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                                                                   EXHIBIT 10.69

                  [LETTERHEAD OF GUY CARPENTER APPEARS HERE]


Cover Note
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                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000

COMPANY:
--------

     SCPIE HOLDINGS, INC.,
     AND/OR SCPIE INDEMNITY COMPANY,
     AND/OR AMERICAN HEALTHCARE INDEMNITY COMPANY,
     AND/OR AMERICAN HEALTHCARE SPECIALTY COMPANY,
     AND/OR SCPIE INSURANCE SERVICES, INC.,
     AND/OR SCPIE MANAGEMENT SERVICES, INC.,
     LOS ANGELES, CALIFORNIA

TYPE:
-----

     FOURTH EXCESS OF LOSS REINSURANCE

BUSINESS COVERED:
-----------------

     1.  Physicians & Surgeons Comprehensive Professional and Business
         Liability, including Clinics and Clinical Laboratories.

     2.  Professional and Business Liability Policies for Hospitals and
         Healthcare Facilities, including:

         a. Modified Claims Made Coverage Hospitals and Medical Centers (Primary
            & Excess);

         b. Claims Made Coverage Hospitals and Medical Centers (Primary &
            Excess);

         c. Excess Automobile Liability and Excess Employers Liability
            associated with the policy forms outlined above.

     3.  Errors and Omissions Liability Policies for Managed Care Organizations,
         and Directors and Officers Liability Policies.
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                                          Page:            2 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


BUSINESS COVERED (CONTINUED)
----------------------------

     4.  Physicians and Surgeons Comprehensive Professional Liability and
         Personal Umbrella Business underwritten by Brown & Brown, Inc., Tampa,
         Florida.

TERM:
-----

     January 1, 2000 to December 31, 2000 as respects claims made during the
     calendar year 2000.

     The term "claims made" as used herein shall mean (A) In respect of Claims
     Made Policies, claims first notified to the Company during the term of this
     Agreement on any inforce policy or reporting endorsement arising out of
     incidents subsequent to the retroactive date of said policy as the result
     of the rendering of or failure to render a professional service or the
     reporting of losses which arise from the insured premises and operations
     incidental to the practice of a physician, hospital or managed care
     organization and/or (B) In respect of Occurrence, or Modified Claims Made
     Policies, claims or losses first notified to the Company during the term of
     this Agreement.

     Retroactive date January 1, 1976, except for Extra Contractual Obligations
     which is January 1, 1979.

     In the event of cancellation, and at the option of the Reinsured,
     Reinsurers agree to run-off policies in force until natural expiration not
     to exceed 12 months from the expiration date hereon, subject to a Premium
     equal to 50% of the Actual Earned Reinsurance Premium.

TERRITORY:
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     As per the Company's original policies, contracts, or binders.

EXCLUSIONS:
-----------

     1.  Insolvency Funds.

     2.  Nuclear Incident - Liability - Reinsurance.

     3.  Assumed Reinsurance other than for Licensing, Financial Rating Purposes
         or Acquisition Purposes.

LIMIT AND RETENTION:
--------------------

     $30,000,000 each and every loss in excess of $20,000,000 each and every
     loss.
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                                          Page:            3 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


WARRANTY:
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     1.)  In respect of Physicians and Surgeons Comprehensive Professional and
          Business Liability Policies, including Clinics and Clinical
          Laboratories, the Maximum Original Policy Limit is $11,000,000 subject
          to inuring protection of $8,000,000 in excess of $2,000,000 with a
          maximum aggregate of $8,000,000 during each 12 month period.

     2.)  In respect of Professional and Business Liability Policies for
          Hospitals and Healthcare Facilities, the Maximum Policy Limit is
          $50,000,000.

     3.)  In respect of Errors and Omissions Liability Policies for Managed Care
          Organizations and Directors and Officers Liability Policies, the
          Maximum Original Policy Limit is $5,000,000.

     4.)  It is understood and agreed that the Company shall maintain an 80%
          Quota Share Treaty (being a maximum cession of 80% of
          $1,000,000/$3,000,000 limit per physician) covering business
          classified by the Company as Texas Physicians and Surgeons
          Professional Liability underwritten by Brown & Brown, Inc.

PREMIUM:
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     .50% of G.N.E.P.I.
     Deposit - $850,000 payable $212,500 quarterly.
     Minimum - $680,000

REINSTATEMENTS
--------------

     One in all computed Pro Rata as to amount, 100% as to Premium.

ATTACHMENT OF LIABILITY:
------------------------

     (A)  For purposes of determining the attachment of the Reinsurers liability
          hereunder as respects any one loss, all losses (including Discovery
          Period Losses) involving one or more Original Insureds, arising from
          the same incident, and in which First Notice of Claim or Circumstance
          is notified to the Company during the term of this Agreement shall be
          covered hereunder.

     (B)  The date of a loss hereunder shall be the earliest date, within the
          term of this Agreement, that the Company has received First Notice of
          Claim or Circumstance.
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                                          Page:            4 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


ACCOUNTING:
-----------

     Premiums - Payments within 60 days of respective due date.
     Losses - Payments within 60 days of receipt of proof of loss.
     Outstanding losses reported individually as they occur.

GENERAL CONDITIONS:
-------------------

     Loss Adjustment Expenses to be included with the Ultimate Net Loss.
     Excess of Original Policy Limits Clause.
     80% Extra Contractual Obligations Clause.
     Ultimate Net Loss Clause including Declaratory Judgement Expenses incurred
         in connection with coverage questions and legal actions related to a
         specific claim.
     Net Retained Lines Clause.
     Notice of Loss Clause.
     Loss Funding Clause - Including IBNR (See Attached).
     Special Funding Clause.
     Confidentiality Clause.
     Commutation Clause by Mutual Agreement.
     Federal Excise Tax Clause.
     Errors and Omissions Clause.
     Insolvency Clause.
     Service of Suit Clause.
     Arbitration Clause.
     Access to Records Clause.
     Guy Carpenter & Company, Inc. Intermediary Clause.

INFORMATION:
------------

     With respect to The SCPIE Companies' Reinsurance Program, The SCPIE
     Companies does not consider the date change to the year 2000, or any other
     date change, including leap year calculations to be an insurable event, or
     a covered loss.

     However, losses resulting from an otherwise covered incident under this
     program, subject to the terms and conditions of the contract, will be
     treated in the normal manner.

     Reinsurers acknowledge that declaratory judgment expenses are covered under
     this proposal in accordance with the Ultimate Net Loss Clause.
     Additionally, for purposes of expanded clarification, the Reinsurers
     hereunder acknowledge the following:
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                                          Page:            5 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


GENERAL CONDITIONS (CONTINUED)
------------------------------

         "Declaratory judgment expense" as used in the Ultimate Net Clause of
         this Agreement will mean all expenses incurred by the Company in
         connection with declaratory judgment actions brought to determine the
         Company's defense and/or indemnification obligations that are allocable
         to specific policies and claims subject to this Agreement. Such
         declaratory judgment expenses will include those arising out of Year
         2000 or date recognition issues. Declaratory judgment expense will be
         deemed to have been incurred by the Company on the date of the loss (if
         any) giving rise to the declaratory action. In the event there is no
         loss other than declaratory judgment expense with respect to any claim
         hereunder, such expense will be deemed loss for the purpose of this
         Agreement.

REGULATION 98:
--------------

     Premium and loss payments made to Guy Carpenter & Company, Inc. shall be
     deposited in a Premium and Loss Account in accordance with Section
     32.3(a)(1) of Regulation 98 of the New York Insurance Department.  The
     parties hereto consent to withdrawals from said account in accordance with
     Section 32.3(a)(3) of the Regulation, including interest and Federal Excise
     Tax.


EFFECTED WITH:
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REINSURERS                                      FEIN #      NAIC #       %
----------                                      ----        ----        ---

Europa Ruckversicherungs
Aktiengesellschaft                          AA-1340086                  5.00%
Hannover
Ruckversicherungs-Aktiengesellschaft        AA-1340125                 15.00%
Odyssey Reinsurance Corporation             13-2781282      25070      10.00%
PMA Reinsurance Corporation                 23-2153760      39675       2.50%
Transatlantic Reinsurance Company          13-56116275      19453      12.50%
Zurich Reinsurance (North America), Inc.    06-1325038      39136      15.00%
                                                                       -----

                                                           Subtotal    60.00%
                                                                       =====
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                                          Page:            6 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


Through Guy Carpenter & Company, Ltd.,
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     London, England
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Underwriters at Lloyd's
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Underwriter                Pseudonym  Syndicate No.  Participation   FEIN #
-----------                ---------  -------------  -------------   ------

Spreckley                  HAW        1007           7.0000%         AA-1127007
Mann                       DPM         435           5.2659%         AA-1126435
CG Jago                    HGJ        0205           2.8085%         AA-1126205
CG Jago                    HGJ        0205           1.4043%         AA-1126205
Stone                      WNM         250           2.8085%         AA-1126250
Bannister                  PJG          79           1.7553%         AA-1126079
Pipe                       PDA         507           3.5106%         AA-1126507
Montgomerie                AGY         376           1.4043%         AA-1126376
Harrington                 HAR        2000           1.7553%         AA-1128000
DJ Newman                  DJN        1218           1.0532%         AA-1127218
Goddard                    MEL        1223           1.4043%         AA-1127223
Gravett                    ROS         227           0.7021%         AA-1126227
Pexton                     COX        2027           1.0532%         AA-1128027
Helson                     JAN        1204           4.2127%         AA-1127204
Catlin                     SJC        1003           0.5407%         AA-1127003
Catlin                     SJC        2003           1.9168%         AA-1128003
Carrington                 CAR        1241           1.4043%         AA-1127241
                                                     -------

                                        Total        40.000%


                                        Total        100.00%
                                                     -------
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                                          Page:            7 of 7
                                          File #:          8493-04 2000 Combined
                                          Effective Date:  January 1, 2000
                                          Issue Date:      March 9, 2000


This Cover Note confirms the terms and conditions of the reinsurance negotiated
with the listed reinsurers on your behalf.  In the event that any of these
details do not meet with your approval, or the security of the participating
reinsurers does not meet with your requirements, please notify this office
immediately.  If all is in order, please sign and return one copy of this Cover
Note to confirm your approval and complete our files.

____________________________________      _____________________________________
          Managing Director
    Guy Carpenter & Company, Inc.                     SCPIE Holdings, Inc.

____________________________________      _____________________________________
             Date                                         Date