##### Table of Contents



UNITED
    STATES SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
    20549
      Form 10-K
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31, 2006oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission file number 0-27662
  IPC
    Holdings, Ltd. (Exact
    name of registrant as specified in its charter)
  Bermuda

Not Applicable(State or other jurisdiction
    of
    incorporation or organization)

(I.R.S. Employer
    Identification No.)   American
    International Building, 29 Richmond Road, Pembroke, HM 08,
    Bermuda (Address
    of principal executive offices) (Zip Code)
  (441) 298-5100
 Registrants telephone
    number,
 including area code:
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredCommon Shares, par value
    $0.01 per share

NASDAQ Global Select
    Market   Securities
    registered pursuant to section 12(g) of the Act:
 Series A
    Mandatory Convertible Preferred Shares, par value $0.01 per
    share
 (Title of class)
  þ o
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  þ o o
  Rule 12b-2 o þ




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##### Table of Contents



DOCUMENTS
    INCORPORATED BY REFERENCE
  Form 10-K. Form 10-K.
  Form 10-K. Form 10-K.
 1




---



##### 



IPC
    HOLDINGS, LTD.
  TABLE OF
    CONTENTS
  PageItem



NumberPART I1.


Business
    .


31A.


Risk
    Factors.


271B.


Unresolved Staff
    Comments


362.


Properties


363.


Legal Proceedings


364.


Submission of
    Matters to a Vote of Security Holders


36PART II5.


Market for
    Registrants Common Equity, Related Stockholder Matters and
    Issuer Purchases of Equity Securities


376.


Selected Financial
    Data


397.


Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations .


407A.


Quantitative and
    Qualitative Disclosures about Market Risk


408.


Financial
    Statements and Supplementary Data.


409.


Changes in and
    Disagreements with Accountants on Accounting and Financial
    Disclosure


419A.


Controls and
    Procedures


419B.


Other
    Information


43PART III10.


Directors and
    Executive Officers of the Registrant


4311.


Executive
    Compensation


4312.


Security Ownership
    of Certain Beneficial Owners and Management and Related
    Stockholder Matters


4313.


Certain
    Relationships and Related Transactions


4414.


Principal
    Accountant Fees and Services


44PART IV15.


Exhibits and
    Financial Statement Schedules


44EX-11.1: STATEMENT RE COMPUTATION OF PER SHARE EARNINGSEX-12.1: STATEMENT OF COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGESEX-13.1: PORTIONS OF THE ANNUAL REPORTEX-21.1: SUBSIDIARIESEX-23.1: CONSENT OF KPMGEX-31.1: CERTIFICATIONEX-31.2: CERTIFICATIONEX-32.1: CERTIFICATIONEX-32.2: CERTIFICATION   2




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##### Table of Contents



PART I  Special
    Note Regarding Forward-Looking Information
  and/or and/or and/or
    Item 1.
    Business  Overview
  property-per-risk non-U.S. clients
 3




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##### Table of Contents



Internet Address: www.ipcre.bm www.ipcre.bm/financials/quarterly-index.html. Form 10-K, Form 10-Q Form 8-K
  Recent
    Industry and Legislative Developments
     4




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##### Table of Contents



15-20%
         5




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##### Table of Contents



U.S.-based
  Business
    Strategy
      Disciplined Risk Management.
  Capital-Based Exposure Limits.
  Client Selection and Profile.
 6




---



##### Table of Contents



Capital Management and Shareholder Returns.
  Disciplined Investment Management.
  Business
  General. property-per-risk
     7




---



##### Table of Contents



Excess of Loss Reinsurance Contracts.
      Year Ended December 31,2006


2005


2004Percentage





Percentage





Percentageof





of





ofType of Reinsurance

Premiums


Premiums


Premiums


Premiums


Premiums


PremiumsAssumed

Written


Written


Written


Written


Written


Written(In thousands)





(In thousands)





(In thousands)Catastrophe excess of loss

$
349,861



82.7
%

$
285,264



83.1
%

$
291,087



84.2
%Risk excess of loss


11,289



2.7
%


10,040



2.9
%


9,851



2.8
%Retrocessional reinsurance


44,576



10.5
%


26,458



7.7
%


20,552



5.9
%Aviation


7,833



1.8
%


9,618



2.8
%


15,099



4.4
%Other


9,579



2.3
%


11,858



3.5
%


9,313



2.7
%Total

$
423,138



100.0
%

$
343,238



100.0
%

$
345,902



100.0
%   Form 10-K.
  Catastrophe Excess of Loss
    Reinsurance.
  Risk Excess of Loss Reinsurance. loss-per-event
  Retrocessional Reinsurance.
 8




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##### Table of Contents



Aviation Reinsurance.
  Other Lines of Business.
  Policy Features.
  Underwriting Services.
  Geographic
    Diversification
       9




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##### Table of Contents



Year Ended December 31,2006


2005


2004Percentage





Percentage





Percentageof





of





ofGeographic

Premiums


Premiums


Premiums


Premiums


Premiums


PremiumsArea(1)

Written


Written


Written


Written


Written


Written(In thousands)





(In thousands)





(In thousands)United States

$
205,866



48.7
%

$
136,331



39.7
%

$
130,327



37.7
%Worldwide(2)


58,293



13.8
%


66,260



19.3
%


56,115



16.2
%Worldwide (excluding the U.S.)(3)


9,106



2.1
%


5,419



1.6
%


7,082



2.1
%Europe


107,920



25.5
%


94,183



27.4
%


108,377



31.3
%Japan


22,907



5.4
%


24,395



7.1
%


20,439



5.9
%Australia and New Zealand


15,595



3.7
%


14,647



4.3
%


20,418



5.9
%Other


3,451



0.8
%


2,003



0.6
%


3,144



0.9
%Total

$
423,138



100.0
%

$
343,238



100.0
%

$
345,902



100.0
%       (1)
    
    Except as otherwise noted, each of these categories includes
    contracts that cover risks primarily located in the designated
    geographic area.(2)
    
    Includes contracts that cover risks primarily in two or more
    geographic zones, including the United States.(3)
    
    Includes contracts that cover risks primarily in two or more
    geographic zones, excluding the United States. 10




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##### Table of Contents



Aggregate Limit of Liability at January 1,Geographic Area

2007


2006


2005(In thousands)


(In thousands)


(In thousands)United StatesNew England

$
1,170,011


$
1,062,731


$
1,087,617Atlantic


1,168,499



1,084,192



1,098,190Gulf


1,082,124



1,040,028



1,053,427North Central


1,124,824



1,050,960



1,075,801Mid West


1,087,171



1,015,877



1,034,271West


1,113,517



1,029,394



1,048,816Alaska


944,022



719,948



669,674Hawaii


909,927



645,433



601,819Total United States(1)


1,247,219



1,215,760



1,301,813Canada


396,461



202,807



216,977Worldwide(2)


39,000



261,541



272,039Worldwide (excluding the U.S.)(3)


29,065



68,388



81,417Northern Europe


970,220



1,055,449



992,525Japan


315,925



291,190



275,210Australia and New Zealand


326,535



309,225



312,950       (1)
    
    The United States in aggregate is not a zone. The degree of
    double-counting in the 8 U.S. zones is
    illustrated by the relation of the aggregate in-force limit of
    liability for the United States compared to the individual
    limits of liability in the 8 zones.(2)
    
    Includes contracts that cover risks primarily in two or more
    geographic zones, including the United States.(3)
    
    Includes contracts that cover risks primarily in two or more
    geographic zones, excluding the United States.      Underwriting
    and Program Limits
   11




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##### Table of Contents



® ®
  non-U.S. business,
      Retrocessional
    Reinsurance Purchased
   12




---



##### Table of Contents



and/or
    Marketing
    non-U.S. markets
     13




---



##### Table of Contents



Reserves
    for Losses and Loss Adjustment Expenses
    ®
   14




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##### Table of Contents



2006


2005


2004(In thousands)


(In thousands)


(In thousands)Gross loss reserves, beginning of
    the year

$
1,072,056


$
274,463


$
123,320Loss reserves recoverable,
    beginning of the year


(1,054
)


(5,006
)


(1,810
)Total net reserves, beginning of
    year


1,071,002



269,457



121,510Net losses incurred related to:Current year


24,697



1,017,495



229,112Prior years


33,808



55,167



(13,504
)Total incurred losses


58,505



1,072,662



215,608Net paid losses related to:Current year


(3,248
)


(96,705
)


(33,967
)Prior years


(582,248
)


(170,399
)


(34,740
)Total paid losses


(585,496
)


(276,104
)


(68,707
)Effect of foreign exchange
    movements


2,627



(4,013
)


1,046Total net reserves, end of year


546,638



1,071,002



269,457Loss reserves recoverable, end of
    year


1,989



1,054



5,006Gross loss reserves, end of year

$
548,627


$
1,072,056


$
274,463      15




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##### Table of Contents



Year Ended December 31,

1996


1997


1998


1999


2000


2001


2002


2003


2004


2005


2006(In millions of U.S. dollars)Gross reserve for
    losses & loss adjustment expenses


28.5



27.5



52.0



111.8



60.1



162.1



119.5



123.3



274.4



1,072.1



548.61 year later


28.1



33.7



65.2



146.9



62.4



169.0



136.9



110.7



327.1



1,107.92 years later


26.1



33.3



65.2



143.1



60.3



178.1



131.0



111.1



323.93 years later


25.3



31.5



60.8



142.6



60.8



174.4



128.3



105.74 years later


24.2



29.3



60.9



143.1



60.2



172.5



124.25 years later


23.8



29.2



60.8



143.3



59.5



169.26 years later


23.6



29.3



62.2



142.6



58.57 years later


23.7



30.8



61.3



141.98 years later


23.6



30.1



61.59 years later


23.6



30.010 years later


23.6Cumulative gross paid losses1 year later


13.9



15.2



37.3



97.7



24.4



79.7



47.9



35.7



176.7



582.52 years later


18.7



23.0



50.0



116.7



39.5



115.2



75.7



59.2



229.63 years later


21.1



25.0



52.0



126.9



44.3



130.6



89.9



69.24 years later


21.3



25.8



53.6



130.6



49.4



143.5



98.05 years later


21.9



26.0



54.4



134.2



51.4



150.46 years later


22.1



26.2



56.8



136.0



52.27 years later


22.2



27.9



57.2



136.48 years later


22.3



27.9



57.39 years later


22.3



27.910 years later


22.4Gross reserve for losses and loss
    adjustment expenses


28.5



27.5



52.0



111.8



60.1



162.1



119.5



123.3



274.4



1,072.1Gross liability re-estimated


23.6



30.0



61.5



141.9



58.5



169.2



124.2



105.7



323.9



1,107.9Cumulative redundancy (deficiency)
    on gross reserves


4.9



(2.5
)


(9.5
)


(30.1
)


1.6



(7.1
)


(4.7
)


17.6



(49.5
)


(35.8
)    16




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##### Table of Contents



Investments
  General. non-U.S. corporations non-U.S. dollar
    December 31,Type of Investment

2006


2005(In thousands)Fixed Maturities available for saleU.S. Government and
    government agencies

$
281,921


$
324,175Other governments


205,963



293,961Corporate


1,084,010



1,179,317Supranational entities


247,667



201,1531,819,561



1,998,606Equities, available for sale


577,549



530,127Cash and cash equivalents


88,415



31,113$
2,485,525


$
2,559,846   other-than-temporary, other-than-temporary
    
    The extent of decline in value
    The length of time the security is below cost
    The future prospects of the issuer, or in the case of mutual
    funds, the future prospects of the fund
    Whether the decline appears to be related to general market or
    industry conditions, or is issuer-specific
    Our intent and ability to hold the security
    Other qualitative and quantitative factors 17




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##### Table of Contents



Maturity and Duration of Portfolio
    December 31,2006


2005(In thousands)Due in one year or less

$
146,864


$
406,649Due after one year through five
    years


1,161,390



1,293,991Due after five years through ten
    years


511,307



297,966$
1,819,561


$
1,998,606   Quality of Debt Securities in Portfolio.
    December 31,2006


2005Cash and cash equivalents


4.6
%


1.5
%U.S. Government and
    government agencies


14.8
%


16.0
%AAA


35.2
%


32.3
%AA


23.1
%


29.5
%A


21.8
%


20.2
%BBB


0.5
%


0.5
%100
%


100.0
%     Equities.
   18




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##### Table of Contents



Real Estate.
  Foreign Currency Exposure. non-U.S. dollar non-U.S. dollar non-U.S. dollar
  Derivatives.
  Investment Advisory and Custodial
    Services.
  Competition
     19




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##### Table of Contents



rd th
    Employees
      Regulation
  Bermuda 
    The Insurance Act of 1978, as amended, and Related Regulations
    (the Insurance Act).
  day-to-day
 20




---



##### Table of Contents



sub-committees
    Classification of Insurers.
  Cancellation of Insurers
    Registration.
  Principal Representative.
  Independent Approved Auditor.
  Loss Reserve Specialist.
  Statutory Financial Statements.
 21




---



##### Table of Contents



Annual Statutory Financial Return.
  Minimum Solvency Margin and Restrictions on Dividends and
    Distributions.
                     22




---



##### Table of Contents



Minimum Liquidity Ratio.
  Supervision, Investigation and
    Intervention.
  and/or
  Disclosure of Information.
  Notification by shareholder controller of new or increased
    control.
  Objection to existing shareholder
    controller.
  Certain Other Considerations.
 23




---



##### Table of Contents



United
    States
        European
    Union
   24




---



##### Table of Contents



Certain
    United States Federal Income Tax Considerations
  The discussion below is only a general summary of certain
    United States federal income tax considerations that are
    relevant to certain holders of common shares of IPC Holdings and
    of Series A Mandatory Convertible preferred shares of IPC
    Holdings. It does not address all tax considerations that may be
    relevant to holders of these shares nor does it address tax
    considerations that may be relevant to certain holders of these
    shares. Investors and prospective investors should consult their
    own tax advisors concerning federal, state, local and
    non-U.S. tax
    consequences of ownership and disposition of these shares.
  Dividends. 121-day
      Taxation of IPCBDA.
    Controlled Foreign Corporation Rules.
 25




---



##### Table of Contents



Related Person Insurance Income Rules.
  and/or
   26




---



##### Table of Contents



Adjustments to Conversion Rate.
  Conversion of Series A Mandatory Convertible preferred
    shares.
  Tax-Exempt Shareholders.
  Item 1A.
    Risk
    Factors  Risks
    Related to Our Business
  We face a variety of risks that are substantial and inherent
    in our business, including catastrophe, market, liquidity,
    credit, operational, legal and regulatory risks. Our business,
    by its nature, does not produce predictable earnings. The
    following are some of the more important factors that could
    affect our business.
  The
    occurrence of severe catastrophic events may cause our financial
    results to be volatile.
   27




---



##### Table of Contents



The
    failure of any of the loss limitation methods we employ could
    have a material adverse effect on our financial condition or our
    results of operations.
  excess-of-loss
  Establishing
    reserves for catastrophes is an inherently uncertain process
    and, if we are required to greatly increase our loss reserves,
    our operating results may significantly decrease.
        Uncertainty
    related to estimated losses from hurricanes Katrina, Rita and
    Wilma may further materially impact our financial results. As of
    December 31, 2006, we estimated that the ultimate aggregate
    losses
 28




---



##### Table of Contents



from hurricanes Katrina, Rita and Wilma was
    $1,005 million. The impact of these events may materially
    increase as our ultimate liability is adjusted.
        We are
    rated by A.M. Best and S & P, and a decline in
    these ratings could affect our standing among customers and
    cause our sales and earnings to decrease.
  rd th and/or
  The
    reinsurance business is historically cyclical, and we have
    experienced, and can expect to experience in the future, periods
    with excess underwriting capacity and unfavorable
    premiums.
   29




---



##### Table of Contents



and/or
  If IPC
    Holdings subsidiary, IPCRe, is unable to obtain the
    necessary credit we may not be able to offer reinsurance in the
    United States.
    Hurricane
    Katrina or other significant catastrophes may result in
    political, regulatory or industry initiatives which could
    adversely affect our business.
    
    Providing insurance and reinsurance capacity in markets that we
    target;
    Requiring our participation in industry pools or guaranty
    associations;
    Expanding the scope of coverage under existing insurance
    policies following hurricane Katrina;
    Regulating the terms of insurance
    and/or
    reinsurance policies; or
    Disproportionately benefiting the companies of one country over
    those of another.    IPC
    Holdings is a holding company, and consequently, it is dependent
    on IPCRes and IPCUSLs payments of cash dividends or
    making of loans.
   30




---



##### Table of Contents



Changes
    in the regulatory scheme under which we operate could result in
    material adverse effects on our operations.
          We are
    dependent on the business provided to us by reinsurance brokers,
    and we may be exposed to liability for brokers failure to
    make payments to clients for their claims.
   31




---



##### Table of Contents



We are
    dependent on a small number of key employees.
      A
    significant amount of our assets is invested in fixed income and
    equity securities that are subject to market
    volatility.
    Increases
    in interest rates or fluctuations in currency exchange rates may
    cause us to experience losses.
     32




---



##### Table of Contents



Risks
    Related to Our Shares
  We are
    a Bermuda company and it may be difficult for you to enforce
    judgements against us or our directors and executive
    officers.
    The
    rights of holders of our shares are governed by Bermuda law,
    which differs from U.S. law, and our bye-laws restrict
    shareholders from bringing legal action against our officers and
    directors.
      There
    are limitations on the ownership, transfers and voting rights of
    our shares.
     33




---



##### Table of Contents



Schedule 13-G Rule 13d-1(b)(1)
  Shareholders
    investment could be materially adversely affected if we are
    deemed to be engaged in business in the United
    States.
  and/or and/or and/or
    If you
    acquire more than 10% of our shares, CFC rules may apply to
    you.
   34




---



##### Table of Contents



Under
    certain circumstances, you may be required to pay taxes on your
    pro-rata share of IPCRes or IPCRe Europes related
    party insurance income.
    and/or
    We may
    become subject to taxes in Bermuda after 2016, which may have a
    material adverse effect on our financial
    condition.
   35




---



##### Table of Contents



Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties  (441) 298-5100.
  Item 3.
    Legal
    Proceedings    Item 4.
    Submission
    of Matters to a Vote of Security Holders   36




---



##### Table of Contents



PART II  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities  mark-up,
  High


LowYear ended December 31,
    2006First Quarter

$
28.70


$
25.71Second Quarter


28.25



23.81Third Quarter


30.63



24.50Fourth Quarter


31.97



29.11Year ended December 31,
    2005First Quarter

$
43.90


$
38.20Second Quarter


40.25



36.75Third Quarter


42.31



28.25Fourth Quarter


32.70



25.01            37




---



##### Table of Contents



S-3 20-day
    Form 10-K.
 38




---



##### Table of Contents



Item 6.
    Selected
    Financial Data    Year Ended December 31,2006


2005


2004


2003


2002(In thousands, except per share amounts)Statement of Income (Loss)
    Data:Gross premiums written

$
429,851


$
472,387


$
378,409


$
322,762


$
259,685Net premiums earned


397,132



452,522



354,882



298,901



226,404Net investment income


109,659



71,757



51,220



47,089



49,320Other income


3,557



5,234



4,296



3,348



2,684Net loss and loss adjustment
    expenses incurred


58,505



1,072,662



215,608



54,382



38,775Net acquisition costs


37,542



39,249



37,682



30,867



24,521General and administrative expenses


34,436



27,466



23,151



19,103



13,893Net foreign exchange (gain) loss


(2,635
)


2,979



1,290



(1,910
)


(1,554
)Net realized gains (losses), on
    investments


12,085



(10,556
)


5,946



13,733



(44,867
)Net income (loss)

$
394,585


$
(623,399
)

$
138,613


$
260,629


$
157,906Preferred dividend


17,176



2,664











Net income (loss), available to
    common shareholders

$
377,409


$
(626,063
)

$
138,613


$
260,629


$
157,906Net income (loss) per common
    share(1)

$
5.54


$
(12.30
)

$
2.87


$
5.40


$
3.27Weighted average shares
    outstanding(1)


71,212,287



50,901,296



48,376,865



48,302,579



48,266,444Cash dividend per common share

$
0.64


$
0.88


$
0.88


$
0.72


$
Other Data:Loss and loss adjustment expense
    ratio(2)


14.7
%


237.0
%


60.8
%


18.2
%


17.1
%Expense ratio(2)


18.1
%


14.8
%


17.1
%


16.7
%


17.0
%Combined ratio(2)


32.8
%


251.8
%


77.9
%


34.9
%


34.1
%Return on average equity(3)


24.0
%


(38.0
)%


8.6
%


18.2
%


16.6
% 39




---



##### Table of Contents



Year Ended December 31,2006


2005


2004


2003


2002(In thousands, except per share amounts)Balance Sheet Data (at end of
    period):Total cash and investments

$
2,485,525


$
2,560,146


$
1,901,094


$
1,671,423


$
1,387,162Reinsurance premiums receivable


113,811



180,798



85,086



61,194



50,328Total assets


2,645,429



2,778,281



2,028,290



1,769,458



1,473,975Reserve for losses and loss
    adjustment expenses


548,627



1,072,056



274,463



123,320



119,355Unearned premiums


80,043



66,311



68,465



61,795



51,902Total shareholders equity

$
1,990,955


$
1,616,400


$
1,668,439


$
1,569,159


$
1,291,483Diluted book value per common
    share(4)

$
27.94


$
22.26


$
34.44


$
32.46


$
26.75     (1)
    
    Net income per common share is calculated upon the weighted
    average number of common shares outstanding during the relevant
    year. The weighted average number of shares includes common
    shares and the dilutive effect of employee stock options and
    stock grants, using the treasury stock method and convertible
    preferred shares. The net loss per common share for the year
    ended December 31, 2005, is calculated on the weighted
    average number of shares outstanding during the year, excluding
    the anti-dilutive effect of employee stock options, stock grants
    and convertible preferred shares.(2)
    
    The loss and loss adjustment expense ratio is calculated by
    dividing the net losses and loss expenses incurred by the net
    premiums earned. The expense ratio is calculated by dividing the
    sum of acquisition costs and general and administrative expenses
    by net premiums earned. The combined ratio is the sum of the
    loss and loss expense ratio and the expense ratio.(3)
    
    Return on average equity is calculated as the annual net income
    (loss), available to common shareholders divided by the average
    of the common shareholders equity, which is total
    shareholders equity, excluding mandatory convertible
    preferred shares, on the first and last day of the respective
    year.(4)
    
    Diluted book value per common share is calculated as
    shareholders equity divided by the number of common shares
    outstanding on the balance sheet date, after considering the
    dilutive effects of stock grants, options granted to employees
    and convertible preferred shares, calculated using the treasury
    stock method. At December 31, 2006 the average weighted
    number of shares outstanding, including the dilutive effect of
    employee stock options, stock grants and convertible preferred
    shares using the treasury stock method was 71,248,479.  Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations    Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk    Item 8.
    Financial
    Statements and Supplementary Data   40




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##### Table of Contents



Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Evaluation of Disclosure Controls and
    Procedures
  Rules 13a-15(e) 15d-15(e)
  Managements Report on Internal Control Over Financial
    Reporting Rule 13a-15(f). Internal Control  Integrated Framework Internal Control  Integrated
    Framework ,
  Rule 13a-15(f))
 41




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##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    Form 10-K,
            KPMG
  Chartered Accountants
    42




---



##### Table of Contents



Item 9B.
    Other
    Information   PART III  Item 10.
    Directors
    and Executive Officers of the Registrant  Code of Conduct Code of Ethics www.ipcre.bm
  Item 11.
    Executive
    Compensation    Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters        Equity
    Compensation Plan Information
  (C)Number of SecuritiesRemaining Available(A)





for Future IssuanceNumber of Securities


(B)


Under Equityto be Issued Upon


Weighted-Average


Compensation PlansExercise of


Exercise Price of


(Excluding SecuritiesOutstanding Options,


Outstanding Options,


Reflected in ColumnPlan Category

Warrants and Rights


Warrants and Rights


(A))Option Plan approved by security
    holders


611,625


$
34.30



1,330,830Incentive Plan approved by
    security holders










309,990Equity compensation plans not
    approved by security holders










Total


611,625


$
34.30



1,640,820  43




---



##### Table of Contents



Item 13.
    Certain
    Relationships and Related Transactions    Item 14.
    Principal
    Accountant Fees and Services   PART IV  Item 15.
    Exhibits
    and Financial Statement Schedules                                   44




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##### Table of Contents



ExhibitNumber

Description

Method of Filing3
.1

Memorandum of Association of the
    Company

(1)3
.2

Amended and Restated Bye-Laws of
    the Company

(6)3
.3

Form of Memorandum of Increase of
    Share Capital

(1)3
.4

Certificate of Designations for
    the preferred shares

(15)4
.1

Form of certificate for the common
    shares of the Company

(1)4
.2

Form of certificate for the
    preferred shares of the Company (included in Exhibit 3.4)4
.3

Letter Agreement, dated
    October 31, 2005 between the Company and AIG

(14)10
.1 

IPC Holdings, Ltd. Stock Option
    Plan, as amended effective June 10, 2005

(4)10
.2 

Amended and Restated IPC Holdings,
    Ltd. Deferred Compensation Plan

(3)10
.3 

IPCRe Defined Contribution
    Retirement Plan

(1)10
.4

Investment Management Agreement
    between IPCRe and AIG Global Investment Corp. (Ireland) Limited
    (AIGIC), as amended

(2)10
.5

Investment
    Sub-Advisory
    Agreement between AIGIC and AIGIC (Europe) (formerly known as
    Dempsey & Company International Limited)

(1)10
.6

Custodial Agreement between AIG
    Global Trust Services and IPCRe

(1)10
.7 

Retirement Agreement between IPCRe
    and James P. Bryce

(1)10
.8 

Retirement Agreement between IPCRe
    and Peter J.A. Cozens

(1)10
.9

Underwriting Agency Agreement,
    dated December 1, 2001, between Allied World Assurance
    Company, Ltd (AWAC) and IPCUSL

(5)10
.10

Amended and Restated Amendment
    No. 1, dated April 19, 2004, to Underwriting Agency
    Agreement, effective as of December 1, 2001

(9)10
.11

Amended Schedule I
    (Investment Policy Guideline) to Investment Management Agreement
    between IPCRe and AIGIC

(8)10
.12 

IPC Holdings, Ltd. 2003 Stock
    Incentive Plan

(7)10
.13 

Form of Stock Option Agreement

(10)10
.14 

Form of Restricted Stock Unit Award

(11)10
.15 

The IPCRe Limited International
    Retirement Plan Level 2 Trust, as of December 31, 2003

(12)10
.16

Letters of Credit Master Agreement
    between Citibank N.A. and IPCRe Limited

(13)10
.17

Letter of Credit Facility between
    IPCRe and Bayerische Hypo- und Vereinsbank AG, and Credit
    Agreement between IPCRe and Barclays Bank PLC

(16)10
.18 

Form of Special Retention
    Agreements

(11) 45




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##### Table of Contents



ExhibitNumber

Description

Method of Filing10
.19

Amendments to Letter of Credit
    Agreements between IPCRe and Barclays Bank PLC, and between
    IPCRe and Bayerische Hypo-und Vereinsbank, effective
    March 31, 2006 and amendment to Letter of Credit Agreement
    between IPCRe and Bayerische Hypo-und Vereinsbank, effective
    April 13, 2006

(19)10
.20

Credit Agreement between IPC
    Holdings, Ltd., Wachovia Bank and other Lenders named therein.

(18)10
.21

Administrative Services Agreement
    among IPC Holdings, Ltd., IPCRe Limited and American
    International Company, Limited, dated September 1, 2006.

(20)10
.22

Amendment No. 5, dated as of
    December 1, 2006, to the Underwriting Agency Agreement,
    dated as of December 1, 2001, as amended, by and between
    AWAC and IPCUSL

(21)11
.1

Statement regarding Computation of
    Per Share Earnings

Filed herewith12
.1

Statement of Computation of Ratios
    of Earnings to Fixed Charges

Filed herewith13
.1

Portions of the Annual Report
    incorporated herein by reference

Filed herewith21
.1

Subsidiaries of the Registrant

Filed herewith23
.1

Consent of KPMG

Filed herewith31
.1

Certification by Chief Executive
    Officer, as required by Section 302 of the Sarbanes-Oxley
    Act of 2002

Filed herewith31
.2

Certification by Chief Financial
    Officer, as required by Section 302 of the Sarbanes-Oxley
    Act of 2002

Filed herewith32
.1§

Certification by Chief Executive
    Officer, as required by Section 906 of the Sarbanes-Oxley
    Act of 2002

Furnished herewith32
.2§

Certification by Chief Financial
    Officer, as required by Section 906 of the Sarbanes-Oxley
    Act of 2002

Furnished herewith     (1)
    
    Incorporated by reference to the corresponding exhibit in our
    Registration Statement on
    Form S-1
    (File
    No. 333-00088).(2)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended June 30, 1997 (File
    No. 0-27662).(3)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended September 30, 1999 (File
    No. 0-27662).(4)
    
    Incorporated by reference to Exhibit 10.1 to our filing on
    Form 8-K
    of June 14, 2005 (File No. 0-27662)(5)
    
    Incorporated by reference to Exhibit 10.15 to our
    Form 10-K
    for the year ended December 31, 2001 (File
    No. 0-27662).(6)
    
    Incorporated by reference to Exhibit 3.2 to our
    Form S-3
    of April 27, 2006 (File
    No. 333-133605).(7)
    
    Incorporated by reference to Exhibit 4.2 to our filing on
    Form S-8
    of July 15, 2003.(8)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended March 31, 2004 (File
    No. 0-27662).(9)
    
    Incorporated by reference to Exhibit 10.2 to our
    Form 10-Q
    for the quarter ended March 31, 2004 (File
    No. 0-27662).(10)
    
    Incorporated by reference to Exhibit 10.16 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662). 46




---



##### Table of Contents



(11)
    
    Incorporated by reference to Exhibit 10.17 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(12)
    
    Incorporated by reference to Exhibit 10.18 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(13)
    
    Incorporated by reference to Exhibit 10.19 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(14)
    
    Incorporated by reference to Exhibit 1.3 of our
    Form 8-K
    filed on November 3, 2005 (File
    No. 0-27662).(15)
    
    Incorporated by reference to Exhibit 3.3 of our
    Form 8-K
    filed on November 3, 2005 (File
    No. 0-27662).(16)
    
    Incorporated by reference to Exhibits 99.1 and 99.2 to our
    Form 8-K
    filed on January 13, 2006 (File
    No. 0-27662).(17)
    
    Incorporated by reference to Exhibit 10.20 to our
    Form 8-K
    filed on January 25, 2006 (File
    No. 0-27662).(18)
    
    Incorporated by reference to Exhibit 10.22 to our Current
    Report on
    Form 8-K
    filed on April 20, 2006 (File
    No. 0-27662).(19)
    
    Incorporated by reference to Exhibits 99.1 and 99.2 to our
    Current Report on
    Form 8-K
    filed on April 6, 2006 and Exhibit 99.1 to our Current
    Report on
    Form 8-K
    filed on April 24, 2006, respectively (File
    No. 0-27662).(20)
    
    Incorporated by reference to Exhibit 10.5 to the
    Companys Current Report on
    Form 8-K
    filed on September 6, 2006 (File
    No. 0-27662).(21)
    
    Incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on
    Form 8-K
    filed on December 7, 2006 (File
    No. 0-27662).
    
    Management contract or compensatory plan, contract or
    arrangement.§
    
    These certifications are being furnished solely pursuant to
    Section 906 of the Sarbanes-Oxley Act of 2002
    (sub-sections
    (a) and (b) of Section 1350, Chapter 63 of
    Title 18, United States Code), and are not being filed as
    exhibits to this report. 47




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##### Table of Contents



IPC
    HOLDINGS, LTD.
  INDEX TO
    SCHEDULES
   Schedule/Report



PageReport of
    Independent Registered Public Accounting Firm on Schedules


49Schedule
    I

Summary of
    Investments  Other than Investments in Related
    Parties


50Schedule II

Condensed Financial
    Information of the Registrant


51Schedule III

Supplementary
    Insurance Information of Subsidiary for the years ended
    December 31, 2006, 2005 and 2004


54Schedule
    IV

Supplementary
    Information concerning Reinsurance for the years ended
    December 31, 2006, 2005 and 2004


55  48




---



##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM    Form 10-K. Form 10-K.
    KPMG
  Chartered Accountants
    49




---



##### Table of Contents



SCHEDULE I
  IPC
    HOLDINGS, LTD.
  SUMMARY
    OF INVESTMENTS  OTHER THAN INVESTMENTS IN RELATED
    PARTIES
 (Expressed in thousands of United States Dollars)
  Year Ended December 31, 2006


Amount atAmortized


Fair


which shown inCost


Value


the Balance SheetType of investment:Fixed maturitiesU.S. Government and
    government agencies

$
279,963


$
281,921


$
281,921Other governments


205,362



205,963



205,963Corporate


1,076,778



1,084,010



1,084,010Supranational entities


246,814



247,667



247,667Total fixed maturities


1,808,917



1,819,561



1,819,561Equity investments


460,197



577,549



577,549Cash and cash equivalents


88,415



88,415



88,415Total investments, cash and cash
    equivalents

$
2,357,529


$
2,485,525


$
2,485,525    50




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##### Table of Contents



SCHEDULE II
  IPC
    HOLDINGS, LTD.
  CONDENSED
    FINANCIAL INFORMATION OF REGISTRANT
  BALANCE SHEET
 (PARENT COMPANY)
 (Expressed in thousands of United States Dollars)
  As of December 31,2006


2005ASSETS:Cash

$
174


$
100Investment in wholly-owned
    subsidiaries*


1,992,606



1,622,946Due from subsidiaries*


358



Other assets


402



3451,993,540


$
1,623,391LIABILITIES:Payable to subsidiaries*

$



$
3,970Dividends payable


2,189



2,664Other liabilities


396



3572,585



6,991SHAREHOLDERS
    EQUITY:Share capital  2006:
    63,706,567 shares outstanding, par value $0.01; 2005:
    63,666,368 shares outstanding, par value $0.01


637



637Preferred shares  2006:
    9,000,000 shares outstanding, par value $0.01; 2005:
    9,000,000 shares outstanding, par value $0.01


90



90Additional paid in capital


1,475,533



1,473,257Deferred stock grant compensation


(1,441
)


(2,492
)Retained earnings


388,826



52,126Accumulated other comprehensive
    income


127,310



92,7821,990,955



1,616,400$
1,993,540


$
1,623,391     *
    
    eliminated on consolidation   51




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##### Table of Contents



SCHEDULE II
    
    continued
  IPC
    HOLDINGS, LTD.
  CONDENSED
    FINANCIAL INFORMATION OF REGISTRANT  continued
  STATEMENT
    OF INCOME (LOSS)
 (PARENT COMPANY)
 (Expressed in thousands of United States Dollars)
  Year Ended December 31,2006


2005


2004Interest income

$
1


$
115


$
Expenses:Operating costs and expenses, net


2,948



2,057



2,168(Loss) before equity in net income
    (loss) of wholly-owned subsidiaries*


(2,947
)


(1,938
)


(2,168
)Equity in net income (loss) of
    wholly-owned subsidiaries*


397,532



(621,461
)


140,781Preferred dividend


17,176



2,664



Net income (loss) available to
    common shareholders

$
377,409


$
(626,063
)

$
138,613   STATEMENT
    OF COMPREHENSIVE INCOME (LOSS)
    (PARENT COMPANY)
    (Expressed in thousands of United States Dollars)
  Year Ended December 31,2006


2005


2004Net income (loss)

$
394,585


$
(623,399
)

$
138,613Other comprehensive income:Additional accumulated benefit
    pension obligation


(686
)






Holding gains (losses), net on
    investments during period


46,993



(8,618
)


5,989Reclassification adjustment for
    (gains) losses included in net income


(12,085
)


10,556



(5,946
)34,222



1,938



43Comprehensive income (loss)

$
428,807


$
(621,461
)

$
138,656     *
    
    eliminated on consolidation   52




---



##### Table of Contents



SCHEDULE II
    continued
  IPC
    HOLDINGS, LTD.
  CONDENSED
    FINANCIAL INFORMATION OF REGISTRANT 
    continued
  STATEMENT
    OF CASH FLOWS
    (PARENT COMPANY)
    (Expressed in thousands of United States Dollars)
  Year Ended December 31,2006


2005


2004CASH FLOWS FROM OPERATING
    ACTIVITIESNet income (loss)

$
394,585


$
(623,399
)

$
138,613Adjustments to reconcile net
    income to cash provided by:Equity in net (income) loss from
    subsidiaries*


(397,532
)


621,461



(140,781
)Stock compensation


3,296



2,640



2,461Changes in, net:Other assets


(57
)


(67
)


17Receivable from subsidiaries*


(358
)






2,429Payable to subsidiaries*


(3,970
)


2,047



(684
)Other liabilities


39



17



133(3,997
)


2,699



2,188CASH FLOWS FROM FINANCING
    ACTIVITIESAdditional share capital received


31



614,731



645Additional investment in
    subsidiaries*


0



(616,200
)


Dividends received from
    subsidiaries*


62,400



43,750



39,650Dividends paid to shareholders


(58,360
)


(44,980
)


(42,482
)4,071



(2,699
)


(2,187
)Net increase in cash and cash
    equivalents


74







1Cash and cash equivalents,
    beginning of year


100



100



99Cash and cash equivalents, end of
    year

$
174


$
100


$
100     *
    
    eliminated on consolidation   53




---



##### Table of Contents



SCHEDULE III
  IPC
    HOLDINGS, LTD. AND SUBSIDIARIES



SUBSIDIARY SUPPLEMENTARY INSURANCE INFORMATION

(Expressed in thousands of United States Dollars) AmortizationFuture policy











Benefits,


ofbenefits,











claims,


deferredDeferred


losses, claims








Net


losses and


policy


Other


Grosspolicy acquisition


and loss


Unearned


Premium


investment


settlement


acquisition


operating


premiumsSegment

costs


expenses


premiums


revenue


income


expenses


costs


expenses


written2006: Property & Similar

$
9,551


$
548,627


$
80,043


$
397,132


$
109,659


$
58,505


$
37,542


$
31,421


$
429,8512005: Property & Similar

$
7,843


$
1,072,056


$
66,311


$
452,522


$
71,757


$
1,072,662


$
39,249


$
25,408


$
472,3872004: Property & Similar

$
8,424


$
274,463


$
68,465


$
354,882


$
51,220


$
215,608


$
37,682


$
20,983


$
378,409    54




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##### Table of Contents



SCHEDULE IV
 REINSURANCE
    (Expressed in thousands of United States Dollars) Ceded to


Assumed from





Percentage ofother


other





amountGross Amount


companies


companies


Net Amount (1)


assumed to net2006: Property & Similar

$



$
17,690


$
429,851


$
412,161



104
%2005: Property & Similar

$



$
21,581


$
472,387


$
450,806



105
%2004: Property & Similar

$



$
20,098


$
378,409


$
358,311



106
%     (1)
    
    Premiums Written   55




---



##### Table of Contents



IPC
    HOLDINGS, LTD.
  SIGNATURES
    IPC Holdings, LTD.
  /s/  James
    Bryce       Signature

Title

Date/s/  Frank
    MutchFrank
    Mutch

Chairman of the Board of Directors

February 27, 2007/s/  James
    BryceJames
    P. Bryce

President, Chief Executive
    Officer
    and Director

February 27, 2007/s/  John
    WealeJohn
    R. Weale

Senior Vice President, Chief
    Financial Officer and principal accounting officer

February 27, 2007/s/  George
    CubbonS.
    George Cubbon

Deputy Chairman of the Board of
    Directors

February 27, 2007/s/  Peter
    ChristiePeter
    S. Christie

Director

February 27, 2007/s/  Antony
    LancasterAntony
    P.D. Lancaster

Director

February 27, 2007/s/  Clarence
    JamesDr.
    The Honourable Clarence E. James

Director

February 27, 2007/s/  Kenneth
    HammondKenneth
    Hammond

Director

February 27, 2007  56




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##### Table of Contents



EXHIBIT INDEX
  ExhibitNumber

Description

Method of filing3
.1

Memorandum of Association of the
    Company

(1)3
.2

Amended and Restated Bye-Laws of
    the Company

(6)3
.3

Form of Memorandum of Increase of
    Share Capital

(1)3
.4

Certificate of Designations for
    the preferred shares

(15)4
.1

Form of certificate for the common
    shares of the Company

(1)4
.2

Form of certificate for the
    preferred shares of the Company (included in Exhibit 3.4)4
.3

Letter Agreement, dated
    October 31, 2005 between the Company and AIG

(14)10
.1

IPC Holdings, Ltd. Stock Option
    Plan, as amended effective June 10, 2005

(4)10
.2

Amended and Restated IPC Holdings,
    Ltd. Deferred Compensation Plan

(3)10
.3

IPCRe Defined Contribution
    Retirement Plan

(1)10
.4

Investment Management Agreement
    between IPCRe and AIG Global Investment Corp. (Ireland) Limited
    (AIGIC), as amended

(2)10
.5

Investment
    Sub-Advisory
    Agreement between AIGIC and AIGIC (Europe) (formerly known as
    Dempsey & Company International Limited)

(1)10
.6

Custodial Agreement between AIG
    Global Trust Services and IPCRe

(1)10
.7

Retirement Agreement between IPCRe
    and James P. Bryce

(1)10
.8

Retirement Agreement between IPCRe
    and Peter J.A. Cozens

(1)10
.9

Underwriting Agency Agreement,
    dated December 1, 2001, between Allied World Assurance
    Company, Ltd (AWAC) and IPCUSL

(5)10
.10

Amended and Restated Amendment
    No. 1, dated April 19, 2004, to Underwriting Agency
    Agreement, effective as of December 1, 2001

(9)10
.11

Amended Schedule I
    (Investment Policy Guideline) to Investment Management Agreement
    between IPCRe and AIGIC

(8)10
.12

IPC Holdings, Ltd. 2003 Stock
    Incentive Plan

(7)10
.13

Form of Stock Option Agreement

(10)10
.14

Form of Restricted Stock Unit Award

(11)10
.15

The IPCRe Limited International
    Retirement Plan Level 2 Trust, as of December 31, 2003

(12)10
.16

Letters of Credit Master Agreement
    between Citibank N.A. and IPCRe Limited

(13)10
.17

Letter of Credit Facility between
    IPCRe and Bayerische Hypo- und Vereinsbank AG, and Credit
    Agreement between IPCRe and Barclays Bank PLC

(16)10
.18

Form of Special Retention
    Agreements

(17)10
.19

Amendments to Letter of Credit
    Agreements between IPCRe and Barclays Bank PLC, and between
    IPCRe and Bayerische Hypo-und Vereinsbank, effective
    March 31, 2006, and amendment to Letter of Credit Agreement
    between IPCRe and Bayerische Hupo-und Vereinsbank, effective
    April 13, 2006

(19)10
.20

Credit Agreement between IPC
    Holdings, Ltd., Wachovia Bank and other Lenders named therein

(18)10
.21

Administrative Services Agreement
    among IPC Holdings, Ltd., IPCRe Limited and American
    International Company, Limited, dated September 1, 2006

(20)10
.22

Amendment No. 5, dated as of
    December 1, 2006, to the Underwriting Agency Agreement,
    dated as of December 1, 2001, as amended, by and between
    AWAC and IPCUSL

(21)11
.1

Statement regarding Computation of
    Per Share Earnings

Filed herewith12
.1

Statement of Computation of Ratios
    of Earnings to Fixed Charges

Filed herewith13
.1

Portions of the Annual Report
    incorporated herein by reference

Filed herewith 57




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##### Table of Contents



ExhibitNumber

Description

Method of filing21
.1

Subsidiaries of the Registrant

Filed herewith23
.1

Consent of KPMG

Filed herewith31
.1

Certification by Chief Executive
    Officer, as required by Section 302 of the Sarbanes-Oxley
    Act of 2002

Filed herewith31
.2

Certification by Chief Financial
    Officer, as required by Section 302 of the Sarbanes-Oxley
    Act of 2002

Filed herewith32
.1§

Certification by Chief Executive
    Officer, as required by Section 906 of the Sarbanes-Oxley
    Act of 2002

Furnished herewith32
.2§

Certification by Chief Financial
    Officer, as required by Section 906 of the Sarbanes-Oxley
    Act of 2002

Furnished herewith     (1)
    
    Incorporated by reference to the corresponding exhibit in our
    Registration Statement on
    Form S-1
    (File
    No. 333-00088).(2)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended June 30, 1997 (File
    No. 0-27662).(3)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended September 30, 1999 (File
    No. 0-27662).(4)
    
    Incorporated by reference to Exhibit 10.1 to our filing on
    Form 8-K
    of June 14, 2005 (File No. 0-27662).(5)
    
    Incorporated by reference to Exhibit 10.15 to our
    Form 10-K
    for the year ended December 31, 2001 (File
    No. 0-27662).(6)
    
    Incorporated by reference to Exhibit 3.2 to our
    Form S-3
    of April 27, 2006 (File
    No. 333-133605).(7)
    
    Incorporated by reference to Exhibit 4.2 to our filing on
    Form S-8
    of July 15, 2003
    (No. 333-107052).(8)
    
    Incorporated by reference to Exhibit 10.1 to our
    Form 10-Q
    for the quarter ended March 31, 2004 (File
    No. 0-27662).(9)
    
    Incorporated by reference to Exhibit 10.2 to our
    Form 10-Q
    for the quarter ended March 31, 2004 (File
    No. 0-27662).(10)
    
    Incorporated by reference to Exhibit 10.16 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(11)
    
    Incorporated by reference to Exhibit 10.17 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(12)
    
    Incorporated by reference to Exhibit 10.18 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(13)
    
    Incorporated by reference to Exhibit 10.19 to our
    Form 10-K
    for the year ended December 31, 2004 (File
    No. 0-27662).(14)
    
    Incorporated by reference to Exhibit 1.3 of our
    Form 8-K
    filed on November 3, 2005 (File
    No. 0-27662).(15)
    
    Incorporated by reference to Exhibit 3.3 of our
    Form 8-K
    filed on November 3, 2005 (File
    No. 0-27662).(16)
    
    Incorporated by reference to Exhibits 99.1 and 99.2 to our
    Form 8-K
    filed on January 13, 2006 (File
    No. 0-27662).(17)
    
    Incorporated by reference to Exhibit 10.20 to our
    Form 8-K
    filed on January 25, 2006 (File
    No. 0-27662).(18)
    
    Incorporated by reference to Exhibit 10.22 to our Current
    Report on Form
    8-K filed on
    April 20, 2006 (File
    No. 0-27662).(19)
    
    Incorporated by reference to Exhibits 99.1 and 99.2 to our
    Current Report on
    Form 8-K
    filed on April 6, 2006 and Exhibit 99.1 to our Current
    Report on
    Form 8-K
    filed on April 24, 2006, respectively (File
    No. 0-27662).(20)
    
    Incorporated by reference to Exhibit 10.5 to the
    Companys Current Report on
    Form 8-K
    filed on September 6, 2006 (File
    No. 0-27662) 58




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##### Table of Contents



(21)
    
    Incorporated by reference to Exhibit 10.1 to the
    Companys Current Report on
    Form 8-K
    filed on December 7, 2006 (File
    No. 0-27662)
    
    Management contract or compensatory plan, contract or
    arrangement.§
    
    These certifications are being furnished solely pursuant to
    Section 906 of the Sarbanes-Oxley Act of 2002
    (sub-sections
    (a) and (b) of Section 1350, Chapter 63 of
    Title 18, United States Code), and are not being filed as
    exhibits to this report. 59