##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Quarterly Period Ended:
    
    Commission File Number:June 30, 2005
    
    333-84068
 
 Crum & Forster Holdings Corp.
 (Exact Name of Registrant as Specified in its Charter)
 Delaware(State or Other Jurisdiction of
Incorporation or Organization)
    
    04-3611900(I.R.S. Employer Identification Number)
 305 Madison Avenue, Morristown, New Jersey 07962
(973) 490-6600  (Address, including zip code, and telephone number,
including area code, of registrants principal executive offices)
 þ o
 o þ
  Class
    
    Number of Shares Outstanding at July 28, 2005Common Stock, $.01 Par Value
    

    100




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##### 



CRUM & FORSTER HOLDINGS CORP.
 Form 10-Q
 Index
 PageNumberPART I
FINANCIAL INFORMATIONITEM 1.
    
    FINANCIAL STATEMENTSConsolidated
Balance Sheets as of June 30, 2005 and December 31, 2004
    
    
    3Consolidated
Statements of Income for the Three and Six Months Ended June 30,
2005 and 2004
    
    
    4Consolidated Statements of Shareholders Equity for the Six Months Ended June 30, 2005 and 2004
    
    
    5Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June
30, 2005 and 2004
    
    
    6Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2005 and 2004
    
    
    7Notes to Consolidated Financial Statements
    
    
    8ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTSOF OPERATIONS
    
    
    15ITEM 3.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    25ITEM 4.
    
    CONTROLS AND PROCEDURES
    
    
    26PART II
OTHER INFORMATIONITEM 1.
    
    LEGAL PROCEEDINGS
    
    
    27ITEM 6.
    
    EXHIBITS
    
    
    27SIGNATURES
    
    
    28INDEX TO EXHIBITS
    
    
    29
  2




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##### 



PART I
FINANCIAL INFORMATION
 
 Item 1.
    
    Financial Statements
 CRUM & FORSTER HOLDINGS CORP.
 
 CONSOLIDATED BALANCE SHEETS
 (Dollars in thousands, except per share amounts)
 June 30,
    
    
    December 31,2005
    
    
    2004(Unaudited)ASSETSInvestments:Fixed income securities, at fair value (amortized cost of $2,090,847 and
$2,062,246 in 2005 and 2004, respectively)
    
    $
    2,084,926
    
    
    $
    2,039,846Equity securities, at fair value (cost of $449,719 and $378,598 in 2005 and
2004, respectively)
    
    
    565,200
    
    
    
    455,153Other invested assets
    
    
    385,927
    
    
    
    293,406Total investments
    
    
    3,036,053
    
    
    
    2,788,405Cash and cash equivalents
    
    
    300,656
    
    
    
    429,205Assets pledged for short-sale obligations
    
    
    496,375
    
    
    
    277,899Premiums receivable
    
    
    242,578
    
    
    
    263,420Reinsurance recoverable
    
    
    1,609,390
    
    
    
    1,609,013Reinsurance recoverable from affiliates
    
    
    229,008
    
    
    
    195,799Prepaid reinsurance premiums
    
    
    33,488
    
    
    
    35,142Deferred income taxes
    
    
    145,235
    
    
    
    173,957Deferred policy acquisition costs
    
    
    71,868
    
    
    
    75,006Other assets
    
    
    119,813
    
    
    
    183,795Total assets
    
    $
    6,284,464
    
    
    $
    6,031,641LIABILITIESUnpaid losses and loss adjustment expenses
    
    $
    3,395,547
    
    
    $
    3,356,213Unearned premiums
    
    
    510,428
    
    
    
    528,592Accounts payable and other liabilities
    
    
    273,963
    
    
    
    255,772Funds held under reinsurance contracts
    
    
    275,223
    
    
    
    277,296Deferred income on retroactive insurance
    
    
    215,979
    
    
    
    223,360Short-sale obligations
    
    
    315,668
    
    
    
    217,378Long-term debt
    
    
    292,147
    
    
    
    291,841Total liabilities
    
    
    5,278,955
    
    
    
    5,150,452SHAREHOLDERS EQUITYCommon stock, $0.01 par value; 1,000 shares authorized; 100 issued and outstanding
    
    
    
    
    
    
    Additional paid-in capital
    
    
    740,993
    
    
    
    740,993Accumulated other comprehensive income, net of tax
    
    
    100,941
    
    
    
    55,875Retained earnings
    
    
    163,575
    
    
    
    84,321Total shareholders equity
    
    
    1,005,509
    
    
    
    881,189Total liabilities and shareholders equity
    
    $
    6,284,464
    
    
    $
    6,031,641
 The accompanying notes are an integral part of the consolidated financial statements.
 3




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##### 



CRUM & FORSTER HOLDINGS CORP.
 
 CONSOLIDATED STATEMENTS OF INCOME
 (Dollars in thousands)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004(Unaudited)REVENUESPremiums earned
    
    $
    241,980
    
    
    $
    225,763
    
    
    $
    473,534
    
    
    $
    453,302Investment income
    
    
    33,721
    
    
    
    25,102
    
    
    
    68,378
    
    
    
    43,281Realized investment gains
    
    
    57,994
    
    
    
    9,601
    
    
    
    72,244
    
    
    
    47,334Total revenues
    
    
    333,695
    
    
    
    260,466
    
    
    
    614,156
    
    
    
    543,917EXPENSESLosses and loss adjustment expenses
    
    
    162,537
    
    
    
    159,264
    
    
    
    316,170
    
    
    
    321,401Policy acquisition costs
    
    
    34,342
    
    
    
    31,167
    
    
    
    64,756
    
    
    
    61,878Other underwriting expenses
    
    
    32,232
    
    
    
    31,981
    
    
    
    65,627
    
    
    
    64,491Interest expense
    
    
    8,225
    
    
    
    8,287
    
    
    
    16,449
    
    
    
    16,726Other expense, net
    
    
    1,888
    
    
    
    4,630
    
    
    
    3,196
    
    
    
    5,566Total expenses
    
    
    239,224
    
    
    
    235,329
    
    
    
    466,198
    
    
    
    470,062Income before income taxes and equity in earnings of investees
    
    
    94,471
    
    
    
    25,137
    
    
    
    147,958
    
    
    
    73,855Income tax expense
    
    
    31,593
    
    
    
    8,707
    
    
    
    49,958
    
    
    
    25,654Income before equity in earnings of investees
    
    
    62,878
    
    
    
    16,430
    
    
    
    98,000
    
    
    
    48,201Equity in earnings of investees, net of tax
    
    
    4,321
    
    
    
    2,661
    
    
    
    8,754
    
    
    
    6,044NET INCOME
    
    $
    67,199
    
    
    $
    19,091
    
    
    $
    106,754
    
    
    $
    54,245
 The accompanying notes are an integral part of the consolidated financial statements.
 4




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##### 



CRUM & FORSTER HOLDINGS CORP.
 
 CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY
 (Dollars in thousands)
 Six Months EndedJune 30,2005
    
    
    2004(Unaudited)COMMON STOCKBalance, beginning and end of period
    
    $
    
    
    
    $
    ADDITIONAL PAID-IN CAPITALBalance, beginning and end of period
    
    
    740,993
    
    
    
    740,993ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXBalance, beginning of period
    
    
    55,875
    
    
    
    43,496Unrealized investment gains (losses), net of
transfers to realized investment gains
(losses)
    
    
    47,804
    
    
    
    (73,412
    )Foreign currency translation
    
    
    (2,738
    )
    
    
    (2,976
    )Balance, end of period
    
    
    100,941
    
    
    
    (32,892
    )RETAINED EARNINGSBalance, beginning of period
    
    
    84,321
    
    
    
    121,626Net income
    
    
    106,754
    
    
    
    54,245Dividends to shareholder
    
    
    (27,500
    )
    
    
    (61,500
    )Balance, end of period
    
    
    163,575
    
    
    
    114,371TOTAL SHAREHOLDERS EQUITY
    
    $
    1,005,509
    
    
    $
    822,472
 The accompanying notes are an integral part of the consolidated financial statements.
 5




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##### 



CRUM & FORSTER HOLDINGS CORP.
 
 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 (Dollars in thousands)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004(Unaudited)NET INCOME
    
    $
    67,199
    
    
    $
    19,091
    
    
    $
    106,754
    
    
    $
    54,245Change in components of other comprehensive income for the period,
before tax:Unrealized investment gains (losses)
    
    
    94,272
    
    
    
    (84,043
    )
    
    
    73,546
    
    
    
    (112,941
    )Foreign currency translation
    
    
    (2,391
    )
    
    
    (2,952
    )
    
    
    (4,212
    )
    
    
    (4,579
    )Other comprehensive income (loss) for the period, before
tax
    
    
    91,881
    
    
    
    (86,995
    )
    
    
    69,334
    
    
    
    (117,520
    )Deferred income tax (expense) benefit for the period:Deferred income tax (expense) benefit from unrealized
investment gains and losses
    
    
    (32,997
    )
    
    
    29,416
    
    
    
    (25,742
    )
    
    
    39,529Deferred income tax benefit from foreign currency translation
    
    
    837
    
    
    
    1,033
    
    
    
    1,474
    
    
    
    1,603Total deferred income tax (expense) benefit for the period
    
    
    (32,160
    )
    
    
    30,449
    
    
    
    (24,268
    )
    
    
    41,132Other comprehensive income (loss) for the period, net of tax
    
    
    59,721
    
    
    
    (56,546
    )
    
    
    45,066
    
    
    
    (76,388
    )COMPREHENSIVE INCOME (LOSS)
    
    $
    126,920
    
    
    $
    (37,455
    )
    
    $
    151,820
    
    
    $
    (22,143
    )
 The
accompanying notes are an integral part of the consolidated financial statements.
 6




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##### 



CRUM & FORSTER HOLDINGS CORP.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Dollars in thousands)
 Six Months EndedJune 30,2005
    
    
    2004(Unaudited)OPERATING ACTIVITIESNet income
    
    $
    106,754
    
    
    $
    54,245Adjustments to reconcile net income to net cash from operating activities:Net accretion of discount on fixed income securities
    
    
    (853
    )
    
    
    (3,553
    )Realized investment gains
    
    
    (72,244
    )
    
    
    (47,334
    )Earnings of equity method investees
    
    
    (21,532
    )
    
    
    (7,737
    )Depreciation and amortization
    
    
    1,717
    
    
    
    2,662Deferred income tax expense (benefit)
    
    
    4,456
    
    
    
    (3,595
    )Other non-cash net income adjustments
    
    
    7,300
    
    
    
    8,930Changes in:Premiums receivable
    
    
    17,092
    
    
    
    18,045Reinsurance recoverable
    
    
    (46,590
    )
    
    
    11,979Prepaid reinsurance premiums
    
    
    1,654
    
    
    
    597Deferred policy acquisition costs
    
    
    3,138
    
    
    
    (77
    )Other assets
    
    
    20,655
    
    
    
    32,298Unpaid losses and loss adjustment expenses
    
    
    39,334
    
    
    
    14,253Unearned premiums
    
    
    (18,164
    )
    
    
    (10,414
    )Accounts payable and other liabilities
    
    
    24,704
    
    
    
    (19,600
    )Net cash from operating activities
    
    
    67,421
    
    
    
    50,699INVESTING ACTIVITIESPurchases of fixed income securities
    
    
    (1,507,868
    )
    
    
    (2,759,163
    )Proceeds from sales of fixed income securities
    
    
    1,445,643
    
    
    
    1,193,686Proceeds from maturities of fixed income securities
    
    
    1,245
    
    
    
    100Purchases of equity securities
    
    
    (127,213
    )
    
    
    (145,432
    )Proceeds from sales of equity securities
    
    
    94,658
    
    
    
    12,654Purchases of other invested assets
    
    
    (71,294
    )
    
    
    (94,378
    )Proceeds from sales of other invested assets
    
    
    1,303
    
    
    
    6,821Proceeds from short-sale obligations
    
    
    100,013
    
    
    
    Cash pledged for short-sale obligations
    
    
    (104,722
    )
    
    
    Purchases of fixed assets
    
    
    (235
    )
    
    
    (2,190
    )Net cash from investing activities
    
    
    (168,470
    )
    
    
    (1,787,902
    )FINANCING ACTIVITIESDividends to shareholder
    
    
    (27,500
    )
    
    
    (61,500
    )Deferred financing costs
    
    
    
    
    
    
    (974
    )Net cash from financing activities
    
    
    (27,500
    )
    
    
    (62,474
    )Net change in cash and cash equivalents
    
    
    (128,549
    )
    
    
    (1,799,677
    )Cash and cash equivalents, beginning of period
    
    
    429,205
    
    
    
    2,081,878Cash and cash equivalents, end of period
    
    $
    300,656
    
    
    $
    282,201SUPPLEMENTAL CASH FLOW INFORMATIONCash paid for interest
    
    $
    15,563
    
    
    $
    15,842Cash paid to parent for income taxes
    
    $
    25,568
    
    
    $
    46,695
 The accompanying notes are an integral part of the consolidated financial statements
 7




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##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited, dollars in thousands)
 1.
    
    Organization and Basis of Presentation
 Crum & Forster Holdings Corp. (the Company or Crum & Forster) is a Delaware
holding company, which is 100% owned by Fairfax Inc., a Wyoming holding company. Fairfax
Inc. is wholly owned by FFHL Group Ltd., a Canadian holding company, which is owned by
Fairfax Financial Holdings Limited (Fairfax), a Canadian financial services holding
company, which is publicly traded on the Toronto Stock Exchange and the New York Stock
Exchange under the symbol FFH. The Company, through its subsidiaries, provides a full
range of commercial property and casualty insurance distributed through an independent
producer force located across the United States.
 These consolidated financial statements have been prepared in conformity with accounting
principles generally accepted in the United States of America (GAAP) and include the
accounts of the Company and its wholly-owned subsidiaries, including Crum & Forster Holding
Inc., United States Fire Insurance Company (US Fire), The North River Insurance Company
(North River), Crum & Forster Indemnity Company and Crum and Forster Insurance Company.
Effective July 1, 2004, Crum & Forster Underwriters Co. of Ohio was merged into US Fire.
US Fire owns 100% of the stock of Crum & Forster Specialty Insurance Company. North River
owns 100% of the stock of Seneca Insurance Company, Inc. and its subsidiaries. All
material intercompany accounts and transactions have been eliminated in consolidation.
 The preparation of consolidated financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses and disclosure of contingent assets and liabilities.
Such estimates and assumptions may differ from actual results. Certain financial
information that is normally included in annual financial statements, including certain
financial statement footnotes, prepared in accordance with GAAP, is not required for
interim reporting purposes and has been condensed or omitted herein. These consolidated
financial statements should be read in conjunction with the Companys consolidated
financial statements, and notes related thereto, included in the Companys Annual Report on
Form 10-K for the year ended December 31, 2004 filed with the Securities and Exchange
Commission on March 7, 2005, as amended by Form 10-K/A filed with the Securities and
Exchange Commission on June 28, 2005.
 The interim financial data as of June 30, 2005 and for the three and six months ended June
30, 2005 and 2004 is unaudited. However, in the opinion of management, the interim data
includes all adjustments, consisting of normal recurring accruals, necessary for a fair
statement of the Companys results for the interim periods. The results of operations for
the interim periods are not necessarily indicative of the results to be expected for the
full year. Certain
amounts in the Companys prior year consolidated financial statements have been
reclassified to conform to the 2005 presentation.
 8




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##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 2.
    
    Unpaid Losses and Loss Adjustment Expenses
 Changes in the Companys liability for unpaid losses and loss adjustment expenses
(LAE) are summarized as follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Gross unpaid losses and LAE, beginning of
period
    
    $
    3,388,400
    
    
    $
    3,164,997
    
    
    $
    3,356,213
    
    
    $
    3,178,166Less ceded unpaid losses and LAE
    
    
    1,396,385
    
    
    
    1,291,004
    
    
    
    1,360,996
    
    
    
    1,321,004Net unpaid losses and LAE, beginning of period
    
    
    1,992,015
    
    
    
    1,873,993
    
    
    
    1,995,217
    
    
    
    1,857,162Losses and LAE incurred related to:Current period
    
    
    169,602
    
    
    
    159,925
    
    
    
    328,504
    
    
    
    316,484Prior years
    
    
    (7,065
    )
    
    
    (661
    )
    
    
    (12,334
    )
    
    
    4,917Total losses and LAE incurred
    
    
    162,537
    
    
    
    159,264
    
    
    
    316,170
    
    
    
    321,401Losses and LAE paid related to:Current period
    
    
    30,351
    
    
    
    25,383
    
    
    
    39,331
    
    
    
    35,122Prior years
    
    
    129,557
    
    
    
    116,296
    
    
    
    277,412
    
    
    
    251,863Total losses and LAE paid
    
    
    159,908
    
    
    
    141,679
    
    
    
    316,743
    
    
    
    286,985Net unpaid losses and LAE, end of period
    
    
    1,994,644
    
    
    
    1,891,578
    
    
    
    1,994,644
    
    
    
    1,891,578Add ceded unpaid losses and LAE
    
    
    1,400,903
    
    
    
    1,300,841
    
    
    
    1,400,903
    
    
    
    1,300,841Gross unpaid losses and LAE, end of period
    
    $
    3,395,547
    
    
    $
    3,192,419
    
    
    $
    3,395,547
    
    
    $
    3,192,419
 A reconciliation of the ceded unpaid losses and LAE in the table above to the
reinsurance recoverable reflected on the consolidated balance sheet follows:
 June
30,
2005Ceded unpaid losses and LAE in the table above
    
    $
    1,400,903Reconciling items:Reinsurance receivable on paid losses and LAE
    
    
    52,506Premiums paid for retroactive reinsurance
    
    
    190,520Deferred income on retroactive reinsurance
    
    
    215,979Loss sensitive cession1
    
    
    (21,510
    )Total reconciling items
    
    
    437,495Reinsurance recoverable on the consolidated balance sheet
    
    $
    1,838,398
 
 1
    
    Equals additional premiums due on retrospectively rated insurance
policies that inure to the benefit of the reinsurer.
 9




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##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 3.
    
    Asbestos and Environmental Losses and Loss Adjustment Expenses
 The Company has exposure to asbestos and environmental claims arising from the sale of
general liability, commercial multi-peril and umbrella insurance policies, the majority of
which were written for accident years 1985 and prior. Estimation of ultimate liabilities
for these exposures is unusually difficult due to such issues as whether or not coverage
exists, definition of an occurrence, determination of ultimate damages and allocation of
such damages to financially responsible parties.
 Changes in the Companys liability for asbestos and environmental exposures are summarized
as follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004AsbestosGross unpaid losses and allocated LAE
(ALAE), beginning of period
    
    $
    499,520
    
    
    $
    469,253
    
    
    $
    522,685
    
    
    $
    495,195Less ceded unpaid losses and ALAE
    
    
    106,492
    
    
    
    113,750
    
    
    
    113,891
    
    
    
    128,787Net unpaid losses and ALAE, beginning of period
    
    
    393,028
    
    
    
    355,503
    
    
    
    408,794
    
    
    
    366,408Net losses and ALAE incurred
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    517Net paid losses and ALAE
    
    
    17,297
    
    
    
    18,732
    
    
    
    33,063
    
    
    
    30,154Net unpaid losses and ALAE, end of period
    
    
    375,731
    
    
    
    336,771
    
    
    
    375,731
    
    
    
    336,771Add ceded unpaid losses and ALAE
    
    
    104,798
    
    
    
    114,702
    
    
    
    104,798
    
    
    
    114,702Gross unpaid losses and ALAE, end of period
    
    $
    480,529
    
    
    $
    451,473
    
    
    $
    480,529
    
    
    $
    451,473
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004EnvironmentalGross unpaid losses ALAE, beginning of period
    
    $
    114,630
    
    
    $
    138,593
    
    
    $
    123,353
    
    
    $
    130,511Less ceded unpaid losses and ALAE
    
    
    36,457
    
    
    
    42,418
    
    
    
    38,190
    
    
    
    31,675Net unpaid losses and ALAE, beginning of period
    
    
    78,173
    
    
    
    96,175
    
    
    
    85,163
    
    
    
    98,836Net losses and ALAE incurred
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7Net paid losses and ALAE
    
    
    3,069
    
    
    
    14,526
    
    
    
    10,059
    
    
    
    17,194Net unpaid losses and ALAE, end of period
    
    
    75,104
    
    
    
    81,649
    
    
    
    75,104
    
    
    
    81,649Add ceded unpaid losses and ALAE
    
    
    38,349
    
    
    
    39,421
    
    
    
    38,349
    
    
    
    39,421Gross unpaid losses and ALAE, end of period
    
    $
    113,453
    
    
    $
    121,070
    
    
    $
    113,453
    
    
    $
    121,070
 The Company also maintains reserves for other latent exposures such as those
associated with silica, chemicals, lead, sick building syndrome, gas and vapors, repetitive
stress and mold of $19,204 and $22,024, net of reinsurance, as of June 30, 2005 and
December 31, 2004, respectively.
 10




---



##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 4.
    
    Reinsurance
 The components of the Companys net premiums written and premiums earned are summarized as
follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Premiums written:Direct
    
    $
    257,079
    
    
    $
    254,457
    
    
    $
    543,098
    
    
    $
    537,068Assumed from other companies,
pools or associations
    
    
    7,051
    
    
    
    3,578
    
    
    
    9,475
    
    
    
    6,903Ceded to other companies, pools or
associations
    
    
    (46,506
    )
    
    
    (45,435
    )
    
    
    (95,549
    )
    
    
    (100,486
    )Net premiums written
    
    $
    217,624
    
    
    $
    212,600
    
    
    $
    457,024
    
    
    $
    443,485Premiums earned:Direct
    
    $
    283,534
    
    
    $
    272,015
    
    
    $
    562,390
    
    
    $
    546,935Assumed from other companies,
pools or associations
    
    
    5,733
    
    
    
    3,999
    
    
    
    8,347
    
    
    
    7,450Ceded to other companies, pools or
associations
    
    
    (47,287
    )
    
    
    (50,251
    )
    
    
    (97,203
    )
    
    
    (101,083
    )Premiums earned
    
    $
    241,980
    
    
    $
    225,763
    
    
    $
    473,534
    
    
    $
    453,302
 The components of the Companys total reinsurance recoverable are summarized as
follows:
 June 30,
    
    
    December 31,2005
    
    
    2004Reinsurance recoverable on unpaid losses and LAE
    
    $
    1,785,892
    
    
    $
    1,753,366Reinsurance receivable on paid losses and LAE
    
    
    52,506
    
    
    
    51,446Total reinsurance recoverable
    
    $
    1,838,398
    
    
    $
    1,804,812
 Corporate Aggregate Reinsurance
 The Company purchases reinsurance to limit its exposure to loss from
any one claim or occurrence (per risk reinsurance). The Company also purchases reinsurance to limit its
exposure from aggregate loss experience for an accident year that exceeds an amount the Company is willing to
accept and from adverse development of prior years loss and LAE reserves (corporate aggregate reinsurance). The
Companys corporate aggregate reinsurance contracts cover or covered, in varying amounts and on
varying terms, accident years 2002 and prior and provide either current accident year protection or adverse
development protection related to prior accident years. In general, contracts covering past insurable events,
such as adverse loss development coverage, are categorized as retroactive reinsurance, as opposed to
contracts covering future insurable events, which are referred to as prospective reinsurance. Coverage
under retroactive and prospective reinsurance contracts is generally triggered when the loss ratio for the
subject period exceeds a specified level, or when reserves related to all periods prior to a certain date exceed a
stated amount. The Company will recoverceded losses and LAE from its reinsurers as it settles the related
claims, which may occur over many years. Retroactive and prospective reinsurance contracts may provide for
future payments to be made by Crum & Forster when it cedes losses under such policies and generally provide that
interest is charged to the Company, for the benefit of there insurers, on any premiums withheld.
 Amounts ceded under prospective contracts are recognized, as to premiums, as a reduction of premiums written and earned
in the period in which premiums are ceded and, as to losses, as a reduction of incurred losses as the losses are
ceded to the reinsurer. Under retroactive contracts, the excess of reinsurance recoverable from reinsurers
pursuant to the contract over premiums paid for coverage is deferred and amortized as a reduction of incurred
losses over the expected period of recovery, generally many years, using the interest method. Under both
prospective and retroactive contracts, funds held interest, if
applicable, is recognized as a reduction of investment income in the period in which the interest is credited to the
funds held account.
 11




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##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 The effect of prospective and retroactive corporate aggregate reinsurance on components of the Companys consolidated
statements of income is summarized as follows:
 Three
Months Ended
June 30,
    
    

Six
Months Ended
June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Investment income
    
    $
    (4,036
    )
    
    $
    (3,941
    )
    
    $
    (8,923
    )
    
    $
    (6,216
    )Losses and LAE
    
    
    (3,691
    )
    
    
    (2,795
    )
    
    
    (7,381
    )
    
    
    (4,536
    )Increase (decrease) in income before income taxes
    
    $
    (345
    )
    
    $
    (1,146
    )
    
    $
    (1,542
    )
    
    $
    (1,680
    )
 As of June 30, 2005, reinsurance recoverable includes $433,069 and $455,508 related to prospective
and retroactive corporate aggregate reinsurance contracts, respectively. Of the $888,577 in reinsurance
recoverable related to corporate aggregate reinsurance, $503,589 has been recognized to date as a reduction
of incurred losses and LAE on the Companys consolidated statements of income.
 Prospective Corporate Aggregate Reinsurance
 An analysis of activity in prospective corporate aggregate reinsurance contracts follows:
 Three
Months Ended
June 30,
    
    

Six
Months Ended
June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Ceded losses and LAE
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Less: funds held interest
    
    
    1,159
    
    
    
    1,589
    
    
    
    2,424
    
    
    
    3,228Increase (decrease) in income before income taxes
    
    $
    (1,159
    )
    
    $
    (1,589
    )
    
    $
    (2,424
    )
    
    $
    (3,228
    )
 The Company entered into an aggregate stop loss agreement with an unaffiliated reinsurer covering accident
year 2000, which provided coverage of $118,493 and has been fully utilized by the Company. There were no premiums or losses
ceded pursuant to the contract during the three and six months ended June 30, 2005. As of June 30, 2005 and December 31,
2004, the Company had reinsurance recoverable balances of $65,569 and $76,547, respectively, related to this agreement.
 Retroactive Corporate Aggregate Reinsurance
 An analysis of activity in retroactive corporate aggregate reinsurance contracts follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Increase in reinsurance recoverable due from insurers
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Less: related premiums paid
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,677Income deferred during the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,677
    )Amortization of deferred income
    
    
    (3,691
    )
    
    
    (2,795
    )
    
    
    (7,381
    )
    
    
    (4,536
    )Change in deferred income
    
    
    (3,691
    )
    
    
    (2,795
    )
    
    
    (7,381
    )
    
    
    (6,213
    )Deferred income on retroactive reinsurancebeginning
of period
    
    
    219,670
    
    
    
    177,106
    
    
    
    223,360
    
    
    
    180,524Deferred income on retroactive reinsuranceend of
period
    
    $
    215,979
    
    
    $
    174,311
    
    
    $
    215,979
    
    
    $
    174,311Funds held interest charged during the period
    
    $
    2,877
    
    
    $
    2,352
    
    
    $
    6,499
    
    
    $
    2,988
 For additional information on the Companys retroactive corporate aggregate
reinsurance contracts, refer to the Companys Annual Report on Form 10-K for the year ended
December 31, 2004 filed with the Securities and Exchange Commission on March 7, 2005, as
amended by Form 10-K/A filed with the Securities and Exchange Commission on June 28, 2005.
 12




---



##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 5.
    
    Investments and Short-Sale Obligations
 During the three months ended June 30, 2005, Crum & Forster purchased approximately $31,000
of credit default swaps on securities issued by various U.S. companies in the banking,
mortgage and insurance industries, bringing the total amount of credit default swaps
purchased in the first half of 2005 to approximately $52,000. These credit default swaps
serve as hedges against declines in the fair value of various financial assets owned by the
Company arising from potential financial difficulties associated with any or all of these
issuers or the industries in which they operate. As of June 30, 2005 and December 31,
2004, the fair value of the Companys credit default swaps was $59,331 and $4,224,
respectively. For the three and six months ended June 30, 2005, the Company recorded net
realized investment gains of $2,982 and $3,450, respectively, as a result of changes in the
fair value of the credit default swaps. For the three and six months ended June 30, 2004,
the Company recorded net realized investment losses of $351 and $33, respectively, as a
result of changes in the fair value of the credit default swaps.
 On June 3, 2005, Advent Capital (Holdings) PLC (Advent), an affiliate of Crum & Forster,
completed a public offering of its common stock. Crum & Forster purchased its pro-rata
share equal to $8,321 in the offering and, accordingly, suffered no dilution of its 11.4%
ownership interest. Concurrent with the offering, Advents common stock was listed for
trading on the Alternative Investment Market of the London Stock Exchange. The Companys
investment in Advent is carried at fair value and included in equity securities on the
consolidated balance sheet. As of June 30, 2005 and December 31, 2004, the fair value of
the Company investment in Advent was $16,857 and $14,036 respectively.
 In January 2005, Crum & Forster
invested an additional $10,000 in Pacific Century Fund I
(Pacific), a fund wholly owned by Fairfax affiliates,
bringing the total investment in Pacific to $20,000. The Company
owned approximately 40% of Pacific as of June 30, 2005 and its carrying value was $20,538. The investment in Pacific is included in
other invested assets on the consolidated balance sheets.
 As an economic hedge against a decline in the U.S. equity markets, the Company executed
short sales of Standard & Poors Depositary Receipts (SPDRs) in July 2004 and January
2005 totaling approximately $300,000. Simultaneously, the Company purchased two-year S&P
Index call options (Options) limiting the potential loss on the future purchase of the
SPDRs to $60,000. The total cost of the Options was $8,217. Both the obligations to
purchase the SPDRs and the Options are carried at fair value in the consolidated financial
statements. The fair value of the
obligations to purchase the SPDRs is included in short-sale obligations and the fair value
of the Options is included in other invested assets on the consolidated balance sheets.
For the three and six months ended June 30, 2005, the change in the fair value of the SPDRs
obligation amounted to a loss of $2,968 and a gain of $1,723, respectively. For the three
and six months ended June 30, 2005, the change in the fair value of the Options amounted
to a loss of $1,449 and $5,129, respectively. The net change in the fair value of the
SPDRs obligation and the Options is included in realized investment gains on the
consolidated statements of income.
 The fair values of the SPDRs obligation and the Options
at June 30, 2005 amounted to a liability of $315,668 and an asset of $5,482, respectively.
The Company also incurs additional expense in an amount equal to the dividend earnings on
the SPDRs sold. Dividend earnings on the SPDRs amounted to $1,292 and $2,530,
respectively, for the three and six months ended June 30, 2005 and are included as an
investment expense on the consolidated statements of income. In connection with these
SPDRs transactions, the Company has pledged cash and U. S. Treasury securities as
collateral for the obligation to purchase the SPDRs. As of June 30, 2005, the fair value
of the assets pledged for the future purchase of the SPDRs totaled $496,375. These assets
are recorded in assets pledged for short-sale obligations on the consolidated balance
sheets.
 In December 2004, the Company entered into a four-month swap transaction whereby the
Company received the total equity return on a publicly traded security in exchange for
payment of a stated return tied to LIBOR. In March 2005, the Company terminated this swap
transaction. For the three months ended March 31, 2005, the Company recorded a net loss of
$2,614, which was included in realized investment gains on the
consolidated statements of
income.
 13




---



##### 



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited, dollars in thousands)
 6.
    
    Commitments and Contingencies
 In the ordinary course of their business, Crum & Forsters subsidiaries receive claims
asserting alleged injuries and damages from asbestos, environmental and other latent
exposures and are subject to related coverage litigation. The conditions surrounding the
final resolution of these claims and the related litigation continue to change. Currently,
it is not possible to predict judicial and legislative changes and their impact on the
future development of asbestos and environmental claims and litigation. This trend will be
affected by future court decisions and interpretations, as well as changes in applicable
legislation and the possible implementation of a proposed federal compensation scheme for
asbestos-related injuries. As a result of these uncertainties, additional liabilities may
arise for amounts in excess of current reserves for asbestos, environmental and other
latent exposures. These additional amounts, or a range of these additional amounts, cannot
currently be reasonably estimated. As a result of these claims, management continually
reviews required reserves and related reinsurance recoverable. In each of these areas of
exposure, the Company litigates individual cases when appropriate and endeavors to settle
other claims on favorable terms.
 In addition, the Companys subsidiaries are involved in various lawsuits and arbitration
proceedings arising in the ordinary course of business. While the outcome of such matters
cannot be predicted with certainty, in the opinion of management, no such matter is likely
to have a material adverse effect on the Companys consolidated financial condition or
liquidity. However, it should be noted that the frequency of large damage awards in some
jurisdictions, including punitive damage awards that bear little or no relation to actual
economic damages incurred by plaintiffs, continues to create the potential for an
unpredictable judgment in any given matter.
 7.
    
    Segment Reporting
 The Company operates in the commercial property and casualty insurance business.
Premiums earned for the Companys lines of business are summarized as follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Workers compensation
    
    $
    76,939
    
    
    $
    67,046
    
    
    $
    148,275
    
    
    $
    134,950General liability
    
    
    52,312
    
    
    
    49,957
    
    
    
    101,619
    
    
    
    100,280Property
    
    
    49,166
    
    
    
    49,763
    
    
    
    97,158
    
    
    
    101,708Commercial automobile
    
    
    45,959
    
    
    
    43,353
    
    
    
    91,050
    
    
    
    85,352Commercial multi-peril
    
    
    11,504
    
    
    
    10,391
    
    
    
    23,028
    
    
    
    20,553Surety
    
    
    6,100
    
    
    
    5,253
    
    
    
    12,404
    
    
    
    10,459Total premiums earned
    
    $
    241,980
    
    
    $
    225,763
    
    
    $
    473,534
    
    
    $
    453,302
 The losses and LAE and losses and LAE ratios of the Companys lines of business are
summarized as follows:
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    RatioWorkers compensation
    
    $
    57,643
    
    
    
    74.9
    %
    
    $
    56,872
    
    
    
    84.8
    %
    
    $
    122,771
    
    
    
    82.8
    %
    
    $
    110,821
    
    
    
    82.1
    %General liability
    
    
    36,595
    
    
    
    70.0
    %
    
    
    34,069
    
    
    
    68.2
    %
    
    
    68,959
    
    
    
    67.9
    %
    
    
    71,007
    
    
    
    70.8
    %Property
    
    
    30,635
    
    
    
    62.3
    %
    
    
    27,391
    
    
    
    55.0
    %
    
    
    46,877
    
    
    
    48.2
    %
    
    
    62,185
    
    
    
    61.1
    %Commercial automobile
    
    
    19,923
    
    
    
    43.3
    %
    
    
    33,285
    
    
    
    76.8
    %
    
    
    46,364
    
    
    
    50.9
    %
    
    
    63,836
    
    
    
    74.8
    %Commercial multi-peril
    
    
    951
    
    
    
    8.3
    %
    
    
    6,135
    
    
    
    59.0
    %
    
    
    7,461
    
    
    
    32.4
    %
    
    
    10,384
    
    
    
    50.5
    %Surety
    
    
    16,790
    
    
    
    275.2
    %
    
    
    1,512
    
    
    
    28.8
    %
    
    
    23,738
    
    
    
    191.4
    %
    
    
    3,168
    
    
    
    30.3
    %Total losses
and LAE
    
    $
    162,537
    
    
    
    67.2
    %
    
    $
    159,264
    
    
    
    70.5
    %
    
    $
    316,170
    
    
    
    66.8
    %
    
    $
    321,401
    
    
    
    70.9
    %
 The Company does not allocate investment results or certain corporate expenses for
purposes of evaluating financial performance of each line of business.
 14




---



##### 



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    Statements Regarding Forward-Looking Information
  
    
    Lowering or loss of one of the Companys financial strength ratings;
    
    Insufficient loss reserves, including reserves for asbestos, environmental and other latent claims;
    
    Occurrence of natural or man-made catastrophic events;
    
    Competitive conditions in the insurance market;
    
    Changes in the business or regulatory environment in which the Company operates
either as a result of recent insurance industry investigations by government
authorities and other parties or otherwise;
    
    Inability to realize the Companys investment objectives;
    
    Loss of key producers;
    
    Exposure to emerging claims and coverage issues;
    
    Inability of certain of the Companys insurance subsidiaries to pay dividends;
    
    Inability to obtain reinsurance coverage on reasonable terms and prices;
    
    Exposure to credit risk in the event reinsurers or insureds that owe the Company
premiums or reimbursement of deductibles paid by the Company on their behalf fail to
pay;
    
    Adverse developments in the prospects or results of operations of Fairfax or its affiliates;
    
    Loss of key employees;
    
    Changes in governmental regulations;
    
    Exposure to credit risks on novated policies; and
    
    Limited ability to borrow.
  15




---



##### 



Critical Accounting Policies and Estimates
    Unpaid Losses and Loss Adjustment Expenses
     Other Than Temporary Declines In Value of Investments
  16




---



##### 



Reinsurance Recoverable
    Deferred Income Tax Assets
    Summary of Operations
  17




---



##### 



18




---



##### 



Results of Operations
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Gross premiums written
    
    $
    264,130
    
    
    $
    258,035
    
    
    $
    552,573
    
    
    $
    543,971Net premiums written
    
    $
    217,624
    
    
    $
    212,600
    
    
    $
    457,024
    
    
    $
    443,485Premiums earned
    
    $
    241,980
    
    
    $
    225,763
    
    
    $
    473,534
    
    
    $
    453,302Losses and LAE
    
    
    162,537
    
    
    
    159,264
    
    
    
    316,170
    
    
    
    321,401Underwriting expenses
    
    
    66,574
    
    
    
    63,148
    
    
    
    130,383
    
    
    
    126,369Underwriting results
    
    
    12,869
    
    
    
    3,351
    
    
    
    26,981
    
    
    
    5,532Investment income and realized investment gains
    
    
    91,715
    
    
    
    34,703
    
    
    
    140,622
    
    
    
    90,615Interest and other expense
    
    
    10,113
    
    
    
    12,917
    
    
    
    19,645
    
    
    
    22,292Income before income taxes and equity in earnings of investees
    
    
    94,471
    
    
    
    25,137
    
    
    
    147,958
    
    
    
    73,855Income tax expense
    
    
    31,593
    
    
    
    8,707
    
    
    
    49,958
    
    
    
    25,654Income before equity in earnings of investees
    
    
    62,878
    
    
    
    16,430
    
    
    
    98,000
    
    
    
    48,201Equity in earnings of investees
    
    
    4,321
    
    
    
    2,661
    
    
    
    8,754
    
    
    
    6,044Net income
    
    $
    67,199
    
    
    $
    19,091
    
    
    $
    106,754
    
    
    $
    54,245Loss and LAE ratio
    
    
    67.2
    %
    
    
    70.5
    %
    
    
    66.8
    %
    
    
    70.9
    %Underwriting expense ratio
    
    
    27.5
    
    
    
    28.0
    
    
    
    27.5
    
    
    
    27.9Combined ratio
    
    
    94.7
    %
    
    
    98.5
    %
    
    
    94.3
    %
    
    
    98.8
    %
  Underwriting Results
 Gross Premiums Written
  Three Months Ended June 30,2005
    
    
    2004
    
    

Increase/
(Decrease)
    
    

Percent
ChangeWorkers compensation
    
    $
    57,552
    
    
    $
    61,032
    
    
    $
    (3,480)
    
    
    
    (5.7)
    %General liability
    
    
    67,607
    
    
    
    59,557
    
    
    
    8,050
    
    
    
    13.5
    %Property
    
    
    73,035
    
    
    
    74,026
    
    
    
    (991)
    
    
    
    (1.3)
    %Commercial automobile
    
    
    46,095
    
    
    
    42,854
    
    
    
    3,241
    
    
    
    7.6
    %Commercial multi-peril
    
    
    12,988
    
    
    
    12,545
    
    
    
    443
    
    
    
    3.5
    %Surety
    
    
    6,853
    
    
    
    8,021
    
    
    
    (1,168)
    
    
    
    (14.6)
    %Total gross premiums written
    
    $
    264,130
    
    
    $
    258,035
    
    
    $
    6,095
    
    
    
    2.4
    %
 Six Months Ended June 30,2005
    
    
    2004
    
    

Increase/
(Decrease)
    
    

Percent
ChangeWorkers compensation
    
    $
    132,583
    
    
    $
    136,604
    
    
    $
    (4,021)
    
    
    
    (2.9)
    %General liability
    
    
    137,603
    
    
    
    129,773
    
    
    
    7,830
    
    
    
    6.0
    %Property
    
    
    144,463
    
    
    
    137,157
    
    
    
    7,306
    
    
    
    5.3
    %Commercial automobile
    
    
    98,294
    
    
    
    99,766
    
    
    
    (1,472)
    
    
    
    (1.5)
    %Commercial multi-peril
    
    
    24,326
    
    
    
    24,891
    
    
    
    (565)
    
    
    
    (2.3)
    %Surety
    
    
    15,304
    
    
    
    15,780
    
    
    
    (476)
    
    
    
    (3.0)
    %Total gross premiums written
    
    $
    552,573
    
    
    $
    543,971
    
    
    $
    8,602
    
    
    
    1.6
    %
 19




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##### 



Casualty Gross Premiums Written
  Property Gross Premiums Written
  Net Premiums Written
  Premiums Earned
  Losses and Loss Adjustment Expenses
   Underwriting Expenses
    20




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##### 



Investment Results
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2005
    
    
    2004
    
    
    2005
    
    
    2004Average investments, including cash
and cash equivalents, at book value
    
    $
    3,184,234
    
    
    $
    3,090,481
    
    
    $
    3,166,039
    
    
    $
    3,094,126Investment income
    
    $
    33,721
    
    
    $
    25,102
    
    
    $
    68,378
    
    
    $
    43,281Realized investment gains
    
    
    57,994
    
    
    
    9,601
    
    
    
    72,244
    
    
    
    47,334Pre-tax equity in earnings of investees
    
    
    6,648
    
    
    
    4,093
    
    
    
    13,468
    
    
    
    9,298Change in unrealized investment gains
(losses) and foreign currency
translation
    
    
    91,881
    
    
    
    (86,995
    )
    
    
    69,334
    
    
    
    (117,520
    )Total return on investments
    
    $
    190,244
    
    
    $
    (48,199
    )
    
    $
    223,424
    
    
    $
    (17,607
    )Total return for the period
    
    
    6.0
    %
    
    
    (1.6
    )%
    
    
    7.1
    %
    
    
    (0.6
    )%
      Interest and Other Expense
  21




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##### 



Liquidity and Capital Resources
 Holding Company
       22




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##### 



Insurance Subsidiaries
      At June 30, 2005Cost or
    
    
    Gross
    
    
    GrossAmortized
    
    
    Unrealized
    
    
    UnrealizedCost
    
    
    Gains
    
    
    Losses
    
    
    Fair ValueFixed income securities:United States government and government agencies
and authorities
    
    $
    1,753,699
    
    
    $
    18,371
    
    
    $
    3,147
    
    
    $
    1,768,923States, municipalities and political subdivisions
    
    
    6,537
    
    
    
    90
    
    
    
    
    
    
    
    6,627Public utilities
    
    
    5,076
    
    
    
    321
    
    
    
    
    
    
    
    5,397Other corporate bonds
    
    
    325,535
    
    
    
    11,790
    
    
    
    33,346
    
    
    
    303,979Total fixed income securities
    
    
    2,090,847
    
    
    
    30,572
    
    
    
    36,493
    
    
    
    2,084,926Equity securities:Common stocks of banks, trusts and insurance
companies
    
    
    198,173
    
    
    
    136,510
    
    
    
    11,469
    
    
    
    323,214Common stocks of industrial and other companies
    
    
    251,546
    
    
    
    18,343
    
    
    
    27,903
    
    
    
    241,986Total equity securities
    
    
    449,719
    
    
    
    154,853
    
    
    
    39,372
    
    
    
    565,200Total available-for-sale securities
    
    $
    2,540,566
    
    
    $
    185,425
    
    
    $
    75,865
    
    
    $
    2,650,126
 23




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##### 






24



---



##### 



Ratings
    
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
   Interest Rate Risk
  At June 30, 2005Fair Value ofFixed Income
    
    
    Hypothetical
    
    
    HypotheticalPortfolio
    
    
    $ Change
    
    
    % Change200 basis point decline
    
    $
    2,746,770
    
    
    $
    661,844
    
    
    
    31.7
    %100 basis point decline
    
    $
    2,383,540
    
    
    $
    298,614
    
    
    
    14.3
    %Base scenario
    
    $
    2,084,926
    
    
    
    
    
    
    
    
    %100 basis point increase
    
    $
    1,837,649
    
    
    $
    (247,277
    )
    
    
    (11.9
    )%200 basis point increase
    
    $
    1,632,578
    
    
    $
    (452,348
    )
    
    
    (21.7
    )%
 25




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##### 



Equity Price Risk
   Foreign Currency Exchange Rate Risk
  
 Item 4. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Control Over Financial Reporting
   26




---



##### 



Part II
OTHER INFORMATION
 
 Item 1. Legal Proceedings
   
 Item 6. Exhibits
  27




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##### 



SIGNATURES
   CRUM & FORSTER HOLDINGS CORP.
(Registrant)Date:  July 29, 2005
    By:
    /s/   Nikolas AntonopoulosNikolas AntonopoulosPresident and Chief Executive OfficerDate:  July 29, 2005
    By:
    /s/   Mary Jane RobertsonMary Jane RobertsonExecutive Vice President, Chief Financial Officer and Treasurer 28




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##### 



INDEX TO EXHIBITS
 Exhibit No.
 * 31.1
    
    Certification of President and Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.* 31.2
    
    Certification of Executive Vice President, Chief Financial Officer and Treasurer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.* 32.1
    
    Certification of President and Chief Executive Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.* 32.2
    
    Certification of Executive Vice President, Chief Financial Officer and Treasurer
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.1
    
    Risk Factors (incorporated into Part II of this Form 10-Q by reference to the section
entitled Risk factors in the Companys Annual Report on Form 10-K for the year ended
December 31, 2004 filed with the Securities and Exchange Commission on March 7, 2005, as
amended by Form 10-K/A filed with the Securities and Exchange Commission on June 28, 2005).
 
 * Filed herewith 29