SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K/A
(Amendment No. 1)

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 1997 Commission File No. 0-3681

MERCURY GENERAL CORPORATION
(Exact name of registrant as specified in its charter) 

         California                    95-221-1612
(State or other jurisdiction        (I.R.S. Employer
of incorporation or organization)   Identification No.)

4484 Wilshire Boulevard, Los Angeles, California 90010
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (213)937-1060

Securities registered pursuant to Section 12(b) of the Act 

Title of Class        Name of Exchange on Which Registered
--------------        ------------------------------------
Common Stock                New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act

NONE

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [_]

The aggregate market value of the Registrant's voting stock held by non- affiliates of the Registrant at March 16, 1998, was approximately $1,636,718,299 (based upon the closing sales price of such date, as reported by the Wall Street Journal).

At March 16, 1998, the Registrant had issued and outstanding an aggregate of 55,219,513 shares of its Common Stock.

Documents Incorporated by Reference

Proxy statement for the Annual Meeting of Stockholders of Registrant to be held on May 13, 1998 (only portions of which are incorporated by reference).

Mercury General Corporation is adding Exhibit 27 Financial Data Schedules to its annual report on Form 10-K for the fiscal year ended December 31, 1997, pursuant to the requirements of Item 601(c)(2)(iii) of Regulation S-K.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a) The following documents are filed as a part of this report:

3. Exhibits:

27.1 Restated Financial Data Schedule For 9 Months Ending 9/30/97

27.2 Restated Financial Data Schedule For 6 Months Ending 6/30/97

27.3 Restated Financial Data Schedule For 3 Months Ending 3/31/97

27.4 Restated Financial Data Schedule For Year Ending 12/31/96

27.5 Restated Financial Data Schedule For 9 Months Ending 9/30/96

27.6 Restated Financial Data Schedule For 6 Months Ending 6/30/96

27.7 Restated Financial Data Schedule For 3 Months Ending 3/31/96

27.8 Restated Financial Data Schedule For Year Ending 12/31/95

2

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MERCURY GENERAL CORPORATION 

                                         BY: /s/ George Joseph
                                             -----------------------
                                                George Joseph
                                         Chief Executive Officer and
                                         Chairman of the Board

June 17, 1998

3
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 9 MOS
FISCAL YEAR END DEC 31 1996
PERIOD START JAN 01 1997
PERIOD END SEP 30 1997
DEBT HELD FOR SALE 1,143,160
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 176,427
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 1,379,694
CASH 4,771
RECOVER REINSURE 0
DEFERRED ACQUISITION 56,475
TOTAL ASSETS 1,660,030
POLICY LOSSES 393,327
UNEARNED PREMIUMS 311,468
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 75,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 46,092
OTHER SE 700,106
TOTAL LIABILITY AND EQUITY 1,660,030
PREMIUMS 757,910
INVESTMENT INCOME 63,004
INVESTMENT GAINS 3,108
OTHER INCOME 3,356
BENEFITS 489,677
UNDERWRITING AMORTIZATION 164,655
UNDERWRITING OTHER 26,307
INCOME PRETAX 143,035
INCOME TAX 35,570
INCOME CONTINUING 107,465
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 107,465
EPS PRIMARY 1.96
EPS DILUTED 1.94
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 6 MOS
FISCAL YEAR END DEC 31 1996
PERIOD START JAN 01 1997
PERIOD END JUN 30 1997
DEBT HELD FOR SALE 1,074,764
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 160,462
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 1,282,163
CASH 5,771
RECOVER REINSURE 0
DEFERRED ACQUISITION 52,792
TOTAL ASSETS 1,556,589
POLICY LOSSES 377,759
UNEARNED PREMIUMS 290,924
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 75,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 44,017
OTHER SE 655,347
TOTAL LIABILITY AND EQUITY 1,556,589
PREMIUMS 490,698
INVESTMENT INCOME 40,779
INVESTMENT GAINS 833
OTHER INCOME 2,411
BENEFITS 323,200
UNDERWRITING AMORTIZATION 105,280
UNDERWRITING OTHER 15,968
INCOME PRETAX 87,837
INCOME TAX 21,126
INCOME CONTINUING 66,711
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 66,711
EPS PRIMARY 2.43
EPS DILUTED 2.41
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 3 MOS
FISCAL YEAR END DEC 31 1996
PERIOD START JAN 01 1997
PERIOD END MAR 31 1997
DEBT HELD FOR SALE 1,002,504
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 154,321
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 1,203,623
CASH 6,291
RECOVER REINSURE 0
DEFERRED ACQUISITION 50,650
TOTAL ASSETS 1,470,644
POLICY LOSSES 348,976
UNEARNED PREMIUMS 281,434
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 75,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 43,568
OTHER SE 612,655
TOTAL LIABILITY AND EQUITY 1,470,644
PREMIUMS 235,579
INVESTMENT INCOME 20,323
INVESTMENT GAINS 509
OTHER INCOME 1,305
BENEFITS 158,024
UNDERWRITING AMORTIZATION 50,502
UNDERWRITING OTHER 8,105
INCOME PRETAX 39,870
INCOME TAX 9,052
INCOME CONTINUING 30,818
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 30,818
EPS PRIMARY 1.12
EPS DILUTED 1.12
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE YEAR
FISCAL YEAR END DEC 31 1996
PERIOD START JAN 01 1996
PERIOD END DEC 31 1996
DEBT HELD FOR SALE 954,108
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 148,112
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 1,168,287
CASH 3,605
RECOVER REINSURE 0
DEFERRED ACQUISITION 46,783
TOTAL ASSETS 1,419,927
POLICY LOSSES 336,685
UNEARNED PREMIUMS 260,878
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 75,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 42,644
OTHER SE 598,578
TOTAL LIABILITY AND EQUITY 1,419,927
PREMIUMS 754,724
INVESTMENT INCOME 70,180
INVESTMENT GAINS (3,173)
OTHER INCOME 3,233
BENEFITS 501,858
UNDERWRITING AMORTIZATION 160,019
UNDERWRITING OTHER 24,493
INCOME PRETAX 136,590
INCOME TAX 30,826
INCOME CONTINUING 105,764
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 105,764
EPS PRIMARY 3.86
EPS DILUTED 3.84
RESERVE OPEN 250,990
PROVISION CURRENT 529,957
PROVISION PRIOR (3,868)
PAYMENTS CURRENT 298,099
PAYMENTS PRIOR 167,226
RESERVE CLOSE 311,754
CUMULATIVE DEFICIENCY 3,868
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 9 MOS
FISCAL YEAR END DEC 31 1995
PERIOD START JAN 01 1996
PERIOD END SEP 30 1996
DEBT HELD FOR SALE 846,880
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 127,592
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 1,017,444
CASH 3,103
RECOVER REINSURE 0
DEFERRED ACQUISITION 39,441
TOTAL ASSETS 1,197,614
POLICY LOSSES 279,033
UNEARNED PREMIUMS 201,354
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 25,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 42,012
OTHER SE 569,899
TOTAL LIABILITY AND EQUITY 1,197,614
PREMIUMS 544,116
INVESTMENT INCOME 51,220
INVESTMENT GAINS (1,000)
OTHER INCOME 981
BENEFITS 363,712
UNDERWRITING AMORTIZATION 114,741
UNDERWRITING OTHER 17,189
INCOME PRETAX 99,685
INCOME TAX 22,197
INCOME CONTINUING 77,488
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 77,488
EPS PRIMARY 2.83
EPS DILUTED 2.81
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 6 MOS
FISCAL YEAR END DEC 31 1995
PERIOD START JAN 01 1996
PERIOD END JUN 30 1996
DEBT HELD FOR SALE 797,714
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 124,732
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 957,422
CASH 4,296
RECOVER REINSURE 0
DEFERRED ACQUISITION 37,062
TOTAL ASSETS 1,129,758
POLICY LOSSES 267,372
UNEARNED PREMIUMS 188,325
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 25,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 41,709
OTHER SE 540,485
TOTAL LIABILITY AND EQUITY 1,129,758
PREMIUMS 350,817
INVESTMENT INCOME 33,880
INVESTMENT GAINS (1,072)
OTHER INCOME 675
BENEFITS 236,915
UNDERWRITING AMORTIZATION 74,419
UNDERWRITING OTHER 11,351
INCOME PRETAX 61,605
INCOME TAX 13,112
INCOME CONTINUING 48,493
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 48,493
EPS PRIMARY 1.77
EPS DILUTED 1.76
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE 3 MOS
FISCAL YEAR END DEC 31 1995
PERIOD START JAN 01 1996
PERIOD END MAR 31 1996
DEBT HELD FOR SALE 780,693
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 117,686
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 939,697
CASH 4,062
RECOVER REINSURE 0
DEFERRED ACQUISITION 35,455
TOTAL ASSETS 1,103,406
POLICY LOSSES 261,804
UNEARNED PREMIUMS 178,550
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 25,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 41,405
OTHER SE 524,045
TOTAL LIABILITY AND EQUITY 1,103,406
PREMIUMS 169,563
INVESTMENT INCOME 16,437
INVESTMENT GAINS 203
OTHER INCOME 351
BENEFITS 117,418
UNDERWRITING AMORTIZATION 35,833
UNDERWRITING OTHER 5,858
INCOME PRETAX 27,420
INCOME TAX 5,510
INCOME CONTINUING 21,910
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 21,910
EPS PRIMARY .80
EPS DILUTED .80
RESERVE OPEN 0
PROVISION CURRENT 0
PROVISION PRIOR 0
PAYMENTS CURRENT 0
PAYMENTS PRIOR 0
RESERVE CLOSE 0
CUMULATIVE DEFICIENCY 0
ARTICLE 7
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MERCURY GENERAL CORPORATION AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
RESTATED:
MULTIPLIER: 1,000


PERIOD TYPE YEAR
FISCAL YEAR END DEC 31 1995
PERIOD START JAN 01 1995
PERIOD END DEC 31 1995
DEBT HELD FOR SALE 779,783
DEBT CARRYING VALUE 0
DEBT MARKET VALUE 0
EQUITIES 114,915
MORTGAGE 0
REAL ESTATE 0
TOTAL INVEST 923,194
CASH 2,872
RECOVER REINSURE 0
DEFERRED ACQUISITION 33,809
TOTAL ASSETS 1,081,656
POLICY LOSSES 253,546
UNEARNED PREMIUMS 168,404
POLICY OTHER 0
POLICY HOLDER FUNDS 0
NOTES PAYABLE 25,000
PREFERRED MANDATORY 0
PREFERRED 0
COMMON 40,895
OTHER SE 524,293
TOTAL LIABILITY AND EQUITY 1,081,656
PREMIUMS 616,326
INVESTMENT INCOME 62,964
INVESTMENT GAINS 1,048
OTHER INCOME 1,501
BENEFITS 416,556
UNDERWRITING AMORTIZATION 128,743
UNDERWRITING OTHER 22,017
INCOME PRETAX 114,323
INCOME TAX 24,022
INCOME CONTINUING 90,301
DISCONTINUED 0
EXTRAORDINARY 0
CHANGES 0
NET INCOME 90,301
EPS PRIMARY 3.31
EPS DILUTED 3.29
RESERVE OPEN 223,392
PROVISION CURRENT 423,264
PROVISION PRIOR (6,708)
PAYMENTS CURRENT 243,294
PAYMENTS PRIOR 145,664
RESERVE CLOSE 250,990
CUMULATIVE DEFICIENCY 6,708