OF OPERATIONS & FINANCIAL CONDITION
----------------------------------------------------------------------------------------------------------------- As of and for the Year Ended December 31 1999 1998 1997 1996 1995* (In millions of dollars, except per share data and ratios) ----------------------------------------------------------------------------------------------------------------- RESULTS OF OPERATIONS Revenues $16,403 $17,162 $17,199 $16,988 $14,700 Net operating income (loss) (145) (152) 488 578 463 Net realized investment gains 192 434 478 387 294 Cumulative effect of a change in accounting principle, net of tax (177) - - - - ------------------------------------------------------------------------------------------------------------------ NET INCOME (LOSS) $ (130) $ 282 $ 966 $ 965 $ 757 =================================================================================================================

EARNINGS PER SHARE Net operating income(loss) $ (0.85) $(0.86) $ 2.59 $ 3.08 $ 2.46 Net realized investment gains, net of tax and minority interest 1.04 2.35 2.58 2.09 1.59 Cumulative effect of a change in accounting principle, net of tax and minority interest (0.96) - - - - ----------------------------------------------------------------------------------------------------------------- NET INCOME (LOSS) $ (0.77) $ 1.49 $ 5.17 $ 5.17 $ 4.05 ==================================================================================================================

FINANCIAL CONDITION Invested assets $35,560 $37,177 $36,203 $35,412 $35,886 Total assets 61,219 62,432 61,675 60,455 60,360 Reserves 39,165 40,400 39,829 39,981 40,803 Debt 2,881 3,160 2,897 2,765 3,026 Stockholders' equity 8,938 9,157 8,309 7,060 6,739 Book value per common share 47.66 47.89 44.01 37.27 35.52 Return on average stockholders' equity -1.4% 3.2% 12.6% 14.0% 13.4%

STATUTORY SURPLUS ------------------------------------------------------------------------------------------------------------------ Property/casualty companies** $ 8,679 $ 7,593 $ 7,123 $ 6,349 $ 5,696 Life insurance companies 1,222 1,109 1,224 1,163 1,056 ================================================================================================================== * RESULTS OF OPERATIONS DATA INCLUDES THE CONTINENTAL CORPORATION SINCE ITS ACQUISITION ON MAY 10, 1995.

** SURPLUS INCLUDES EQUITY OF PROPERTY/CASUALTY COMPANIES OWNERSHIP IN LIFE INSURANCE SUBSIDIARIES.

CNA FINANCIAL CORPORATION 1
FOCUSED ON PERFORMANCE
CHAIRMAN'S LETTER
Dear Shareholder:

According to conventional wisdom, we are in a "mature" industry. Certainly, when you look at the recent financial and stock market performance of our company - and of most of our competitors - that perception seems true.

But we beg to differ.

There is nothing conventional about the accelerating impact of technology in an economy that is more global every day, or the fact that risks facing our customers are becoming more varied and complex.

As an organization focused on helping businesses manage such risks, we believe this time of change presents the greatest opportunity in our working lives. We believe our industry is on the threshold of a new era of growth - particularly for companies like CNA that have the vision and financial strength to adapt.

But before expanding on our vision, you and I know that there is still much work to be done right now to improve CNA's operating performance and shareholder value.

2 1999 ANNUAL REPORT Important progress

In the year since I became chief executive officer of the CNA Insurance Companies, I believe we have made tremendous progress in sharpening our focus and building a solid financial foundation to help us pursue our vision successfully. Our multi-year turnaround plan is firmly in place and the momentum from 1999 is carrying over into 2000.

That said, this management team is not satisfied with our progress, as the bottom line has not yet improved commensurate with our actions.

This became especially true when some of the worst storms Europe had ever seen, together with reserve strengthening, combined to wipe out three straight quarters of progress we had made in increasing our net operating income.

But we remain focused on performance.

Our drive to improve the quality of our underwriting across the board remains central to our strategy, today and tomorrow. We are shedding under-priced business in troubled lines -almost $1.2 billion of property/casualty premiums on a base of $6.8 billion - and making significant progress in achieving adequate rates on the remaining risks.

We have taken more than $380 million out of our run-rate cost of operations as a down payment on our relentless determination to be a low cost competitor.

These steps are putting us on the right track.

And while there are challenges to meet, they should not obscure three truths about CNA:

o We continue to have one of the strongest balance sheets in the industry - despite a $363 million after-tax reserve strengthening in loss and allocated loss adjustment expense for prior periods. This strength gives us the financial flexibility to invest in our vision and to fix weak businesses.

o We have many lines of business delivering outstanding underwriting results, including insurance to protect officers and directors, liability insurance for professionals, warranty and our majority-owned CNA Surety operation.

o We have one of the most effective partnerships with agents and brokers in the sector. Much of our progress, especially in the troubled standard commercial lines market, is due to the strength of these relationships.

Getting focused on business

The stage is now set for us to reach our vision: to be the premier underwriter of the risks facing businesses.

This required some very difficult decisions. In the end, we decided to exit long-time CNA businesses that, however successful in their own right, did not fit with our core strategy. So, last year, we transferred our personal insurance business to Allstate and sold the majority of our interest in AMS Services, Inc., an insurance technology provider, to a private management partnership. In the first quarter of 2000, we also announced a decision to explore the sale of our life and life reinsurance businesses.

In total, CNA will re-deploy substantial assets to concentrate on businesses where we hold strategic advantages - such as specialized products and services targeted to businesses.

A new opportunity

With the rise of e-commerce, service- and technology-based enterprises, and the globalization of businesses of virtually any size, the needs for risk management products and services are evolving rapidly. This creates an enormous opportunity that will require real focus and talent to capture.

The opportunity comes in two forms:

o Existing clients need new products and services to address their evolving risks. The markets our customers serve are changing, their exposures are changing, and the ways they choose to communicate and interact with us are changing.

CNA FINANCIAL CORPORATION 3

o Entirely new types of businesses are being created with a unique set of risks and insurance needs. They, too, will look to us for new products and services.

Our objective is to make the most of this opportunity by refocusing CNA on its core strength as the underwriter of choice in the business insurance market. Completing our turnaround plan lays the essential underwriting and management foundation for making our vision a bottom-line success.

Thanks for the hard work

Before closing, I want to thank the people of CNA for their commitment to building a stronger company. I also want to thank our entire senior leadership team, which was made even stronger with the addition of Bob Deutsch as our chief financial officer late in 1999. Finally, I want to recognize Ron Gallatin, who joined our board of directors in February 2000. We welcome the perspective and experience he brings to our organization.

The work we have undertaken in 1999 has not been easy. But I am confident our ongoing actions to improve operational and financial performance, in combination with the company's strong and stable balance sheet, will enable CNA to take full advantage of the changes sweeping through our industry. In this way, we will be able to deliver enhanced value to our shareholders in the years ahead.

Thank you for your continued support.

Sincerely,

Bernard L. Hengesbaugh
Chairman and Chief Executive Officer
CNA Insurance Companies

March 15, 2000

4 1999 ANNUAL REPORT FINANCIAL HIGHLIGHTS
FINANCIAL POSITION (1989-1999)

FINANCIAL POSITION
This page of CNA Financial Corporation's annual report has four bar graphs which illustrate the trend in revenues, assets, stockholders' equity and book value per common share from 1989 through 1999.

($ IN BILLIONS EXCEPT PER SHARE DATA)
|-----------------------|----------|---------|---------------|---------------| |Measurement Period | | | Stockholders'| Book Value Per| | (Fiscal Year Covered) | Revenues | Assets | Equity | Common Share* | |-----------------------|----------|---------|---------------|---------------| |FYE 12/31/89...........| 9.1 | 30.9 | 4.2 | 21.58 | |FYE 12/31/90...........| 9.9 | 34.7 | 4.5 | 23.41 | |FYE 12/31/91...........| 11.1 | 39.2 | 5.1 | 26.75 | |FYE 12/31/92...........| 10.8 | 39.7 | 4.8 | 25.02 | |FYE 12/31/93...........| 11.0 | 41.9 | 5.4 | 28.22 | |FYE 12/31/94...........| 11.0 | 44.3 | 4.5 | 23.71 | |FYE 12/31/95...........| 14.7 | 60.4 | 6.7 | 35.52 | |FYE 12/31/96...........| 17.0 | 60.5 | 7.1 | 37.27 | |FYE 12/31/97...........| 17.2 | 61.7 | 8.3 | 44.01 | |FYE 12/31/98...........| 17.2 | 62.4 | 9.2 | 47.89 | |FYE 12/31/99...........| 16.4 | 61.2 | 8.9 | 47.66 | |-----------------------|----------|---------|---------------|---------------| *Previous years have been restated for 3 for 1 stock split that occurred on 5/98.

CNA FINANCIAL CORPORATION 5
MANAGEMENT ROUNDTABLE
QUESTIONS & ANSWERS

In the 1998 CNA Financial Corporation annual report, CNA Insurance Companies Chairman and Chief Executive Officer Bernard L. Hengesbaugh stated that conditions in the insurance industry had never been more competitive and that CNA's operating performance was unacceptable to CNA's management and board.

Given these critical factors, 1999 was a year in which management focused on operating performance. To help shareholders measure CNA's progress to date and understand its strategy for handling challenges still facing the company, the following section features a roundtable discussion with several key CNA officers. In it, they answer the tough questions most often asked by investors and financial analysts.

Featured are Bernie Hengesbaugh; Bob Deutsch, senior vice president and chief financial officer; Mike McGavick, president and chief operating officer of Agency Market Operations; and Tom Taylor, executive vice president.

6 1999 ANNUAL REPORT Where does CNA stand today versus a year ago?

HENGESBAUGH: In short, we continue to work our turnaround plan to bring our operating performance back up to the level of the top companies in the business. We improved underwriting discipline, reduced expenses and strengthened our management team. As a result, CNA is in a fundamentally stronger position today than we were a year ago.

Even so, you reported a significant operating loss for the year. How do you account for this performance?

DEUTSCH: Well, for the year, we strengthened loss and allocated loss adjustment expense reserves for prior periods by $363 million after taxes, $235 million of which was taken in the fourth quarter based upon recently-completed actuarial studies. It became clear that losses on our existing business - primarily our 1997 and 1998 accident years - were developing higher than our earlier estimates, so we adjusted our reserves accordingly. We also strengthened our 1999 accident year by $103 million after-tax in the fourth quarter.

With this reserve action behind us, we are well positioned to deliver strong operating results in 2000. And by that statement, I do not in any way mean to suggest that we will let our overall reserve adequacy slip in order to deliver earnings.

We also had catastrophe losses for the full year of $253 million after-tax versus $218 million for the full year 1998. The principal drivers were the French and Danish windstorms in the fourth quarter and Hurricane Floyd in the third quarter.

After two years of disappointing performance, your stock is selling below book value. Why should anyone be an investor in CNA?

DEUTSCH: To begin with, we have a goal of being a top quartile performer in our industry, which, given current interest rates, would be in the range of 10-12 percent. And of course, we're not performing anywhere near that level right now. We believe the key is improvement in our net operating income. That's why we're so focused on underwriting discipline and expense reduction. As we improve those areas, we believe our shareholders will be rewarded.

The best insurance companies produce operating returns on equity north of 10 percent. We're on a program of getting ourselves positioned to compete at those levels. When we get there, I believe the market will recognize the inherent value of CNA.

The market values financial strength in insurance companies. How would you characterize the strength of CNA's balance sheet?

DEUTSCH: In a word, excellent. The strength of our balance sheet really arises from our investments, reserve position and capital structure.

Our investments in Global Crossing and Canary Wharf Group plc continue to have a favorable impact on our equity position. Global Crossing is a provider of Internet and long distance services with an undersea digital fiber-optic cable network. Canary Wharf is a publicly-traded holding company that operates the Canary Wharf Real Estate development in the London docklands.

Since year-end 1998, the market value of these two holdings increased approximately $1.5 billion to $2.4 billion at the end of 1999. The market values of Global Crossing and Canary Wharf at December 31 were $1.8 billion and $600 million, respectively, virtually all of which is unrealized gains.

Offsetting the equity gains were unrealized losses in our bond portfolio. Bond interest rates generally increased across the yield curve by approximately 175 basis points during 1999. This shift contributed to a $1.3 billion unfavorable change in unrealized bond market values for CNA, from an unrealized gain at year-end 1998 of $600 million to an unrealized loss at December 31 of $700 million.

As for reserves, we emphasize a conservative philosophy. The paid and incurred loss activity during the year indicated that market conditions had led to higher loss ratios than we expected, and we stepped up to those indications. While no one can

CNA FINANCIAL CORPORATION 7
guarantee that our actuarial estimates will not change over time, we believe that the reserves are in a strong position to withstand further changes. The pricing and underwriting actions taken over the last several quarters will strengthen our financial position.

We also have a solid capital structure. Our stockholders' equity was $8.9 billion at the end of 1999. Assets were $61.2 billion, and overall debt levels, including preferred stock, decreased by approximately $479 million, or 14 percent. This capital structure provides a strong base to build on as we move into the future.

In 1999, we made important progress in getting the deep financial resources of this company moving in the right direction. As this momentum builds, we continue to believe that the value of the CNA franchise will be fully recognized and the commitment of our shareholders will be well rewarded.

What will it take for CNA to become a top performer?

HENGESBAUGH: The first thing we have to do is produce strong returns from our insurance operations and our investment portfolio. On the investment side, we are already there. So the real question for the CNA leadership team is this -How do we get the financial muscle in this company working to help us produce superior operating returns?

As we thought about that question, there was a clear recognition of what needed to be done, especially for our property/casualty businesses. We are in a tough part of the cycle right now. And we knew if CNA was going to get any benefit from future improvement in the market, however slight, then some very important changes had to take place within CNA very quickly.

So in 1999, we started on what in fact is a turnaround plan for CNA.

It is not business as usual, and it has involved a lot of rethinking of what we're doing and how we're doing it. While the plan involves a whole series of strategic activities, the real day-to-day priorities are underwriting discipline, expense reduction and overall improvement of the operating results.

OK, let's start with underwriting discipline. Can you give us an update?

HENGESBAUGH: A key priority of our turnaround plan is improved underwriting discipline. Taking the lead in this process is our new Underwriting Policy Group, headed by Tom Taylor, that we formed in 1999. This small group of experts in underwriting, claims and pricing is working closely with our business leaders to enhance underwriting proficiency across all our operations. We are totally focused on rebuilding the disciplines required to serve our customers and produce superior underwriting results.

TAYLOR: Adding to what Bernie said, there really is a broader context here. Several of our specialty businesses -- directors and officers, warranty, surety, credit, fidelity and non-medical professional liability -- are already solid performers. These are strong businesses we are looking to grow. The businesses that need the most work are middle markets, large accounts and medical malpractice.

We are getting off underpriced business and working with our key agents and brokers to achieve necessary price increases. For the year, we did not renew $1.2 billion in property/casualty business on a base of $6.8 billion as we worked to achieve adequate pricing and implemented key re-underwriting actions. Average price increases were between 5 and 6 percent, with retention holding in the 70 to 80 percent range throughout the year.

How are your agents and brokers handling this?

HENGESBAUGH: We have tremendous support from our brokers and independent agents in middle-market commercial business, which is one of the toughest segments for price competition. Their cooperation and support really validates our position on the fundamental need for adequate pricing in middle-market commercial lines. Our agents know we are committed to working with them over the long term, and they are giving us every indication that they want to work with us.

After four consecutive quarters of essential price increases, we are encouraged by our progress. We also recognize that our work to achieve adequate pricing doesn't stop here. We'll need continued underwriting discipline - and more than one renewal cycle of price increases - to get our entire property/casualty book up to an appropriate level of profitability.

How about a specific example. Could you tell us about your efforts in commercial middle markets?

MCGAVICK: First of all, we are aggressively getting off accounts that have been unprofitable. Where we can't find a solution that is acceptable to us, we're getting off the risk.

Secondly, and a much more difficult task, is getting adequate price on business that we want to retain. Usually, this is business that many companies would like to have. We have steadfast resolve in getting

8 1999 ANNUAL REPORT an adequate price, even in this business. In 1999, we did not renew nearly $750 million of commercial premiums on a base of $3.4 billion as we worked through critical underwriting and pricing initiatives.

It is also important to look at the quarter-to-quarter trend. In middle-market business, as we work to attain rate adequacy, average price increases were 2 percent in the first quarter, 6 percent in the second quarter, 8 percent in the third quarter and 9 percent in the fourth quarter. Retention has been holding steady in the 70 to 75 percent range throughout the year.

You increased prices in commercial middle markets and still produced an underwriting loss. Has anything really changed?

MCGAVICK: When you look at the fundamentals of our book of business, we are in a much better position now than at the start of 1999. At that point, we were coming off two quarters of price decreases - 0.5 percent in the third quarter of 1998 and 1 percent in the fourth quarter - and these rolled over into our 1999 operating results. Now we are sitting on four consecutive quarters of necessary price increases that reached 9 percent in the fourth quarter, and we expect these actions will work their way into our results for 2000.

At the end of 1998, we were looking back on a year when new business relative to total business was at an all-time high. Loss ratios on new business are generally higher than on renewal business, and that's what was rolling into our operating results in 1999. By contrast, we were much more disciplined on new business in 1999. As a result, a larger proportion of more adequately priced business will be rolling into our 2000 results.

Another key fundamental relates to our cost structure. At the end of 1998, we were in the early stages of transforming a 20-year-old operating platform. Going into 2000, the transformation is virtually complete. Centralized processing, restructured claims functions and greater focus on territorial underwriting are expected to take $100 million out of our annual operating costs and to improve our service to agents and customers.

Finally, at the end of 1998, our incentives for agents and underwriters rewarded volume. Today, we have much stronger incentives for agents and employees tied to the bottom line. When you consider all these factors, we are in a fundamentally stronger position going forward.

What about progress on your large account business?

TAYLOR: In this business, we continue to see some signs of firming in the market. For the year, we did not renew $75 million in premium on a base of nearly $500 million. In the process, however, we achieved an average price increase of 8 percent with the retention percentage running in the upper 70s. So we think we're going in the right direction here.

How are you doing in your medical malpractice business?

TAYLOR: It's still a very competitive market, and we are sticking by our resolve to achieve adequate rates. For the year, we did not renew about $105 million in business on a base of $470 million. For the business we renewed, we achieved price increases that averaged 7 percent for the year with the retention percentage in the low 80s.

The biggest pricing issues in medical malpractice have been with corporate accounts, that is, large physician groups and hospitals. Here, we achieved average price increases of almost 12 percent on renewal business for the year, with retention around 70 percent.

We are also encouraged by the firming in our nursing home business, where we renewed more than 83 percent of our accounts for the year, and achieved average price increases of 10 percent.

Business we did not renew includes accounts we chose to offer no renewal terms as well as accounts we offered terms with increases in price significantly larger than the amounts mentioned earlier.

Do you think you're on the right track now?

TAYLOR: The pricing and retention indicators in these three property/casualty businesses tell us that we're on the right track. We are also achieving other improvements in terms, such as deductibles, coinsurance and insurance to value.

As we work our plan, we recognize that there is a tier of players out there that seems intent on growing their market share. But we strongly feel we need to get the price necessary to make this business stable over a longer period of time, and so we're sticking with our plan.

How long can you sustain your pricing initiatives?

TAYLOR: With our retention rates holding up, we think there is still more room for achieving fair prices in our book of property/casualty business. We are also encouraged by a number of signs we are seeing in the market, including trends in reinsurance, the pricing initiatives of our competitors and the combined ratios of key business lines.

CNA FINANCIAL CORPORATION 9
This gives us breathing room to focus on the other fundamentals of underwriting
- loss control, risk selection, claims handling and so on. That's critical, because sustained profitability really goes back to achieving excellence across the entire underwriting process.

MCGAVICK: CNA's scale in middle markets turns into a major advantage in the kind of transition market Tom just described. Such a market plays to our advantages of scale and agency relationships. Agents want to maintain their volume and relationships with CNA and so choose to continue to do business with us. We both win, and that's what we see starting to happen.

Turning to new business, what are your plans?

MCGAVICK: We're focusing on those markets where we know we have the underwriting expertise and customer knowledge that differentiate us from the competition.

Although we're cautious in writing new business, we are going to stay in the game, particularly with our top agents. We will work together with them on new business when we think we can get an adequate rate, and the business is in a class where we have some distinct knowledge.

HENGESBAUGH: I'd also add that there are some pockets in the overall company that are showing growth. CNA Re is reporting a good flow of new business in its facultative and Canadian operations. The international group in Europe is expanding as a result of the 1998 acquisition of Maritime Insurance. Surety net written premium is up 11 percent. Guarantee & Credit grew 13 percent.

What progress have you made on expense reduction?

HENGESBAUGH: As we've said, expense reduction is another major priority in our turnaround plan. It goes back to 1998, when we launched an initiative to ensure that each of our businesses is working with an operating platform that is on a par with its most cost-efficient competitors. Each business committed to quarterly expense reduction targets, with an aggregate goal of reducing CNA's annualized running rate expense by $300-350 million by the end of 1999.

We completed the effort in the fourth quarter and exceeded this very important goal. It was tough, but we got it done by thinking much more creatively about how to work certain parts of our operating platform. One important example is the investment we have made in our commercial insurance processing center.

Of course, the expense reduction effort doesn't stop here. It's now hard-wired into our management process, and our intent is to keep it going year after year. What we've learned is that this whole process is really all about simplification and getting focused on what really matters to our customers, agents and brokers. That is going to serve us well across all our businesses going forward.

Why aren't the expense reductions made in 1998 and 1999 going to show up in financial results until 2000?

DEUTSCH: From a consolidated level, it's very hard to see the impact on our expense ratios of what we're doing. It's clouded by two factors.

First, we are measuring these expense reductions on a run-rate basis. This means that, as we're making these reductions during the year, we're still left with the transition costs in the expense ratio for the current year. In 2000, however, we should begin to see the effect of these efforts.

Second, our net written premiums were off by $1.5 billion as a result of the actions we've taken in re-underwriting our book, walking away from unprofitable business and completing the personal insurance business transaction with Allstate. These factors cause the expense ratio to increase given the fixed nature of some expenses.

To follow up, what impact has expense reduction had on employee morale? What about service to your agents, brokers and customers?

HENGESBAUGH: There's no question that 1999 was a challenging year for CNA employees, agents and brokers, and we have been watching that very carefully. My sense from meeting with employees is that achieving our running-rate expense reduction and operating income goals in many businesses and moving ahead on our turnaround plan are helping build confidence. It's confidence in our ability to accomplish what looked like very difficult goals. And that confidence is absolutely necessary to make this turnaround work all the way through.

MCGAVICK: I'd add that when we said that we had to radically change our expense structure, we also said the job had to be done while making our underwriting and service better. That was the twin mission. So we radically redesigned the way we handle business. We consolidated all premium processing and policy issue functions from 24 branches to a central facility in Florida.

This frees our underwriters, who remain local, from backroom headaches, and lower costs. Service hasn't been where it needs to be, but our agents have hung in there with us, because I think they see the value of the model as well.

10 1999 ANNUAL REPORT That's important because if you want to be a preferred agency company, you have to have a preferred service capability, and we think we have an operating model that can get us there.

There are still pockets of service problems, as you would expect with any massive conversion. But when fully operational, we think our processing center will get us to one of the best expense ratios among our competitors and to a world-class level of service to agents and insureds.

Let's focus now on operating income.

HENGESBAUGH: Consistent improvement in net operating income is key to our turnaround plan. In 1999, we had three consecutive quarters of improved operating income. In the fourth quarter, there were some unique events that interrupted the momentum temporarily - the reserve strengthening and the catastrophe losses.

But it is the momentum that is really important to us. Hitting our targets for three quarters is an early sign of a management team that is committed to and capable of meeting the targets we have set out. The fourth-quarter results only make us more focused on improving the fundamentals and getting right back on track.

You announced in the first quarter that you are exploring the sale of your individual life and life reinsurance operations. Can you explain the strategy behind this?

HENGESBAUGH: Our strategy going forward is to concentrate on insurance products and services for businesses. We believe that sharpening our focus in this way will make CNA a more valued provider to our customers, a better partner for our distributors and a stronger performer for our shareholders. As an employer, we will be able to provide better opportunities for people who are excited by the challenge of applying our core underwriting expertise to the issues faced by small, medium and large businesses. In 1999, we took an important step in sharpening our focus with the transfer of our personal insurance business to Allstate. We also sold most of our stake in AMS Services, an insurance technology company.

So, to sum up, by dedicating our substantial resources to the needs of businesses, we are very well equipped for a leadership position in this rapidly expanding marketplace.

What are your plans for the $1 billion in capital freed up by the personal lines insurance business transaction with Allstate?

DEUTSCH: The Allstate transaction closed on October 1, 1999. Over time, it will free up a good portion of capital, and we will be faced with the issue of capital deployment. That issue is being addressed as part of the overall turnaround plan.

We have begun a complete capital allocation review for all of our businesses. All options will be open, including dividends or other alternatives, to get the capital base in line with our business opportunities.

For each business, we are evaluating the value we add to our customers, the fit with the rest of CNA's operations, the risk/return equation and our relative expertise. This is a long-term analysis, but in the meantime, no one gets a pass. Each of our businesses is required to earn a competitive rate of return over a reasonable period of time.

HENGESBAUGH: I'd also say that our capital allocation strategy is not simply a one-sided matter of exiting businesses. Rather, if we see good opportunities to re-deploy capital that fit with our overall approach, we will seize those as well.

CNA FINANCIAL CORPORATION 11
Is share buy back an option you're considering? What about acquisitions?

DEUTSCH: We have had a stock buy-back program in place since November 1998. To the extent we have excess capital for it, and under the right market conditions, we would consider buying back stock under our existing program.

But there are a lot of issues in these decisions. A simple measure such as premiums to surplus might show us as overcapitalized. Outside constituencies, on the other hand, are looking at a completely different set of measures of capital adequacy.

As for acquisitions, we certainly don't want to say never. If we make an acquisition, it has to be at a very attractive price. And then there's the question of how we would pay for it. With our stock as undervalued as it is, we would not want to use our stock as acquisition currency.

A lot of companies are doing what you're doing - cutting expenses and repricing the business. Wouldn't it make sense for more of these companies to consolidate?

HENGESBAUGH: On the property/casualty side, gaining expense reduction through a consolidation is extremely challenging. Having gone through this ourselves with the Continental merger, we did in fact extract cost from the system. But I think there also are some diseconomies of size and scale.

For instance, if you increase the span of control of your underwriting managers, that can be a great economy of scale. But, if not done the right way, it also could be disastrous to your loss ratio.

Another problem relates to shared distributors. They don't like to put all their eggs into one basket. So a combined company may not be able to hold onto all the business of the two separate companies.

The final item is that technology is moving so quickly that it doesn't always require size to get some of the economies. For example, the Internet already is altering the cost and the speed with which we can get things done with our clients and brokers.

Can you tell us where you are with e-commerce?

MCGAVICK: We see electronic commerce and the Internet as another way to leverage the value of our relationships with partners and customers. In commercial insurance, our agent-centered strategy provides value-added tools and services to the independent agent, who we believe will continue to be the dominant distribution channel in middle markets.

For example, our electronic capabilities enable agents to underwrite, rate and submit policies for small business customers at the point of sale. The Internet also gives them access to real-time claim status and all of our commercial policy forms, and makes it easy to process commercial auto endorsements. Our product guides and sales kits are available via the Internet, and it allows agents and staff to provide immediate feedback on CNA service.

We're using our experience in these areas to develop broader and more robust e-commerce capabilities in all of our businesses.

Are the days of the large insurance organization numbered? Why should a company as big as CNA exist?

HENGESBAUGH: While scale may not always produce the economies people expect, it does have some major advantages. Foremost is the fact that a large, financially sound company such as CNA can leverage both capital resources and brand recognition in ways that smaller companies can't.

TAYLOR: In addition, there is the matter of underwriting knowledge. For example, in our professional liability business for architects and engineers, scale is critical because it has allowed us over time to understand more about the risks architects and engineers face - and the problems we can help them solve - than just about anybody in the business. If we didn't have the cross-section that we do of business, we couldn't get to those understandings; and in fact that's a major competitive advantage.

Finally, what makes you think that CNA can create superior shareholder value over the long term in an industry as mature as insurance?

HENGESBAUGH: It's certainly true that the traditional insurance products like workers' compensation and property are mature. But that doesn't mean insurance is not a growth industry. It's just not going to grow through traditional products alone. Over the last 10 years or so, the economy has been growing much faster than insurance premiums. That means there is a lot of wealth that needs protection but it's not being addressed by traditional insurance industry products.

The insurance organizations that can develop the new products and respond to these changing exposures are going to be the winners. For example, CNA is a leading provider of commercial equipment maintenance programs that cover the computers, copiers, fax machines and other equipment that a business owner relies on. Instead of separate service agreements, the customer saves money and enjoys the convenience of having one number to call for repairs. That's just one of many opportunities for non-traditional products that respond to changing needs.

So we believe that insurance in fact is a growth industry. It's an industry that needs to grow with the rest of the global economy, and we intend to be a big part of it.

12 1999 ANNUAL REPORT MANAGEMENT'S DISCUSSION AND ANALYSIS

The following discussion highlights significant factors influencing the consolidated results of operations and financial condition of CNA Financial Corporation and subsidiaries (CNA or the Company). This discussion should be read in conjunction with the Consolidated Financial Statements and the related notes, appearing on pages 42 through 73, and the five-year summary of selected financial highlights appearing on page 1.

The discussion also includes an overview of each of the Company's seven operating segments, the products offered, the customers served, the distribution channels used and an analysis of operating results. Because distinct investment portfolios are not maintained for each insurance segment, the discussion of investment results, including investment income and realized investment gains, is on a consolidated basis and begins on page 32. The 1999 and 1998 provisions for restructuring and other related charges are also discussed on a consolidated basis beginning on page 31.

CNA FINANCIAL CORPORATION 13


CONSOLIDATED OPERATIONS

BUSINESS OVERVIEW

CNA is one of the largest insurance organizations in the United States and, based on 1998 net written premium, is the fifth largest property/casualty company and the thirty-fifth largest life insurance company.

CNA's overall goal is to create long-term enterprise value by pursuing disciplined underwriting as well as operating efficiencies.

CNA conducts its operations through the seven segments listed below. In addition to the seven segments, certain other activities are reported in a Corporate segment.

AGENCY MARKET OPERATIONS
SPECIALTY OPERATIONS
CNA RE
GLOBAL OPERATIONS
RISK MANAGEMENT
GROUP OPERATIONS
LIFE OPERATIONS

These segments reflect the way in which CNA distributes its products to the marketplace and the way in which it manages operations and makes business decisions. A more detailed description of each segment is included later in this discussion.

OPERATING RESULTS

The following chart  summarizes the consolidated  operating  results for each of
the last three years.
CONSOLIDATED OPERATIONS
------------------------------------------------------------------------------------------
Year Ended December 31                                              1999   1998    1997
------------------------------------------------------------------------------------------
(In millions of dollars, except per share data)
Operating revenues:
  Premiums                                                       $13,282  $13,536 $13,624
  Net investment income                                            2,101    2,146   2,209
  Other                                                              705      799     628
------------------------------------------------------------------------------------------
    Total operating revenues                                      16,088   16,481  16,461
Benefits and other expenses                                       16,331   16,567  15,831
Restructuring and other related charges                               83      246       -
------------------------------------------------------------------------------------------
Operating income (loss) before income tax and minority interest     (326)    (332)    630
Income tax benefit (expense)                                         211      200    (132)
Minority interest                                                    (30)     (20)    (10)
------------------------------------------------------------------------------------------
Net operating income (loss)                                         (145)    (152)    488
Net realized investment gains, net of tax and minority interest      192      434     478
Cumulative effect of a change in accounting principle, net of tax and
  minority interest                                                 (177)       -       -
------------------------------------------------------------------------------------------
  NET INCOME (LOSS)                                              $  (130) $   282 $   966
==========================================================================================

CONSOLIDATED OPERATIONS
------------------------------------------------------------------------------------------
Year Ended December 31                                              1999   1998    1997
------------------------------------------------------------------------------------------
(In millions of dollars, except per share data)
BASIC AND DILUTED EARNINGS PER SHARE
Net operating income (loss)                                      $(0.85)  $(0.86) $ 2.59
Net realized investment gains, net of tax and minority interest    1.04     2.35    2.58
Cumulative effect of a change in accounting principle, net of tax
  and minority interest                                           (0.96)      -       -
------------------------------------------------------------------------------------------
  NET INCOME (LOSS)                                              $(0.77)  $ 1.49  $ 5.17
==========================================================================================

14 1999 ANNUAL REPORT Total operating revenues were $16.1 billion in 1999 and $16.5 billion in 1998 and 1997. Premiums declined $253 million in 1999 principally in the property/casualty product lines, due to price competition in the industry combined with the Company's focus on underwriting discipline, and the increased use of reinsurance. Premiums for the Company's Life and Group Operations were down $49 million, principally due to the exit from selected medical markets in late 1998. Premiums for 1998 declined by $107 million when compared to 1997. This decrease was primarily due to intense price competition facing the commercial lines insurance market.

The Company had a net operating loss for the year ended December 31, 1999 of $145 million, or $0.85 per share, compared to a net operating loss of $152 million, or $0.86 per share, for the year ended December 31, 1998.

The 1999 operating loss includes $363 million after-tax in loss and allocated loss adjustment expense reserve strengthening for prior periods. Included in this amount is $33 million after-tax for excess workers' compensation reinsurance. After-tax catastrophe losses were approximately $35 million higher in 1999. The operating loss also includes $54 million, or $0.29 per share, in after-tax restructuring and other related charges. This compares to $169 million, or $0.91 per share, in after-tax restructuring and other related charges in 1998. The 1999 operating loss also reflects an after-tax benefit of $51 million, or $0.28 per share, resulting from regulatory changes in the basis on which certain insurance-related assessments are calculated.

Discussions of the results of operations from the Company's segments follow:

CNA FINANCIAL CORPORATION 15
AGENCY MARKET OPERATIONS

BUSINESS OVERVIEW

Agency Market Operations builds on the Company's long and successful relationship with the independent agency distribution system to market a broad range of property/casualty insurance products and services to both businesses and individuals. Business products include workers' compensation, commercial packages, general liability and commercial auto, as well as a variety of creative risk management services. Products for individuals were primarily personal auto and homeowners insurance. In addition, in 1997, Agency Market Operations launched a professional employer organization, CNA UniSource, which provides various employer-related services.

Agency Market Operations is comprised of the following four groups.

COMMERCIAL INSURANCE

Commercial Insurance (CI) provides traditional property/casualty insurance products such as workers' compensation, general and product liability, property, commercial auto and umbrella coverage to businesses with less than $1 million in annual premiums. The majority of CI customers are small and medium-sized businesses. CI is among the market leaders in applying industry segmentation techniques to design products and services tailored to the needs of its targeted customer groups.

During 1998, CI completed an extensive review of its business and developed a new, more effective operating model, that management believes will position CI as a world class competitor for the new century. The basis for this model was to move decision-making authority and resources closer to CI's customers.

CI's focus during 1999 was the transition to this operating model. The model includes branches, located throughout the U.S., that provide customer support in the areas of underwriting, loss control, sales and claims, and a centralized processing center in Maitland, Florida that houses premium processing and accounting for all branches, and includes a call center for increased customer service. Eight claim service centers, located throughout the U.S., provide customers and claimants with improved service through more specialized claim handling and easier claim reporting.

The efficiencies resulting from these changes are expected to decrease expenses in underwriting and claims through the implementation of new technology, process redesign and centralization. In addition, CI recognizes that an even lower cost platform is necessary to be successful in the small commercial marketplace. During 2000, CI will be consolidating its underwriting for small commercial products with the existing centralized processing. Management expects that this centralization, along with the implementation of new technology, tools and processes, will allow CI to improve underwriting and further lower the cost model related to its small commercial business.

PERSONAL INSURANCE

On October 1, 1999, certain CNA subsidiaries completed a previously announced transaction with The Allstate Corporation (Allstate) involving the transfer of substantially all of CNA's personal lines insurance business. See Note O to the Consolidated Financial Statements.

Personal Insurance (PI) sold primarily personal auto and homeowners coverages and also offered excess liability, separate scheduled property, boat-owners and other recreational vehicle insurance. These coverages were primarily sold in a package product.

CNA E&S

CNA E&S (E&S) provides specialized insurance and other financial products for a wide array of commercial customers. Risks covered by E&S are generally viewed as high risk and less predictable in exposure than those covered by the more traditional insurers. By combining superior insurance and financial expertise with a detailed understanding of customer operations and future direction, E&S is able to create and implement innovative business solutions that are valued by the customer. In addition, E&S actively seeks business partners who can supplement CNA resources and enhance value for the customer.

CNA UNISOURCE

CNA UniSource offers outsourcing services and other financial products that relieve businesses of many administrative tasks, allowing them more time to focus on their core objectives. CNA UniSource provides human resources (HR) information technology, payroll and benefits processing and Professional Employer Organization (PEO) services. CNA UniSource is also engaged in delivering Internet-based HR and payroll administrative services and is a leader in the implementation of HR information outsourcing for large-scale businesses.

When it functions as a PEO, CNA UniSource establishes a co-employment relationship with its clients and contractually assumes substantial employer administrative responsibilities such as regulatory compliance and benefits administration. At December 31, 1999, CNA Unisource had 768 clients with over 30,000 co-employees and conducts business in 45 states and the District of Columbia via 30 geographically dispersed service offices and a state-of-the-art customer service call center. The number of co-employees grew 150 percent compared with 1998. The primary sales force is comprised of independent insurance agencies. Management expects significant growth in the number of clients and co-employees over the next several years.

16 1999 ANNUAL REPORT OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $4,799 $5,247 $5,092 Benefits and expenses 5,791 6,050 5,491 Restructuring and other related charges 60 96 -
Underwriting loss (1,052) (899) (399) Net investment income 686 744 787 Other revenues 80 48 50 Other expenses 77 52 6
Pre-tax operating income (loss) (363) (159) 432 Income tax benefit (expense) 162 105 (106)
NET OPERATING INCOME (LOSS) $(201) $(54) $326

RATIOS
Loss and loss adjustment expenses 90.4% 83.1% 74.9% Expenses 31.0 32.6 31.8 Dividends 0.5 1.4 1.1

COMBINED 121.9% 117.1% 107.8%

SUMMARY

Agency Market Operations consists primarily of commercial property/casualty insurance. For the first nine months of 1999, Agency Market Operations also includes results of PI, which was transferred to Allstate effective October 1, 1999. Net written premium for the combined CI and E&S business units was $3.3 billion in 1999, down from $3.8 billion in 1998. This decrease reflects the impact of the increased use of reinsurance and efforts to achieve adequate pricing and the shedding of unprofitable business. Agency Market Operations had a net operating loss of $201 million, compared with a $54 million loss in 1998. The larger loss was due primarily to strengthening of prior year reserves and the loss ratio for the 1999 accident year. Partially offsetting the effect of the reserve strengthening was the positive impact of reinsurance, rate and underwriting actions and regulatory changes in the basis on which certain insurance-related assessments are calculated.

PREMIUMS

Earned premiums decreased by $448 million in 1999 from the prior year. This decrease was mainly attributable to the transfer of essentially all the Company's PI business to Allstate in the fourth quarter, which resulted in a decrease in net earned premiums of $297 million. Net earned premiums for the combined CI and E&S business units decreased $153 million during 1999, primarily due to rate and underwriting actions taken to improve the core book of business and the impacts of reinsurance agreements executed in 1999.

Earned premiums for 1998 increased by $155 million, or approximately 3.0%, which was primarily attributable to premiums from involuntary risks. The increase in involuntary risk premiums in 1998 as compared with 1997 was largely a function of the 1997 involuntary risk premiums being reduced by a revision of prior years' estimated premiums. Earned premiums for PI grew $61 million in 1998. Contributing to the growth was the strong product identity of the Personal Package policy, a personal insurance product providing a wide range of available coverage options and the convenience of single policy delivery and combined billing.

UNDERWRITING RESULTS

Underwriting losses for 1999 were $1.1 billion as compared to $899 million in 1998 due to deterioration in the combined ratio partially offset by reductions in volume. The combined ratio for 1999 increased 4.8 points due to an increase in the loss ratio of 7.3 points partially offset by decreases in the expense and dividend ratios of 1.6 points and 0.9 points, respectively. The increase in the loss ratio is principally due to increased adverse loss reserve development in 1999 partially offset by the beneficial effects of reinsurance agreements executed in 1999. The 1999 adverse loss reserve development included development related to automobile, workers' compensation and packaged general liability exposures. The decrease in the expense ratio is attributable to lower restructuring and other related charges in 1999 as compared to 1998. See the discussion of restructuring and other related charges on page 31 and Note N to the Consolidated Financial Statements. Additionally, Agency Market Operations' 1999 expense ratio benefited 0.9 points from regulatory changes in the basis on which certain insurance-related assessments are calculated.

Underwriting results for 1998 declined by $500 million as compared with 1997 due to a combination of increases in volume and an increase in the combined ratio. The combined ratio for 1998 increased 9.3 points primarily attributable to an 8.2 point increase in the loss ratio. Contributing to this increase were net changes in reserve development and catastrophe losses. Restructuring and other related charges also contributed to the increase in the combined ratio. Net adverse reserve development in 1998 was $168 million as compared with net favorable reserve development of $276 million in 1997. Management strengthened reserves in 1998 primarily in response to deteriorating claim experience for asbestos and other mass tort exposures. Reserves were also increased for construction defect claims. Beginning in 1997, actions were taken to mitigate further exposure to construction defect liabilities that arose almost exclusively out of exposures underwritten in California. The favorable loss development in involuntary risks in 1997 was attributable to better than expected results in workers' compensation and private passenger automobile lines stemming from improved frequency and severity in these lines. In 1998, catastrophe losses were $131 million higher than the 1997 losses of $68 million.

CNA FINANCIAL CORPORATION 17

SPECIALTY OPERATIONS

BUSINESS OVERVIEW

Specialty Operations provides a broad array of professional, financial and specialty property/casualty products and services through a network of brokers, managing general agencies and independent agencies. Specialty Operations provides creative solutions for managing the risks of its clients, including architects, engineers, lawyers, healthcare professionals, financial intermediaries and corporate directors and officers.

Specialty Operations is composed of three principal groups.

CNA PRO

CNA Pro is one of the largest providers of non-medical professional liability insurance and risk management services in the U.S. CNA Pro's customers include architects and engineers, lawyers, accountants and real estate agents and brokers, along with a broad range of large and small corporate clients and not-for-profit organizations. CNA Pro's products include errors and omissions, directors and officers, and employment practices liability coverages and a broad range of fidelity products. Products are distributed on a national basis through a variety of channels including brokers, agents and managing general agents.

CNA HEALTHPRO

CNA HealthPro offers a comprehensive set of specialized insurance products and clinical risk management consulting services designed to assist health care providers in managing the quality-of-care risks associated with the delivery of healthcare. Key customer segments include individual, small group and large corporate purchasers of malpractice insurance. Caronia Corporation, acquired during 1997, provides third-party claims administration for medical professional liability insureds.

CNA GUARANTY AND CREDIT

CNA Guaranty and Credit provides credit insurance on short-term trade receivables for domestic and international clients and credit enhancement products that focus on asset backed transactions. Credit insurance is primarily distributed through captive agents with additional distribution through brokers and financial institutions. Credit enhancement products are distributed through specialty brokers and directly to customers.

OTHER OPERATIONS

Other operations consisted principally of Hedge Financial Products, which focused on securitization of insurance risk and the embedding of financial protections within traditional insurance programs, and agricultural and entertainment insurance business. During 1999 and 1998 the Company decided to exit Hedge Financial Products, and argiculture and entertainment insurance businesses, respectively.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $1,001 $1,092 $1,251 Benefits and expenses 1,166 1,251 1,397 Restructuring and other related charges - 5 -
Underwriting loss (165) (164) (146) Net investment income 235 245 268 Other revenues 19 27 14 Other expenses 30 44 10
Pre-tax operating income 59 64 126 Income tax expense (10) (6) (31)
NET OPERATING INCOME $49 58 95

RATIOS
Loss and loss adjustment expenses 90.6% 87.0% 80.8% Expenses 25.9 28.1 30.9

COMBINED 116.5% 115.1% 111.7%

SUMMARY

Specialty Operations' operating income for 1999 declined principally because of unfavorable loss reserve development in CNA HealthPro related to prior policy years. Modest premium growth in non-medical professional liability and financial insurance was offset by declines in medical malpractice due to efforts to achieve needed price increases and eliminate unprofitable business. Specialty Operations remains committed to conservative underwriting practices in this difficult environment.

PREMIUMS

Earned premiums for 1999 declined $91 million, or 8.3%, from 1998 levels, primarily due to declines in CNA HealthPro and businesses exited. Premiums for CNA HealthPro declined $40 million, due mainly to two new ceded reinsurance agreements covering 1999 risks and business lost due to efforts to achieve price increases and eliminate unprofitable business. Hedge, agriculture and entertainment premiums decreased a combined $46 million from 1998 due to the decision to exit from these lines of business.

Premiums in 1998 decreased by $159 million, or approximately 12.7%, compared with 1997. The decrease was largely attributable to an approximate $100 million reduction in premiums caused by management's decision to exit the agricultural insurance market. The remaining decline in premiums in 1998 was due to increased price competition and management's resolve not to accept inadequately priced business.

18 1999 ANNUAL REPORT

Specialty Operations' commitment to prudent underwriting and responsible pricing is expected to continue to limit premium growth until general market pricing improves.

UNDERWRITING RESULTS

The underwriting loss for 1999 was $165 million, essentially unchanged from 1998, due to the offsetting impacts of a higher combined ratio and lower earned premiums. The combined ratio for 1999 increased 1.4 points due principally to a 3.6 point increase in the loss ratio, which was negatively impacted by adverse claim experience in the medical malpractice and non-medical professional liability lines of business. The impact of adverse claim experience in these lines to business was to increase the 1999 loss ratio for Specialty Operations by 6.6 points over its 1998 level. The 1999 loss ratio was favorably impacted by 4.1 points due to the exit from the agricultural insurance line of business. The expense declined 2.2 points in 1999 due principally to businesses exited.

The underwriting loss for 1998 worsened by $18 million over 1997 due to deterioration in the loss ratio, partially offset by a decrease in volume. While the exit of the agricultural and entertainment lines of business, as well as decisions not to write inadequately priced business, had a favorable impact, an unfavorable change in medical malpractice reserve development resulted in the net increase in the loss ratio of 6.2 points.

CNA FINANCIAL CORPORATION 19
CNA RE

BUSINESS OVERVIEW

CNA Re operates globally as a reinsurer in the broker market, offering both treaty and facultative products through major offices in London and Chicago. CNA Re's operations include the business of CNA Reinsurance Company Limited (CNA Re U.K.), a U.K. company, and U.S. operations based in Chicago. While CNA Re's primary product is traditional treaty reinsurance, it is also developing positions in facultative and financial reinsurance. CNA Re also participates in Lloyd's of London through CNA Corporate Capital Ltd., which provides capital to Lloyd's Syndicate 1229.

CNA Re U.K. writes in both the London market and other European markets through its headquarters in London and offices in Amsterdam, Milan, Singapore and Zurich. As one of the largest reinsurers in this market, CNA Re U.K. has ratings of A (Strong) from Standard & Poor's, A (Excellent) from A.M. Best and A3 (Good) from Moody's. CNA Re U.K. writes U.S. and international treaty and professional liability business, including medical malpractice, errors and omissions, and directors and officers coverages.

The U.S. operations of CNA Re provide products to the North American markets. Treaty products include working layer property, working layer casualty, property catastrophe, workers' compensation, products liability, general liability, professional liability, specialty and excess and surplus lines. In addition, financial reinsurance products are offered as well as property and casualty facultative reinsurance.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $1,176 $944 $898 Benefits and expenses 1,369 1,005 991 Restructuring and other related charges - 1 -
Underwriting loss (193) (62) (93) Net investment income 161 163 153 Other revenues 4 5 7 Other expenses - 11 5
Pre-tax operating income (loss) (28) 95 62 Income tax benefit (expense) 15 (27) (11)
NET OPERATING INCOME (LOSS) $(13) $68 $51

RATIOS
Loss and loss adjustment expenses 84.9% 74.9% 74.6% Expenses 31.5 31.7 35.8
COMBINED 116.4% 106.6% 110.4%

SUMMARY

Net operating income in 1999 was adversely affected by $122 million in after-tax catastrophe losses, compared with $50 million in after-tax catastrophe losses in 1998. The 1999 results also include $23 million in after-tax reserve strengthening related to excess workers' compensation reinsurance. Premium growth for the year was the result of new business and expansion of profitable treaty relationships.

PREMIUMS

Earned premiums increased $232 million, or 24.6%, versus 1998. This growth occurred in both foreign and domestic markets in the professional and standard lines of business. Growth was experienced via expansion of treaty relationships with existing clients, the continued development of new product lines and growth in global facultative operations and the Canadian branch.

Earned premiums in 1998 increased by $46 million, or 5.1%, compared with 1997. The increase in 1998 premiums was primarily a function of adverse premium development of prior year estimates recorded in 1997.

UNDERWRITING RESULTS

CNA Re's 1999 combined ratio increased by 9.8 points compared to 1998, primarily as a result of a 10.0 point increase in the loss ratio. As previously noted, the underwriting results for 1999 were dramatically impacted by the series of European windstorms, Hurricane Floyd and other international catastrophes, which contributed to an aggregate 9.4 point increase in 1999's loss ratio relative to 1998.

The improvement in underwriting results of $31 million in 1998, as compared with 1997, was driven by a 4.1 point decline in the expense ratio. The decrease in underwriting expenses in 1998 as compared with 1997 was principally due to the start-up costs associated with expansion into facultative reinsurance and the establishment of branch offices abroad during 1997.

20 1999 ANNUAL REPORT GLOBAL OPERATIONS

BUSINESS OVERVIEW

Global Operations provides products and services to U.S.-based customers, customers expanding overseas and foreign customers. Product distribution is primarily through brokers and independent agents. The major product lines include marine, commercial and contract surety, warranty and specialty products, as well as commercial property and casualty.

Global Operations is composed of five principal groups.

MARINE

On July 1, 1998, CNA completed the acquisition of Maritime Insurance Co., Ltd. (Maritime Ltd.), based in the U.K., and its Canadian subsidiary, Eastern Marine Underwriters (EMU), strengthening CNA's position as a global marine insurer. In 1999, CNA launched the marketing brand, CNA Maritime, which unites three industry leaders to serve global ocean marine needs. Marine Office of America Corp. (MOAC), a leading provider of ocean marine insurance in the U.S., offers hull, cargo, primary and excess marine liability, offshore energy, marine claims and recovery products and services. Business is sold through national brokers, regional marine specialty brokers and independent agencies, which work closely with MOAC's ten branch offices located throughout the U.S. Maritime Ltd. is a leading marine cargo and related marine insurance specialist with markets extending across Europe and throughout the world. EMU serves the Canadian market. As foreign subsidiaries, Maritime Ltd. and EMU are included in the results of, and are managed by, the International business unit. Growth is expected to result from leveraging the relationships with CNA's domestic producers, implementing e-commerce, and providing customers with services and products throughout the world.

SURETY

On October 1, 1997, Global Operations completed the merger of CNA's surety operations with Capsure Holdings Corp.'s subsidiaries, Western Surety Company and Universal Surety of America to form CNA Surety Corporation (CNA Surety). CNA owns approximately 63% of CNA Surety.

CNA Surety, which is traded on the New York Stock Exchange (SUR), is the largest publicly traded provider of surety bonds, with approximately 9% of that market. Among its U.S. competitors, CNA Surety has the most extensive distribution system and one of the most diverse surety product lines, offering small, medium and large contract and commercial surety bonds. CNA Surety provides surety and fidelity bonds in all 50 states through a combined network of approximately 37,000 independent agencies. Growth is expected to come from CNA Surety's broad product and distribution resources and international expansion.

WARRANTY

CNA's warranty operation (Warranty) is the fourth largest warranty underwriter in the U.S., providing extended service contracts, warranties and related insurance products that protect the consumer or business from the financial burden associated with the breakdown, under-performance or maintenance of a product. Warranty's key market segments consist of vehicle, retail, home, commercial and original equipment manufacturer. Each market segment distributes its product via a sales force employed or contracted through a program administrator.

CNA National Warranty Corporation sells vehicle warranty services in the U.S. and Canada. In July 1998, Warranty expanded into the home warranty segment with the acquisition of a 90% interest in Home Security of America, Inc., one of the largest home warranty administrators in the U.S. Also, in January 1998 the Company acquired a joint venture interest in Specialty Underwriters, a provider of innovative equipment maintenance management services to companies worldwide. As these entities are not licensed insurance companies, they purchase coverages from various CNA affiliates to back the warranty products they sell.

Warranty expects growth from cross marketing efforts with other CNA businesses, increasing product distribution via the CNA independent agency force and introducing several warranty products in the international marketplace.

INTERNATIONAL

International is responsible for coordinating and managing the direct business of the foreign property/casualty operations of CNA. This business identifies and capitalizes on strategic indigenous opportunities outside the U.S. by continuing to build its own capabilities and by initiating acquisitions, strategic alliances and start-up operations that allow for expansion into targeted markets. In addition, International provides U.S.-based customers that are expanding their operations overseas with a single source for their commercial insurance needs. To this end, International has placed underwriters within CI branches.

International currently oversees operations in Europe, Latin America, Canada and Asia. In Europe, CNA formed CNA Insurance Company (Europe) Limited (CIE) in 1996, which is based in London. CIE has since opened offices in France, Germany and the Netherlands and has purchased a managing general agent in Denmark. Through its network of offices, International intends to build on the successes of several CNA specialty products (including travel and accident, warranty and financial lines insurance) and introduce those products across Europe. International also includes the results of U.K. based Maritime Ltd.

In Latin America, the Company acquired a 70% interest in Omega A.R.T. in 1997, a workers' compensation company domiciled in Argentina. Omega ranks as the fourth largest workers' compensation company in Argentina based on premium volume.

CNA FINANCIAL CORPORATION 21
CNA Canada, formed in 1998, sells a broad array of property/casualty and specialty insurance products through brokers and managing general agents. The results of EMU are also included in International.

The short to mid-term growth opportunities for International are in the more mature foreign insurance markets, such as Europe and Canada, and in specialty insurance products. In the longer term, emphasis will be on the emerging insurance markets in Latin America and Asia.

FIRST INSURANCE COMPANY OF HAWAII

First Insurance Company of Hawaii, Ltd. (FICOH) is the oldest domestic insurer in the state of Hawaii, dating back to 1911. FICOH is also the largest commercial insurance company and the second largest property/casualty insurance company in the state. FICOH offers commercial and personal lines solely in the state of Hawaii. Distributed through independent agencies, the business mix has historically been approximately 65% commercial and 35% personal lines.

On November 1, 1999, Tokio Marine & Fire Insurance Co. Ltd. (Tokio) and CNA executed an agreement to increase Tokio's ownership share from 40% to 50%, resulting in equal ownership by CNA and Tokio. Additionally, on November 1, 1999, Tokio merged their Hawaii-based operations into FICOH. CNA retains control over FICOH's daily operations. CNA views this transaction as a positive step in the ongoing strategic relationship between CNA and Tokio.

CNA's partnership with Tokio is expected to generate growth opportunities and facilitate international expansion. Additionally, CNA foresees growth opportunities through collaborative partnerships between FICOH and other CNA businesses.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $1,010 $941 $854 Benefits and expenses 1,037 991 858 Restructuring and other related charges - 1 -
Underwriting loss (27) (51) (4) Net investment income 132 110 117 Other revenues 120 82 29 Other expenses 100 80 26
Pre-tax operating income 125 61 116 Income tax expense (33) (18) (35) Minority interest (28) (25) (29)
NET OPERATING INCOME $64 $18 $52

Ratios
Loss and loss adjustment expenses 56.9% 62.2% 57.4% Expenses 45.5 42.8 43.0 Dividends 0.3 0.4 0.1

COMBINED 102.7% 105.4% 100.5%

SUMMARY

Global Operations' 1999 net operating income increased $46 million over 1998 levels. Underwriting loss improved primarily due to improved loss experience in Surety, International and MOAC. MOAC and International have benefited from a change in the mix of business that has reduced exposure to catastrophes and large property losses. Increased net investment income for 1999 was primarily due to the inclusion of a full year's results for Maritime Ltd. The increase in other revenues predominantly reflects growth in non-insurance operations, discussed further below.

PREMIUMS

Earned premiums increased $69 million, or 7.3%, from 1998 levels. International contributed $56 million of the increase, the majority of which was attributable to a full year's premiums from Maritime Ltd. Surety contributed increased premium of $29 million, due to generally favorable domestic economic conditions for public construction and expansion internationally. Warranty premiums increased $24 million over 1998, mainly due to robust sales of new automobiles. Partially offsetting this growth was a decrease in premiums in MOAC of $49 million due to competitive marine market conditions.

Earned premiums in 1998 increased by $87 million, or approximately 10.2%, compared with 1997. This increase was primarily attributable to the effects of acquisitions and mergers, including Omega, Maritime Ltd. and CNA Surety, which added approximately $165 million. Offsetting this growth was the sale of a book of business and MOAC's strategic decision to exit unprofitable non-core lines of business.

UNDERWRITING RESULTS

Underwriting results improved $24 million from 1998 due to a decrease in the combined ratio of 2.7 points. This was primarily due to improved loss ratios in MOAC, Surety and CNA International partially offset by an increase in the loss ratio in Warranty. The improvement in the MOAC and International loss ratios was due to a change in the mix of business that reduced exposure to catastrophes and large property losses. The decrease in Surety's loss ratio was due to favorable loss development of $13 million in 1999 compared to $4 million in 1998. The increase in the loss ratio in Warranty was due to unfavorable loss experience in its automotive business.

Global Operations' underwriting results declined in 1998 by $47 million as compared with 1997 due to deterioration in the loss ratio of 4.8 points. The deterioration was due to a net unfavorable change in loss development of $64 million and higher catastrophe losses of $21 million. The change in net unfavorable development of $64 million was comprised of approximately $111 million unfavorable year-over-year change related to Surety, MOAC and discontinued pools, offset in part by favorable year-over-year change of approximately $47 million related principally to the International and Warranty businesses.

22 1999 ANNUAL REPORT OTHER REVENUES AND EXPENSES

Other revenues were $120 million in 1999, an increase of $38 million over 1998 results. The growth was primarily attributable to non-insurance warranty revenues of $98 million, which compares favorably to 1998 and 1997 revenues of $77 million and $28 million, respectively. Non-insurance results included warranty sales associated with CNA National Warranty Corporation, Home Security of America, and Specialty Underwriters. Revenues related to this business grew approximately 27% over 1998.

CNA FINANCIAL CORPORATION 23
RISK MANAGEMENT

BUSINESS OVERVIEW

Risk Management (RM) markets and sells insurance products and services to large U.S.-based companies. These customers have a minimum of $1 million or more in casualty claims each year. It is estimated that there are approximately 8,500 targeted companies within this market segment. RM is one of 11 significant competitors and has a very strong reputation and presence, particularly as a writer of casualty insurance lines.

RM includes two groups.

RISK TRANSFER Risk Transfer writes property/casualty lines of insurance. The casualty insurance business focuses on workers' compensation, commercial auto liability, general liability through traditional and innovative financial risk products, and excess coverage needs. The excess products provide umbrella, excess workers' compensation and high excess coverages.

Over the last two years, domestic and global property capabilities have been increased, providing primary, inland marine and excess property facilities. Global property includes a strategic alliance with Protection Mutual to address the needs of the highly protected risk customer. Global property also includes Northrock Insurance Company Limited, a wholly owned subsidiary in Bermuda, offering property excess of loss insurance coverages.

RSKCoSM Formed in 1998, RSKCoSM provides total risk management services (integrated and single component) related to claims, loss control, cost management and information services to the commercial insurance marketplace.

RSKCo'sSM capabilities include:

CLAIM SERVICES: Services that allow customers to select from a single source the desired level of service-from an integrated claims package to any component service.

LOSS CONTROL: Pre-loss prevention services include industrial hygiene, laboratory, ergonomics, field consulting and training, property, environmental and transportation loss control. Driver training is provided through Smith System Driver Improvement Institute, Inc., a wholly owned subsidiary.

COST MANAGEMENT: Post-loss cost control services through case management, medical bill review, preferred provider organizations and other unique partnerships to reduce lost work days through rapid response, quality care and effective coordination.

INFORMATION SERVICES: These services include data access, reporting tools, information and benchmarking analysis, consulting and custom reporting services.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $801 $823 $776 Benefits and expenses 936 1,018 974
Underwriting loss (135) (195) (198) Net investment income 154 144 158 Risk management services revenues 316 230 194 Risk management services expenses 307 227 216 Non-insurance restructuring and other
related charges 10 88 -
Pre-tax operating income (loss) 18 (136) (62) Income tax benefit 1 48 25
NET OPERATING INCOME (LOSS) $19 $(88) $(37)

Ratios
Loss and loss adjustment expenses 94.3% 89.1% 101.8% Expenses 22.6 30.7 24.3 Dividends - 3.9 -0.6

COMBINED 116.9% 123.7% 125.5%

SUMMARY

Despite reserve strengthening, overall results rebounded to net operating income. Positively influencing results were underwriting expense savings, reinsurance programs, the impact of favorable regulatory changes in the basis on which certain insurance-related assessments are calculated, and reduced restructuring-related charges compared to those recorded in 1998. Earned premiums decreased primarily due to greater use of reinsurance, program redesign and disciplined underwriting of new and renewal business.

PREMIUMS

Earned premiums for Risk Management declined $22 million or 2.7% in 1999, as compared with 1998. This decrease resulted from Risk Management's decision to take advantage of a favorable reinsurance market and cede a larger portion of its direct premiums, the redesign of existing risk management programs and lost business as a result of pricing actions taken in a difficult market.

Earned premiums in 1998 increased by $47 million, or 6.1%, as compared with 1997. The increase is due to growth of $30 million in the property facility business which was introduced in the latter part of 1997, underlying momentum in Risk Management's core primary casualty business, and new business growth.

24 1999 ANNUAL REPORT UNDERWRITING RESULTS

Risk Management's underwriting loss decreased $60 million in 1999 as the combined ratio for 1999 decreased 6.8 points due to decreases in the expense and dividend ratios of 8.1 points and 3.9 points, respectively, partially offset by an increase in the loss ratio of 5.2 points. The increase in the loss ratio was principally the result of adverse loss development in prior year reserves, which was primarily related to asbestos exposures, offset in part by the beneficial effects of reinsurance agreements executed in 1999. Risk Management's expense ratio benefited 4.9 points from regulatory changes in the basis on which certain insurance-related assessments are calculated. The decrease in the dividend ratio is due to favorable development in dividend reserves.

Underwriting losses in 1998 remained consistent with 1997 as the aforementioned increase in premiums of $47 million was offset by a like increase in benefits and expenses as customers moved to guaranteed cost insurance.

Restructuring and other related charges in 1999 and 1998, as discussed on page 31 and Note N to the Consolidated Financial Statements, were $10 million and $88 million, respectively.

Risk management services revenues and expenses in 1999 include revenues for services provided by RSKCoSM to other units within the Risk Management segment that are eliminated at the consolidated level. Such intrasegment revenue and expenses eliminated at the consolidated level were $176 million for the year ended December 31, 1999.

CNA FINANCIAL CORPORATION 25
GROUP OPERATIONS

BUSINESS OVERVIEW

Group Operations provides a broad array of group life and health insurance products and services to employers, affinity groups and other entities that purchase insurance as a group. Its products and services are primarily distributed through brokers. In addition, Group Operations provides health insurance to federal employees, retirees and their families; managed care and self-funded medical excess insurance; medical provider network management and administration services; and reinsurance for life and health insurers.
Group Operations includes five principal groups.

SPECIAL BENEFITS Special Benefits provides group term life insurance, short and long term disability, statutory disability, long term care and accident products. Products are marketed through a nationwide operation of 31 sales offices, third party administrators, managing general agents and insurance consultants.

PROVIDER MARKETS Provider Markets is comprised of two major businesses. CNA Health Partners provides comprehensive managed care services to employers offering self-funded medical plans and to healthcare provider networks, including provider organizations that manage capitated risks. Services offered include network development and management, medical management, medical claims administration, consulting services and management services. Group Reinsurance writes assumed reinsurance on health, life and other related products written on a group basis, as well as excess risk coverages related to health care.

LIFE REINSURANCE Life Reinsurance reinsures individual life and health products marketed by unaffiliated life insurance companies throughout North America. Sales are through an internal sales force. See page 39 for further discussion.

FEDERAL MARKETS Federal Markets is the second largest provider of health insurance benefits to federal employees, and operates through the Mail Handlers Benefit Plan under the Federal Employees Health Benefit Plan (FEHBP). In addition to insuring approximately one million members, Federal Markets is responsible for all claim management activities under the plan, such as large case management, hospital and provider bill negotiations, fraud detection activities and vendor contracts.

HEALTH BENEFITS Health Benefits markets direct mail specialty products such as accidental death and dismemberment, term life and dental insurance to bank customers and federal employees.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

Net earned premiums $3,571 $3,733 $3,936 Net investment income 130 133 117 Other revenues 40 24 17
Total operating revenues 3,741 3,890 4,070 Benefits 3,053 3,171 3,408 Expenses 699 763 680 Restructuring and other related charges 5 39 -
Pre-tax operating loss (16) (83) (18) Income tax benefit 10 35 10
NET OPERATING LOSS $(6) $(48) $(8)

SUMMARY

Group Operations experienced $42 million of improved operating results in 1999 over 1998. Key components of the improvement include better underwriting results in Special Benefits' life and disability product lines, the exit of selected medical markets and lower restructuring and other related charges, partially offset by adverse losses and reserve development in the personal accident business.

PREMIUMS

Earned premiums declined in 1999 by $162 million, or 4.3%, from 1998. Health Benefits premiums declined $344 million, almost entirely due to the exit of selected medical markets in late 1998. Approximately half of the Health Benefits decline was offset by premium growth in Federal Markets of $70 million reflecting medical claim trends, and growth in Life Reinsurance and Special Benefits of $60 million and $53 million, respectively.

During 1998, premiums decreased by approximately 5.2% or $203 million as compared with 1997. The decrease was attributable, in part, to a $166 million decrease in the medical lines of coverage in Health Benefits, resulting from the decision to exit certain markets. Additionally, due to changes in coverage terms, FEHBP premiums decreased by $90 million. These decreases were offset, in part, by premium growth of $65 million across almost all other lines of business.

OPERATING RESULTS

Pre-tax operating loss in 1999 improved by $67 million compared to 1998. Health Benefits pre-tax operating income improved $81 million, due to the exit from the employer health and affinity lines of business in 1998 and due to the restructuring and other related charges recorded in 1998. Offsetting these improvements was a decline in Special Benefits' pre-tax operating income of $19 million due to adverse losses and reserve development in personal accident business, partially offset by improved underwriting results on life and disability products.

26 1999 ANNUAL REPORT

Pre-tax operating loss in 1998 increased by $65 million as compared with 1997. The increase was primarily due to restructuring and other related charges of $39 million related to the decision to exit the insured comprehensive medical portion of the employer and affinity markets. The majority of the inforce business was sold effective January 1, 1999. Earned premiums for these lines of business was approximately $400 million in 1998. In addition, Special Benefits 1998 accident coverages experienced $30 million in increased losses, both from adverse claim developments and unusually high claim activity in the traditional accident insurance line.

CNA FINANCIAL CORPORATION 27
LIFE OPERATIONS

BUSINESS OVERVIEW

Life Operations provides financial protection to individuals through a full product line of term life insurance, universal life insurance, long term care insurance, annuities and other products. Life Operations also provides retirement services products to institutions in the form of various investment products and administration services. Life Operations has several distribution relationships and partnerships including managing general agencies, other independent agencies working with CNA life sales offices, a network of brokers and dealers and various other independent insurance consultants.

Life Operations is composed of four principal groups.

INDIVIDUAL LIFE Individual Life offers primarily level premium term life insurance, universal life insurance and related products. New sales of term life have placed CNA as first or close to first in the market in each of the last three years.

RETIREMENT SERVICES Retirement Services markets annuities and investment products and services to both retail and institutional customers.

LONG TERM CARE Long Term Care products provide reimbursement for covered nursing home and home health care expenses incurred due to physical or mental disability.

OTHER OPERATIONS Other Life Operations businesses include viatical settlements and developing operations in certain international markets.

See page 39 for further discussion.

OPERATING RESULTS


Year Ended December 31 1999 1998 1997
(In millions of dollars)

SALES VOLUME
Individual Life $ 873 $761 $645 Retirement Services 1,824 986 1,035 Long Term Care 343 299 251 International 78 50 41 Other 105 91 45
TOTAL $3,223 $2,187 $2,017

Net earned premiums $936 $823 $797 Net investment income 556 525 501 Other revenues 123 115 105
Total operating revenues 1,615 1,463 1,403 Benefits 1,122 998 950 Expenses 277 295 266 Restructuring and other related charges - 7 -
Pre-tax operating income 216 163 187 Income tax expense (71) (58) (66)
NET OPERATING INCOME $145 $105 $121

SUMMARY

Life Operations experienced strong growth in revenues and profitability in 1999. Premium growth was primarily due to strong sales in retirement-related and long term care products, as well as an increasing base of direct premiums for life products. Net operating income growth was achieved primarily in Retirement Services, Individual Life and in the viatical settlements business.

SALES

Sales volume increased to $3.2 billion in 1999, up 47.4% from 1998, principally due to increased sales of Retirement Services products. Sales volume in 1998 was 8.4% higher than 1997. Sales volume is a cash-based measure which includes premium and annuity considerations, investment deposits and other sales activity that are not reported as premiums under generally accepted accounting principles. The 1999 increase represents strong sales in Retirement Services and a growing base of premiums for Life and Long Term Care. Despite an increased use of reinsurance, net premium revenues have also shown strong growth, increasing 13.7% in 1999 and 3.3% in 1998.

Individual Life sales volume of $873 million represents a 14.7% increase over 1998's $761 million. Individual Life earned premiums were $306 million in 1999, down 4.7% from $321 million in 1998. The primary reason for this decrease was a reinsurance treaty that was completed in late 1998 that lowered the Company's life insurance retention levels. Individual Life premiums in 1998 decreased from $373 million in 1997, driven primarily by increased use of reinsurance.

28 1999 ANNUAL REPORT Sales volume for Retirement Services increased to $1.8 billion in 1999 from $1.0 billion in 1998, primarily related to increased sales of institutional investment products. Variable annuity sales increased 87% to $110 million. Retirement Services earned premiums were $216 million in 1999, up 22.2% from 1998 premium of $177 million. 1998 earned premiums were essentially unchanged from 1997 levels. The decreased sales volume from 1997 to 1998 was primarily due to the discontinuance of fixed individual annuities and the lower volume of guaranteed investment contracts sold in institutional markets due to the interest rate and stock market environments in 1998.

Long Term Care sales volume of $343 million in 1999 represents a 14.7% increase over the 1998 level of $299 million. Long Term Care premiums increased 16.6% in 1998 and 22.2% or $61 million in 1999 to reach $336 million.

International sales climbed to $78 million in 1999, for a second consecutive year of growth, fueled primarily by retirement annuity sales in Chile. Viatical sales volume has also continued to experience year-to-year growth, to reach $105 million in 1999. Viatical sales volume is measured as amounts paid to insureds, along with other related costs, in return for assignment of their life insurance policies.

OPERATING RESULTS

Life Operations continues to show strong performance in the individual life market, where net operating income increased $7 million in 1999 to $83 million, because of expense savings and improved mortality experience. Also, effective use of reinsurance has reduced Life Operations exposure to volatility in its results. Net operating income for Retirement Services for 1999 of $37 million increased $16 million, or 76%, from 1998. This was primarily due to favorable investment performance in the portfolio supporting Retirement Services' Index 500 product, and improved sales and economies of scale in the trust and banking services operation. Net operating income from the viatical settlements business improved by $12 million due primarily to expense reductions and the recent entry into the profitable high net worth market.

CNA FINANCIAL CORPORATION 29
CORPORATE

Corporate results consist of interest expense on corporate borrowings, certain run-off insurance operations, asbestos claims related to Fibreboard Corporation (Fibreboard), financial guarantee insurance contracts, and certain non-insurance operations, including the operations of AMS Services, Inc. (AMS), an information technology and agency software development subsidiary. See Notes F and O to the Consolidated Financial Statements.

The operating loss for 1999 was $202 million, approximately $10 million better than 1998. The improvement was primarily attributable to decreased losses from AMS of $20 million (each on an after-tax basis), partially offset by increased losses from run-off insurance operations. In the fourth quarter of 1999, the Company sold most of its interest in AMS.

Operating losses for 1998 increased by $99 million compared with 1997. This increase was primarily attributed to a net unfavorable change in loss development on asbestos claims related to Fibreboard of approximately $46 million after-tax, an increase in operating losses attributable to AMS, a decrease in investment income and an increase in interest expense.

30 1999 ANNUAL REPORT RESTRUCTURING AND OTHER RELATED CHARGES

On August 5, 1998, CNA announced estimates of the financial implications of its initiatives to achieve world-class performance. "World-class performance," as defined by the Company, refers to the Company's intention to position each of its strategic business units (SBU) as a market leader by sharpening its focus on customers and employing new technology to work smarter and faster. In the third quarter of 1998, the Company finalized and approved a plan to restructure its operations. The restructuring plan focused on a gross reduction in the then-current workforce of approximately 4,500 employees resulting in a net reduction of approximately 2,400 employees, the consolidation of certain processing centers, the closing of various facilities, and the exiting of certain businesses. The details of the restructuring and other related charges recognized in 1998 and 1999 are discussed in Note N to the Consolidated Financial Statements. The initial expectation from management was that the Company's initiatives would result in a reduction of approximately 2 points in the Company's expense ratio due to savings of approximately $300 to $350 million on an annualized basis.

As of December 31, 1999, the Company had completed essentially all aspects of its restructuring plan. Management estimates the Company has achieved annualized run-rate expense savings of $381 million. "Annualized run-rate expense savings," as defined by the Company, refers to the difference between the normalized current expense ratio and a base-line expense ratio applied to a base-line measure of revenue, generally written premiums. Approximately $70 million of the annualized run-rate savings relate to the Personal Insurance business transferred to Allstate. See Note O to the Consolidated Financial Statements for a discussion of the Personal Insurance transaction. The normalization of the current expense ratio involves adjusting the expense ratio, exclusive of restructuring and other related charges, for other expenses that are not expected to recur or persist in the restructured operating platform. Because many of the expenses to which these adjustments relate are included in the results of operations determined in accordance with generally accepted accounting principles, the annualized run-rate expense savings cannot be interpreted as the difference in expenses incurred in 1999 compared to 19