UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 20, 2004
HALLMARK FINANCIAL SERVICES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
0-16090 87-0447375
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(Commission File Number) (IRS Employer Identification No.)
777 Main Street, Suite 1000, Fort Worth, Texas 76102
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(Address of Principal Executive Offices) (Zip Code)
817-348-1600
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On December 20, 2004, Hallmark General Agency, Inc. ("HGA"), a wholly-
owned subsidiary of the Registrant, entered into a new General Agency
Agreement with Clarendon National Insurance Company ("Clarendon"). Pursuant
to this agreement, which is retroactive to July 1, 2004, HGA will produce
and administer insurance policies underwritten by Clarendon. The new
agreement supersedes a similar agreement between the parties in effect since
August 15, 2001. The new agreement includes revised compensation provisions
which increase HGA's participation in Clarendon's underwriting results
for the business produced by HGA. The agreement also includes collateral
requirements to secure commission advances under the participation
arrangements. Other than the participation arrangements and collateral
requirements, the new agreement is not materially changed from the prior
agreement.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits.
Exhibit 10.1 - General Agency Agreement between Hallmark General Agency,
Inc. and Clarendon National Insurance Company executed December
20, 2004, to be effective as of July 1, 2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned duly authorized.
HALLMARK FINANCIAL SERVICES, INC.
Date: December 21, 2004 By: /s/ Mark J. Morrison
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Mark J. Morrison, Chief Financial Officer