SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

BIXBY ANGELINE I

(Last)

(First)

(Middle)

C/O KANSAS CITY LIFE INSURANCE CO

3520 BROADWAY

(Street)

KANSAS CITY

641111

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
KANSAS CITY LIFE INSURANCE CO [ KCLI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $1.25 par value	12/31/2008		J⁽¹⁾⁽²⁾	20,573	A	⁽¹⁾⁽²⁾	353,688	D
Common Stock, $1.25 par value	12/31/2008		J⁽¹⁾⁽²⁾	61,669	D	⁽¹⁾⁽²⁾	2,026,220	I	See Footnotes⁽³⁾⁽⁴⁾⁽⁵⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Effective on December 31, 2008, pursuant to the mandatory provisions of the agreement of WEB Interests, Ltd., a Texas partnership (the "Partnership"), (a) an indirect pecuniary interest in 61,666 shares of common stock, $1.25 par value of Kansas City Life Insurance Company ("Common Stock"), owned by the Partnership was transferred from Ms. Bixby in her capacity as a co-trustee of the Walter E. Bixby, Jr. Revocable Trust dated July 28, 1999, as amended ("WEB Trust"), a Class C limited partner and a general partner of the Partnership, to the Class B limited partners,

2. (cont. of footnote 1) (b) an indirect pecuniary interest in 3 shares of Common Stock owned by the Partnership was transferred from Ms. Bixby, as a general partner in her individual capacity, to certain other partners, and (c) an indirect pecuniary interest in 20,573 shares was transferred to Ms. Bixby in her capacity as the sole trustee of each of the GST Angeline I. O'Connor Trust and the Issue Trust for Angeline I. O'Connor (collectively, the "AIO Trusts") and the WEB Trust, each as a Class B limited partner and Class A limited partner, from certain other partners;

3. As a general partner of the Partnership, Ms. Bixby shares with the WEB Trust (a general partner of the Partnership) and the other trustees of the WEB Trust (each of whom is also a general partner of the Partnership) the power to dispose of all of the 2,358,340 shares of Common Stock owned by the Partnership. Ms. Bixby disclaims beneficial ownership in all but 2,026,220 shares owned by the Partnership as she has a pecuniary interest in only such shares. These shares include: (a) 1,860,160 shares for which Ms. Bixby as a limited partner and a general partner of the Partnership, in her capacity as a beneficiary of the WEB Trust, has an indirect pecuniary interest, (b) 190 shares for which Ms. Bixby as an individual general partner of the Partnership has an indirect pecuniary interest, and (c) 165,870 shares for which Ms. Bixby as a limited partner, in her capacity as the sole trustee of each of the AIO Trusts, has an indirect pecuniary interest;

4. As co-trustee of the Walter E. Bixby Descendents Trust, Ms. Bixby shares the power to dispose of 395,785 shares of Common Stock owned by this trust, but she disclaims beneficial ownership of these shares as she has no pecuniary interest in these shares; and

5. As reported on a Schedule 13D filed by the Bixby family group with the Securities and Exchange Commission on November 2, 2004, the sole voting power for all the shares described herein is held by Mr. Lee M. Vogel pursuant to a Voting Agreement dated October 31, 2004.

	Angeline I. Bixby	02/10/2009
	** Signature of Reporting Person	Date
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).
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