THIS SETTLEMENT AGREEMENT (the "Agreement") is made and entered into effective as of December 31,
1999, by and among CAPITOL INDEMNITY CORPORATION, a Wisconsin corporation ("Capitol
Indemnity"), GEORGE A. FAIT ("George Fait"), President of Capitol Indemnity, JOEL G. FAIT ("Joel Fait"),
an officer of Capitol Indemnity, SECURITY NATIONAL FINANCIAL CORPORATION, a Utah
Corporation ("Security National"), SECURITY NATIONAL LIFE INSURANCE COMPANY, a Utah
corporation and a wholly-owned subsidiary of Security National, SOUTHERN SECURITY LIFE
INSURANCE COMPANY, a Florida corporation ("Southern Security") and SSLIC HOLDING COMPANY,
a Florida corporation, formerly known as CONSOLIDARE ENTERPRISES, INC. ("Consolidare").
WHEREAS, Capitol Indemnity, George Fait and Joel Fait are currently shareholders of Southern Security, with
Capitol Indemnity the owner of 151,871 shares of common stock ("Common Stock") of Southern Security,
George Fait the owner of 33,000 shares of Common Stock of Southern Security, and Joel Fait the owner of
2,000 shares of Common Stock of Southern Security (hereinafter collectively referred to as the "Shares");
WHEREAS, on November 4, 1998, Capitol Indemnity and the State of Idaho, Department of Insurance, as
Rehabilitator for Universe Life Insurance Company, an Idaho corporation, instituted an action against
Consolidare and George Pihakis, Samuel P. Brewer, Stephen Reck, A. Thomas Frank, Frank A. Hulet, C.
Wesley Johnston, Lewis E. Kassis, Robert L. Martin, Charles W. Mullenix, Ferris S. Ritchey, Jr., John M.
Roehm, David C. Thompson, Nikki Clark and Lloyd Zobrist (collectively, the "Individual Defendants"), that
action being styled and denominated as Capitol Indemnity Corp., et al. v. Consolidare Enterprises, Inc., et al.,
Case No. 98-2286-CA-16-K, pending in the Circuit Court of the Eighteenth Judicial Circuit, Seminole County
WHEREAS, on December 17, 1998, Security National through its wholly-owned subsidiary, Security National