Exhibit 10.3

                    AMENDMENT OF CHANGE OF CONTROL AGREEMENT

     WHEREAS,  Everest Reinsurance Company (the "Company"),  Everest Reinsurance
Holdings,  Inc. ("Holdings") and Joseph V. Taranto ("Taranto") were parties to a
Change of  Control  Agreement  effective  as of July 15,  1998 (the  "Change  of
Control Agreement");

     WHEREAS,  pursuant  to a  restructuring  of  Holdings,  Holdings  became  a
wholly-owned subsidiary of Everest Re Group, Ltd. ("Everest Group");

     WHEREAS, in connection with the restructuring,  Everest Group established a
subsidiary, Everest Global Services, Inc. ("Everest Services");

     WHEREAS, the Change of Control Agreement was amended in connection with the
restructuring  to  reflect  provisions  relating  to the  restructuring  and the
establishment of Everest Services;

     WHEREAS,  Taranto has been transferred to employment with Everest Services,
Everest  Services was  substituted  for the Company  under the Change of Control
Agreement  and Everest  Services has adopted and become a party to the Change of
Control Agreement, all effective as of the date on which Taranto was transferred
to employment with Everest Services (the "Transfer Date");

     WHEREAS,  it is now  desirable to amend the Change of Control  Agreement to
reflect the actions  taken with  respect  thereto  effective  as of the Transfer
Date;

     NOW,  THEREFORE,  the  Change  of  Control  Agreement  is  hereby  amended,
effective as of the Transfer  Date,  by  substituting  the following for Section
1.J. of the Change of Control Agreement:

     "1.J.  For  periods on and after the  effective  date of the  restructuring
transaction  described  in the  Registration  Statement on Form S-4 (File Number
333-87361)  filed with the Securities  Exchange  Commission by Everest Re Group,
Ltd.  (`Everest  Group')  pursuant  to  which  Holdings  became  a  wholly-owned
subsidiary  of  Everest  Group (the  `Restructuring'),  Everest  Group  shall be
substituted  for Holdings  hereunder and all  references  to Holdings  hereunder
shall be changed to references to Everest Group. In addition,  for periods after
the date  that  Taranto  was  transferred  to  employment  with  Everest  Global
Services,  Inc. (`Everest  Services') (which date shall be referred to herein as
the  `Transfer  Date'),  all  references  herein to the  Company  (other than in
paragraph  1.C  hereof)  shall be changed  to  references  to Everest  Services;
provided, however, that (i) Taranto's transfer of employment from the Company to
Everest  Services  shall not be  treated  as a  termination  of  employment  for
purposes of this Agreement,  and (ii) to the extent that Everest Services fails,
for any  reason,  to meet  its  financial  obligations  hereunder,  the  Everest

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Reinsurance  Company shall have full  responsibility  and liability for all such
obligations."

     IN WITNESS WHEREOF,  the parties have executed this amendment to the Change
of Control Agreement on 30th day of March, 2001.


                                    Everest Reinsurance Company

                                    By: /S/ JANET J. BURAK
                                    -------------------------------------------
                                    Janet J. Burak
                                    Senior Vice President


                                    Everest Reinsurance Holdings, Inc.

                                    By: /S/ JANET J. BURAK
                                    -------------------------------------------
                                    Janet J. Burak
                                    Senior Vice President


                                    Everest Re Group, Ltd.

                                    By: /S/ JANET J. BURAK
                                    -------------------------------------------
                                    Janet J. Burak
                                    Senior Vice President


                                    Everest Global Services, Inc.

                                    By: /S/ JANET J. BURAK
                                    -------------------------------------------
                                    Janet J. Burak
                                    Senior Vice President


                                    /S/ JOSEPH V. TARANTO
                                    -------------------------------------------
                                    Joseph V. Taranto



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