Prospectus excerpt:  Each TOPrS will have a stated liquidation amount of $25 and will represent a beneficial interest in the assets of Torchmark Capital Trust III (ÙCapital Trust IIIˆ), a Delaware statutory trust. Distributions on the TOPrS will be cumulative and will be payable quarterly, beginning on September 1, 2006 at a rate of 7.100% of the stated liquidation amount per year, or approximately $1.775 per TOPrS per year. Torchmark Corporation (ÙTorchmarkˆ), a Delaware corporation, will own all the common securities issued by Capital Trust III.

Torchmark will guarantee the payments of the distributions on the TOPrS to the extent described in this prospectus supplement and the accompanying prospectus.

The assets of Capital Trust III will consist solely of Torchmark?s junior subordinated debentures maturing on June 1, 2046 (the Ùdebenturesˆ). Torchmark will pay interest on the debentures at the rate of 7.100% per year on March 1, June 1, September 1 and December 1 of each year, beginning on September 1, 2006, except that it may defer interest payments as described in this prospectus supplement. Any deferred interest on the debentures will accrue additional interest at an annual rate of 7.100%, compounded quarterly, to the extent permitted by law. If Torchmark defers interest payments on the debentures, Capital Trust III will defer distribution payments on the TOPrS for the same deferral period. Any deferred distributions on the TOPrS will accumulate additional distributions at an annual rate of 7.100%, compounded quarterly, to the extent permitted by law.