For its 2004 purchases USI reported it paid $44.6 million for Bertholon-Rowland Corp.; $38.6 million for Dodge, Warren & Peters Insurance Services; $30.6 million for Future Planning Associates; and $11.4 million for Benefit Partners of America, Inc.

The company said it expects the acquisitions to add more than $70.5 million in revenues in the first full year of ownership.

USI also revealed that its $123.9 million purchase of Summit Global consists of $69.3 million in cash, $26.5 million in common stock and $28 million in assumed liabilities.

The firm received a $90 million increase in its existing term loan. The increase was used to fund a portion of the Summit purchase, according to the filing.

The resignation of Thomas E. O'Neil, senior vice president and chief operating officer last month, will cost USI $1.5 million in separation payment expense. The company said it would take the expense in the first quarter of 2005.

USI delayed the filing of its 10-K while it worked through the accounting of three discontinued operations it planned to relinquish. The discontinued operations resulted in USI taking a $9.5 million impairment charge in the fourth quarter. However, the delay in filing did not result in any material changes to USI's reported earnings.

The company reported revenues of $407.2 million for 2004 and net income of $8.3 million, or 17 cents a share.

The firm said it has sold two of the three discontinued operations--its Ocala, Fla. office to Brown & Brown for more than $2 million, and Strategic Management Group to its management team for more than $1 million. It reported that it expects the sales to be completed during the first half of 2005.

On the litigation front, USI said it has received subpoenas from the attorneys general of New York, Connecticut, and Florida and an "investigative demand" from the Department of Justice in South Carolina.

The requests center around "allegations of bid rigging, tying arrangements and other fraudulent or unlawful business practices."

It has also received requests for information from "a number of state departments of insurance," but gave no additional details as to how many or which states are involved.

USI said it is cooperating with investigators and has obtained outside counsel to assist with answering question and performing an internal review.