Security Capital Corporation Announces Results for the First Quarter of 2006

Security Capital Corporation (AMEX: SCC) (the "Company")
announced results for the first quarter ended March 31, 2006. Dollar
amounts are in thousands, except per share amounts.
   Due to the previously announced sale of our 91.52% interest (on a
fully diluted basis) in our Primrose Holdings, Inc. ("Primrose")
subsidiary on March 31, 2006, the discussion in this release and the
attached financial statement schedules present the results of
operations and cash flows of Primrose for the three months ended March
31, 2006 and 2005, and the financial condition of Primrose at December
31, 2005, as discontinued operations. The Company's remaining
operating segment reported as continuing operations is the Employer
Cost Containment and Health Services segment, composed of the
operations of WC Holdings, Inc. ("WC").
   We continue to pursue the sale of the WC business and the balance
of the Company and are currently considering offers for our interest
in WC and the balance of the Company. We expect to enter into a
definitive agreement for the sale of WC and the balance of the Company
during the second quarter of 2006.
   Revenues for the Employer Cost Containment and Health Services
segment for the three months ended March 31, 2006 increased $5,727, or
18%, to $37,312 compared to revenues of $31,585 for the three months
ended March 31, 2005. The increase was driven by revenues of $3,487
from Caronia Corporation ("Caronia"). Caronia was acquired on March
31, 2005, and therefore, the revenues of Caronia were not included in
revenues for the three months ended March 31, 2005, but were included
in revenues beginning with the second quarter of 2005. The remaining
increase can be attributed to the revenue contribution of service
contracts entered into during 2005.
   Selling, general and administrative expenses ("SG&A") for the
three months ended March 31, 2006 increased $3,446, or 12%, to $32,321
compared to SG&A of $28,875 for the three months ended March 31, 2005.
The increase was driven by the SG&A from Caronia of $2,674, an
increase in salaries and benefits of approximately $1,830 due to
increased personnel to service the growth in customers, higher rent
and office expense of $400 due to the leasing of additional office
facilities and equipment due to the growth in customers, and legal
costs of $200 associated with the settlement of litigation. The first
quarter of 2005 included $2,100 of expenses associated with an
internal investigation.
   Depreciation and amortization expense ("D&A") increased $335, or
38%, to $1,228 for the three months ended March 31, 2006 compared to
$893 for the three months ended March 31, 2005. The increase was
primarily due to D&A of $281 from Caronia and the additional
depreciation expense from asset additions placed in service during
2005.
   Interest expense increased by $194, or 45%, to $624 for the three
months ended March 31, 2006 compared to $430 for the three months
ended March 31, 2005. The increase in interest expense was primarily
due to higher average outstanding borrowings during the three months
ended March 31, 2006 compared to the three months ended March 31,
2005. In connection with the acquisition of Caronia, on March 31, 2005
WC obtained a $40,500 five-year, fully-amortizing term loan.
   Income tax expense was $1,217 and $679 for the three months ended
March 31, 2006 and 2005, respectively, representing an overall
effective tax rate of 37.6% and 44.5%, respectively.
   Income from discontinued operations was $448 and $1,013 for the
three months ended March 31, 2006 and 2005, respectively. Discontinued
operations for the three months ended March 31, 2006 also included a
gain from the sale of Primrose of $36,566.
   Earnings per basic and diluted share from continuing operations
were $0.24 per share for the three months ended March 31, 2006
compared to $0.09 per share in the three months ended March 31, 2005.
Earnings per basic and diluted share from discontinued operations were
$5.42 and $5.37, respectively, for the three months ended March 31,
2006 compared to $0.15 and $0.14, respectively, for the three months
ended March 31, 2005. The gain on the sale of Primrose contributed
$5.35 and $5.30 to earnings per basic and diluted share, respectively,
from discontinued operations for the three months ended March 31,
2006.
   During the three months ended March 31, 2006, the Company issued
378,000 shares of Class A Common Stock pursuant to stock option
exercises. The options were exercised at a weighted average exercise
price of $8.78. The Company also issued an additional 105,502 shares
of Class A Common Stock subsequent to March 31, 2006 pursuant to stock
option exercises. The weighted average exercise price of options
exercised subsequent to March 31, 2006 was $8.86.
   WC is a majority-owned subsidiary that provides cost containment
services relative to direct and indirect costs of corporations and
their employees primarily relating to industrial health and safety,
industrial medical care and workers' compensation insurance. WC's
activities are primarily centered in Ohio, California, Virginia,
Maryland, Texas, Michigan, Florida, Washington, Minnesota and New
York.

   This filing contains "forward-looking" statements within the
meaning of the "safe harbor" provisions of the Private Litigation
Reform Act of 1995. Such statements are based on management's current
expectations and are subject to a number of factors and uncertainties
which could cause actual results to differ materially from those
described in the forward-looking statements. Such factors and
uncertainties include, but are not limited to: future legislative
changes which could impact the laws governing workers' compensation
and medical malpractice insurance in the various states in which the
Company's employer cost containment and health services segment
operates, the Company's ability to enhance its existing services and
successfully introduce and market new services, new service
developments by the Company's competitors, market acceptance of new
services of both the Company and its competitors, competitive
pressures on prices, the ability to attract and retain qualified
personnel, interest rates, the effects on the Company of an event of
default under the Company's loan agreement and decisions relative to
and the outcome of the Company's formal sale process.

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Index of Schedules

Schedule 1   Unaudited Condensed Consolidated Balance Sheets at March
              31, 2006 and December 31, 2005

Schedule 2   Unaudited Condensed Consolidated Statements of Income for
              the Three Months Ended March 31, 2006 and 2005

Schedule 3   Unaudited Condensed Consolidated Statements of Cash Flows
              for the Three Months Ended March 31, 2006 and 2005



                                                            Schedule 1

Security Capital Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(unaudited)

                                                   March 31,  Dec. 31,
(in thousands, except share and per share amounts)    2006      2005
                                                  --------------------

                      ASSETS

Current assets:
Cash and cash equivalents                         $  91,145  $  8,940
Accounts receivable, net                             20,026    21,124
Deferred income taxes.                                1,244     1,244
Other current assets                                  1,496     1,580
Current assets of discontinued operations                --     7,425
                                                  --------------------
   Total current assets                             113,911    40,313
Property and equipment, net                           8,032     8,282
Goodwill, net                                        55,727    55,727
Identified intangible assets, net                    11,769    12,358
Deferred income taxes                                   668       668
Other assets                                          1,445     1,055
Non-current assets of discontinued operations            --    23,371
                                                  --------------------
   Total assets                                   $ 191,552  $141,774
                                                  --------------------

       LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable                                  $     271  $  2,171
Accrued expenses and other liabilities               11,776    12,013
Income taxes payable                                 21,764     6,784
Unearned revenue                                     28,531    25,239
Current portion of long-term debt                     9,674     9,674
Current liabilities of discontinued operations           --     4,303
                                                  --------------------
   Total current liabilities                         72,016    60,184
Long-term debt                                       22,726    24,751
Other long-term obligations                           2,297     2,465
Non-current liabilities of discontinued operations       --     3,182
Minority interests                                    3,971     3,637

Commitments and contingencies

Stockholders' equity:
Common stock, $0.01 par value, 7,500 shares
 authorized; 380 shares issued and outstanding           --        --
Class A common stock, $0.01 par value, 10,000,000
 shares authorized; 7,156,309 shares issued,
 7,148,587 shares outstanding                            71        68
Additional paid-in capital                           71,252    67,010
Retained earnings (accumulated deficit)              19,070   (19,632)
Accumulated other comprehensive income                  234       194
Less: treasury stock, at cost, 7,722 shares             (85)      (85)
                                                  --------------------
   Total stockholders' equity                        90,542    47,555
                                                  --------------------
   Total liabilities and stockholders' equity     $ 191,552  $141,774
                                                  --------------------


                                                            Schedule 2

Security Capital Corporation and Subsidiaries
Condensed Consolidated Statements of Income
(unaudited)

                                                  For the Three Months
                                                     Ended March 31,
                                                  --------------------
(in thousands, except per share amounts)             2006       2005
                                                  --------------------

Revenues.                                         $  37,312  $ 31,585

Selling, general and administrative expenses         32,321    28,875
Depreciation and amortization                         1,228       893
                                                  --------------------
    Operating income                                  3,763     1,817
Interest expense                                       (624)     (430)
Other income, net                                       100       139
                                                  --------------------
    Income from continuing operations before
     income taxes, minority interest
    and gain on sale of subsidiary                    3,239     1,526
Income tax expense                                   (1,217)     (679)
Minority interest in income of consolidated
 subsidiary                                            (334)     (260)
                                                  --------------------
    Income from continuing operations                 1,688       587
Income from discontinued operations (net of tax of
 $233 in 2006 and $589 in 2005)                         448     1,013
Gain on sale of discontinued operations (net of
 tax of $17,614)                                     36,566        --
                                                  --------------------
    Net income                                    $  38,702  $  1,600
                                                  --------------------

Basic earnings per common share:
Earnings from continuing operations               $    0.24  $   0.09
Earnings from discontinued operations                  5.42      0.15
                                                  --------------------
    Total                                         $    5.66  $   0.24
                                                  --------------------
Diluted earnings per common share:
Earnings from continuing operations               $    0.24  $   0.09
Earnings from discontinued operations                  5.37      0.14
                                                  --------------------
    Total                                         $    5.61  $   0.23
                                                  --------------------
Basic weighted average shares used in computation     6,833     6,579
                                                  --------------------
Diluted weighted average shares used in
 computation                                          6,895     6,651
                                                  --------------------


                                                            Schedule 3


Security Capital Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(unaudited)


                                                  For the Three Months
                                                     Ended March 31,
                                                  --------------------
(in thousands)                                       2006      2005
                                                  --------------------
Cash flows from operating activities:
Net income                                        $ 38,702   $  1,600
Adjustments to reconcile net income to net cash
 provided by operating activities:
Income from discontinued operations                   (448)    (1,013)
Gain on sale of discontinued operations            (36,566)        --
Stock-based compensation                                77         --
Depreciation                                           639        527
Amortization                                           589        366
Minority interest in income of consolidated
 subsidiary                                            334        260
Amortization of deferred financing costs                48         41
Allowances for doubtful accounts                        63         80
Unrealized gain on derivative                           --        (93)
Changes in operating assets and liabilities, net
 of effects of acquisition:
   Decrease in accounts receivable                   1,035      3,263
   Increase in other assets                           (353)       (50)
   Increase in unearned revenue                      3,292      2,766
   Decrease in accounts payable, accrued
    expenses and other liabilities                  (4,567)    (1,723)
   Cash flow from discontinued operations              853       (100)
                                                  --------------------
       Net cash provided by operating activities     3,698      5,924
Cash flows from investing activities:
Net proceeds from sale of subsidiary                76,753         --
Capital expenditures                                  (389)      (433)
Acquisition (net of acquired cash of $2,611 in
 2005)                                                  --    (13,449)
                                                  --------------------
       Net cash provided by (used in) investing
        activities                                  76,364    (13,882)
Cash flows from financing activities:
Proceeds from long-term borrowings (net of
 deferred financing costs of $141)                      --     40,359
Repayments of long-term borrowings                  (2,025)   (24,929)
Proceeds from employee stock option exercises        3,325      1,960
Tax benefit of stock option exercises                  843         --
                                                  --------------------
       Net cash provided by financing activities     2,143     17,390
                                                  --------------------

Increase in cash and cash equivalents               82,205      9,432
Cash and cash equivalents, beginning of period       8,940     10,400
                                                  --------------------
Cash and cash equivalents, end of period          $ 91,145   $ 19,833
                                                  --------------------

Supplemental cash flow information:
   Noncash investing activities
       Accrued transaction costs related to
        acquisition                               $     --   $    736

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