Sec Form 4 Filing - FIRST SOUTHERN BANCORP INC @ UTG INC - 2012-08-27

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person FIRST SOUTHERN BANCORP INC 2. Issuer Name and Ticker or Trading Symbol UTG INC [ UTGN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) P O BOX 328, 99 LANCASTER STREET 3. Date of Earliest Transaction (MM/DD/YY) 08/27/2012 (Street) STANFORD, KY40484 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 08/27/2012 X 24,160 D $ 10 204,909 D ( 1 ) Common Stock 08/27/2012 X 75,840 D $ 10 1,201,876 I By First Southern Holdings, LLC ( 2 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Call Option (obligation to sell) $ 10 08/27/2012 X 100,000 08/27/2009 08/27/2012 Common Stock 100,000 $ 0 0 D ( 1 ) Call Option (obligation to sell) $ 10 08/27/2012 X 100,000 08/27/2009 08/27/2012 Common Stock 100,000 $ 0 0 I See footnote 2

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FIRST SOUTHERN BANCORP INC P O BOX 328 99 LANCASTER STREET STANFORD, KY40484 X Signatures /s/ Jill Martin, Secretary 08/29/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 27, 2009, First Southern Bancorp, Inc. (FSB) and First Southern Holdings, LLC (FSH), individually and collectively, granted call options under which a total of 200,000 shares of the Issuer's common stock could be purchased. Under the terms of the options, FSB and FSH, in their sole discretion, could determine the number of shares each of them would sell to the exercising optionee. On August 26, 2011, the holders of the options exercised the options with respect to a total of 100,000 shares of the Issuer's common stock. On August 27, 2012, the holders of the options exercised the remaining options with respect to a total of 100,000 shares of the Issuer's common stock which consisted of 75,840 shares from FSH and 24, 160 shares from FSB. ( 2 )On August 27, 2009, FSB and FSH, individually and collectively, granted call options under which a total of 200,000 shares of the Issuer's common stock could be purchased. Under the terms of the options, FSB and FSH, in their sole discretion, could determine the number of shares each of them would sell to the exercising optionee. On August 26, 2011, the holders of the options exercised the options with respect to a total of 100,000 shares of the Issuer's common stock. On August 27, 2012, the holders of the options exercised the remaining options with respect to a total of 100,000 shares of the Issuer's common stock which consisted of 75,840 shares from FSH and 24,160 shares from FSB.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.