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                                                                Exhibit 10 (jjj)


                             DATED December 20, 2001





                             OVERSEAS PARTNERS LTD.,

                    OVERSEAS PARTNERS US REINSURANCE COMPANY


                                     - and -


                                 MICHAEL CASCIO





                     ---------------------------------------

                              EMPLOYMENT AGREEMENT

                    ----------------------------------------


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THIS AGREEMENT is made the 20th day of December 2001


BY AND AMONG :

OVERSEAS PARTNERS LTD. whose registered office is situated at Mintflower Place,
8 Par-La-Ville Road, Hamilton HM 08, Bermuda (the "Company");


OVERSEAS PARTNERS US REINSURANCE COMPANY, whose registered office is situated at
1700 Market Street, Philadelphia, PA ("OPUS Re") and


MICHAEL CASCIO of 8750 Montgomery Ave., Wyndman, PA 19038 (the "Executive").

WHEREBY IT IS AGREED as follows:

1.   Definitions and Interpretations

     In addition to the words and expressions hereinbefore defined the
     following words and expressions shall have the meanings hereinafter
     ascribed to them;

     "Associated Company"     means any company which is from time to
                              time a subsidiary or a holding company (as those
                              expressions are defined by Section 86 of the
                              Companies Act 1981) of the Company.

     the "Board"              means the Board of Directors from time to time
                              of the Company.


     "Commencement Date"      means the 1/st/ day of January 2000.






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                                       3

      "Employment"             means the employment of the Executive with the
                               Company pursuant to this Agreement.

      "Common Share Capital"   means all the Common Shares of the
                               Company in issue from time to time.

      "Termination Date"       means the date on which the Employment with
                               the Company ceases either for reason of the
                               conclusion of the fixed term of the Employment or
                               for reason of the termination of the Employment
                               in accordance with the provisions of this
                               Agreement.

2.    Term of Appointment

      a.  The Company and OPUS Re hereby appoint the Executive and the Executive
          hereby agrees to employment pursuant to the terms of this Agreement
          for an initial Term of Appointment of a period of three (3) years
          unless this Agreement is: (i) sooner terminated in accordance with
          paragraph 5 below, or (ii) extended as provided in paragraph 2(b)
          below.

      b.  Commencing on the third anniversary of the Commencement Date and on
          each annual anniversary of such date, (each a "Renewal Date"), this
          Agreement, and the Term of Appointment herein granted, shall be
          automatically extended so as to terminate on the first annual
          anniversary of each Renewal Date, unless either the Company or the
          Executive shall give the other written notice, not less than 60 days
          prior to any Renewal Date, of the election not to so extend this
          Agreement, in which case this Agreement shall terminate on such
          Renewal Date.

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                                       4

3.   Powers and Duties

     During the period of Employment under this Agreement the Executive:

     (a)  shall serve as Executive Vice President and Chief Underwriting Officer
          of the Company from January 1, 2000 to January 31, 2001, and as
          President and Chief Executive Officer of OPUS Re from February 1, 2001
          until the Termination Date. From and after February 1, 2001, OPUS Re
          shall provide the Executive's compensation and benefits (including
          severance payments and benefits pursuant to Section 5 hereof), and
          references to the provision by the "Company" of such payments and
          benefits shall, from and after February 1, 2001, be read as referring
          to OPUS Re.

     (b)  shall report to the Chief Executive Officer of the Company or designee
          thereof (the "CEO") and shall exercise such powers and perform such
          duties (not being duties inappropriate to his status) consistent with
          his positions as may from time to time be vested in or assigned to him
          by the CEO and shall comply with all reasonable directions from time
          to time given to him by the CEO and with all rules and regulations
          from time to time laid down by the Company concerning its employees as
          the CEO or the Board of Directors of the Company (the "Board") may
          from time to time determine.

     (c)  shall devote his full attention and business time to the business and
          affairs of the Company and OPUS Re, provided, however, that nothing in
          this Agreement shall preclude the Executive from engaging in
          activities involving professional, educational, charitable, religious
          and community organizations, managing his personal investments, and
          serving on the board of directors of such companies and organizations
          as agreed to from time to time by the Board, to the extent that the
          foregoing do not materially inhibit the performance of the Executive's
          duties under this Agreement or conflict

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                                       5

          in any material way with the business and affairs of the Company or
          OPUS Re.

     (d)  use his best efforts to perform faithfully and efficiently, and to
          discharge the dealings and responsibilities assumed by him under this
          Agreement.


4.   Remuneration and Benefits

     The Executive shall be paid by way of remuneration a salary and bonus
     and such other benefits (if any) as the CEO and the Compensation
     Committee of the Board (the "Compensation Committee") may from time to
     time determine as follows:

     a)   The Executive shall be paid by way of remuneration for his services
          during the Employment hereunder: (i) a base salary at the rate of
          $23,333.33 per month through January 31, 2001 and at the rate of
          $35,000.00 per month thereafter and (ii) such bonuses or additional
          remuneration (if any) as the CEO, with ratification by the
          Compensation Committee, may from time to time determine in accordance
          with the "Overseas Partners Ltd. Incentive Plan" (in development at
          the Commencement Date) based upon a target award of 100% of annual
          base salary, a minimum award of 50% of annual base salary, and a
          maximum award of 150% of annual base salary (using the Executive's
          annual base salary in effect at the end of the calendar year to which
          the bonus relates), in each case determined by the performance of the
          Company and the Executive as adjudged by the CEO and ratified by the
          Compensation Committee. The CEO and Compensation Committee shall
          review the Executive's base salary and potential bonus award, on an
          annual basis to determine, in its sole discretion, if and to what
          extent an increase in base salary and/or the awarding of a bonus or
          additional remuneration is warranted. The annual review will be
          completed by March 1 of each year.


          For the period ending January 31, 2001, such salary shall be paid by
          equal monthly installments in arrears on the last day of every month
          and shall

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               accrue from day to day. After January 31, 2001, such salary shall
               be paid semimonthly in arrears and shall accrue from day to day.

          b)   The Executive shall be entitled to receive grants of restricted
               stock, stock options and/or stock appreciation rights on an
               annual basis under the Company's Incentive Compensation Plan for
               the time being in force, subject to the rules applicable to the
               Plan as established, amended or varied from time to time by the
               Board or such other Plan as is in force from time to time, and as
               amended from time to time, as the case may be. The grants
               referred to in the preceding sentence shall be based on a target
               future value of 125% of annual base salary then in effect.

               In connection with the commencement of the Executive's employment
               hereunder, the Executive received 49,079 shares of restricted
               stock, which shares were granted effective August 15, 2001 and
               will vest on December 31, 2002, subject to the terms and
               conditions of the Restricted Stock Agreement and the Overseas
               Partners Ltd. Incentive Compensation Plan, pursuant to which such
               award was granted.

          c)   In addition to public holidays the Executive will be entitled to
               thirty (30) days vacation in every calendar year. Unless and
               until his Employment under this Agreement terminates under any
               provision herein, salary will continue to be payable during
               vacations. Vacation days not taken in any calendar year may be
               carried forward at the sole discretion of the Compensation
               Committee.

          d)   Subject to production, if requested, of medical certificates
               satisfactory to the Company, salary will not cease to be payable
               by reason only of the Executive's incapacity to work due to
               sickness or accident (unless and until his Employment under the
               Agreement shall be terminated under any provision herein) but the
               Company may reduce salary during incapacity by an amount equal to
               the benefit (excluding any lump sum benefit) which

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           the Executive would be entitled to claim during such incapacity
           under any sickness or accident insurance policy paid for entirely
           by the Company (whether or not such benefit is claimed by the
           Executive).

      e)   The Executive shall be entitled to participate in the Overseas
           Partners Ltd And Subsidiaries Retirement Plan (401(k)).

      f)   The Executive is entitled to all other benefits outlined in the
           Overseas Partners Ltd./Overseas Partners Re Ltd. Company
           Handbook, which are not specifically identified in this
           Agreement.

      g)   The Company shall, during the Executive's Employment in Bermuda,
           pay a housing allowance of $10,000 per month to defray the
           Executive's housing cost here in Bermuda. The first such payment
           shall be made on the 25/th/ day of January 2000, representing the
           housing allowance for January in arrears. All subsequent payments
           shall be on the 25/th/ day of each month, in arrears for the month
           in question.

5.   Termination of Employment

      a)   The Employment may be terminated prior to the scheduled
           expiration of the initial Term of Appointment: (i) by the Company
           with or without "cause" (as defined below), (ii) by the Executive
           with or without "good reason" (as defined below) or (iii) due to
           the death or total and permanent disability of the Executive in
           accordance with the applicable long-term policies of the Company
           in which the Executive participates.

      b)   In the event that the Executive wishes to resign from the Company
           without "good reason" prior to the scheduled expiration of the
           initial Term of Appointment, the Executive shall provide the
           Company with three (3) months' advance written notice and, in
           such case, the Company may terminate the Executive's employment
           prior to the end of such three (3) month period provided that the
           Company makes the payments to the

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               Executive described in paragraph (e) below. A termination of the
               Employment by the Company as provided in the preceding sentence
               shall not be deemed a termination without "cause" or give the
               Executive grounds to terminate his employment for "good reason"
               for purposes of paragraph (c) below.

          c)   In the event that the Employment is terminated pursuant to
               paragraph (a) above (i) by the Company without "cause" or (ii) by
               the Executive with "good reason", the Executive shall be entitled
               to receive, in addition to accrued salary and benefits (including
               a pro-rata calculation of earned vacation days) payable to the
               Executive through the Termination Date, (i) a lump sum payment,
               payable within 14 business days from the Termination Date, equal
               to: (A) the Executive's base salary (as determined in paragraph
               4(a)) x 24, plus, (B) the Executive's bonus entitlement (as
               determined in paragraph 4(a)), based upon target levels set by
               the Company for the year in which the Executive's termination
               occurs and pro-rated for the period from January 1 of the year in
               which the termination occurs to the Termination Date, and (ii)
               payment of actual expenses (up to a maximum of a sum of $30,000)
               towards the cost incurred during the course of relocating to
               Bermuda, provided such relocation occurs within 6 months
               following termination of Employment.


               The Company's obligation to make the payments in this paragraph
               5(c) shall be conditioned on the Executive's execution of a
               General Release Agreement in accordance with the Company's
               customary practice.

          d)   In the event of the termination of the Employment for one of the
               reasons described in paragraph (c) above, all outstanding grants
               of restricted stock, stock options and stock appreciation rights
               previously granted to the Executive by the Company will
               automatically become fully vested as of the date of such
               termination, notwithstanding anything to the contrary

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                                       9

               contained in the terms or provisions of the Company's Incentive
               Compensation Plan.

          e)   In the event that the Employment is terminated pursuant to
               paragraph (a) above: (i) by the Company for "cause", (ii) by the
               Executive without "good reason" or (iii) due to the death or
               disability of the Executive; the Executive shall be entitled to
               receive only his accrued salary and benefits (including a
               pro-rata calculation of earned vacation days) payable through the
               Termination Date or otherwise payable under plans maintained by
               the Company in accordance with their terms and nothing else. In
               addition, in the event that the Executive terminates his
               Employment with the Company without "good reason" in accordance
               with paragraph 5(b) of this Agreement, the Company shall be
               required (even if the Company subsequently elects to terminate
               the Employment of the Executive prior to the effective date of
               his termination in accordance with paragraph 5(b) of this
               Agreement) to continue to provide the Executive with his salary
               and benefits until the earlier of the effective date of his
               termination and the end of the Term of Appointment.

          f)   In the event the Company does not extend this Agreement in
               accordance with paragraph 2(b), and the Executive's employment
               has not terminated for any other reason then, notwithstanding any
               other provision of this paragraph 5, the Executive shall be
               entitled to receive, in addition to accrued salary and benefits
               (including a pro-rata calculation of earned vacation days)
               payable to the Executive through the Termination Date, a lump sum
               payment, payable within 14 business days from the Termination
               Date, equal to: (i) the Executive's monthly base salary (as
               determined in paragraph 4(a)) x 12, plus, (ii) the Executive's
               target bonus (as determined in paragraph 4(a)) set by the Company
               for the year in which the Executive's termination occurs. The
               Executive shall also be entitled to receive a payment of the
               bonus earned by the Executive for the year in

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               which the Executive's termination occurs (as determined in
               paragraph 4(a)) based on performance during such year. Such bonus
               payment shall be paid within 60 days of the end of such year and
               shall be pro-rated for the period from January 1 of the year in
               which the termination occurs to the Termination Date. In
               addition, the Executive shall be entitled to payment of actual
               expenses (up to a maximum of a sum of $30,000) towards the cost
               incurred during the course of relocating to Bermuda, provided
               such relocation occurs within 6 months following termination of
               Employment.

          g)   For purposes of this Agreement:

          (i)        "cause" means (a) an act or acts of personal dishonesty
               taken by the Executive and intended to result in the material
               personal enrichment of the Executive at the expense of the
               Company and its Associated Companies, excluding for this purpose
               any isolated, insubstantial or inadvertent action not taken in
               bad faith which is remedied by the Executive in a reasonable
               period of time after receipt of reasonably prompt written notice
               thereof from the Company, (b) repeated violations by the
               Executive of his obligations under this Agreement which are
               demonstrably willful and deliberate and which are not remedied in
               a reasonable period of time by the Executive after receipt of
               reasonably prompt written notice thereof from the Company, or,
               (c) the Executive's conviction of a felony involving moral
               turpitude; and

               (ii)  "good reason" means (a) the sale or other disposition by
                     the Company of all or substantially all of its reinsurance
                     operations, (b) the change in control of the Company
                     through the acquisition (whether by purchase, transfer,
                     merger, renunciation or otherwise) of any interest in any
                     shares, if, upon completion of such acquisition the third
                     party, together with persons acting in concert with the
                     third party, would hold more than fifty percent of the

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                                       11

               Common Share Capital of the Company, (c) repeated violations by
               the Company of its obligations under this Agreement which are
               demonstrably willful and deliberate and which are not remedied in
               a reasonable period of time by the Company after receipt of
               reasonably prompt written notice thereof from the Executive, (d)
               without the Executive's consent, the Company reduces the
               Executive's current base salary, reduces the Executive's then
               current target total annual compensation, reduces the Executive's
               housing allowance, or reduces any of the benefits provided to the
               Executive under paragraphs 4(e) or (f) of this Agreement, or (e)
               a diminution in the Executive's duties or responsibilities or the
               assignment of the Executive of any duties inconsistent in any
               adverse respect with the Executive's then current duties and
               responsibilities.

      h) (i)   The Employment, following the initial Term of Appointment and
               during any extended Term of Appointment, may be terminated prior
               to the scheduled expiration of the extended Term of Appointment:
               (i) by the Company with or without "cause" (as defined in
               paragraph 5(g)(i) above, (ii) by the Executive with or without
               "good reason" (as defined in paragraph 5(g)(ii) above), or (iii)
               due to the death or disability of the Executive in accordance
               with the applicable programs and policies of the Company.

         (ii)  In the event that the Executive wishes to resign from the Company
               without "good reason" prior to the scheduled expiration of any
               extended Term of Appointment, the Executive shall comply with the
               provisions of paragraph 5(b) above.

         (iii) In the event that Employment is terminated pursuant to paragraph
               5h(i) above: (i) by the Company without "cause", or (ii) by the
               Executive with "good reason", the Executive shall be entitled to

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                                       12

               receive, in addition to accrued salary and benefits (including a
               pro-rata calculation of earned vacation days) payable to the
               Executive through the Termination Date(i) a lump sum payment,
               payable within 14 business days from the Termination Date, equal
               to: (A) the Executive's base salary (as determined in paragraph
               4(a)) x 24, plus, (B) the Executive's bonus entitlement (as
               determined in paragraph 4(a)), based upon target levels set by
               the Company for the year in which the Executive's termination
               occurs and pro-rated for the period from January 1 of the year in
               which the termination occurs to the Termination Date, and (ii)
               payment of actual expenses (up to a maximum of a sum of $30,000)
               towards the cost incurred during the course of relocating to
               Bermuda, provided such relocation occurs within 6 months
               following termination of Employment.

          (iv) In the event that the Employment is terminated during any
               additional Term of Appointment, pursuant to paragraph 5h(i)
               above: (i) by the Company for "cause", (ii) by the Executive
               without "good reason", or (iii) due to the death or disability of
               the Executive, the Executive shall be entitled to receive only
               his accrued salary and benefits (including a pro-rata calculation
               of earned vacation days) payable to the Termination Date or
               otherwise payable under plans maintained by the Company in
               accordance with their terms and nothing else. In all other
               respects, the Executive's termination under the provisions of
               this paragraph shall be in accordance with provisions of
               paragraph 5(e) and (g) above.

6.       Non-Competition

         The Executive shall not during the continuance of the Employment
         (unless otherwise agreed in writing by the Company) undertake any other
         business or

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                                       13

         profession or be or become an executive or agent of any other company,
         firm or person or assist or have any financial interest in any other
         business or profession, if such business or profession is in
         competition with the business of the Company or any Associated Company
         but nothing in this paragraph shall preclude the Executive from
         holding or acquiring less than 5% of the voting shares or other equity
         securities of any other company which are listed or dealt in on any
         recognized stock exchange by way of bona fide investment.

7.       Non-Solicitation

         The Executive covenants with the Company that he shall not during the
         continuance of the Employment or for a period of two (2) years after
         the Termination Date on his own behalf or on the behalf of any other
         person, firm or company directly or indirectly endeavor to entice away
         from the Company any person who is then employed by the Company and was
         so employed by the Company during the continuance of the Employment.

8.       Confidential Information

         The Executive shall not, either during the continuance of his
         Employment hereunder and up to two years after the termination of the
         Agreement, use to the detriment or prejudice of the Company, except in
         the proper course of his duties, divulge to any person any trade secret
         or any other information of a confidential nature concerning the
         business or affairs of the Company which may have come to his knowledge
         during the Employment.

9.       Board Information

         The Executive shall at all times promptly give to the Board (in
         writing if so requested) all such information and explanations as they
         may require in connection with matters relating to his Employment
         hereunder or with the business of the Company.

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10.      Return of Papers etc.

         The Executive shall promptly upon the request of the Board following
         his termination of Employment deliver up to the Company all lists of
         clients or customers, correspondence and all other documents, papers
         and records which may have been prepared by him or have come into his
         possession in the course of his Employment, and the Executive shall not
         be entitled to and shall not retain any copies thereof. Title and
         copyright therein shall vest in the Company.

11.      Misrepresentation

         The Executive shall not at any time after the termination of his
         Employment hereunder wrongfully represent himself as being employed by
         or connected with the Company or any Associated Company.

12.      Notices

         Any notice in writing to be served hereunder shall be given personally
         to the Executive or to the Secretary of the Company (as the case may
         be) or shall be couriered or posted by registered mail to the Company
         (for the attention of its Secretary) at its registered office for the
         time being or to the Executive either at his address given above or at
         his last known address. Any such notice sent by post shall be deemed
         served three days after it is posted and in proving such service it
         shall be sufficient to prove that the notice was properly addressed and
         put in the post or couriered.

13.      Indemnity and Insurance

         The Company hereby agrees to indemnify and hold the Executive harmless
         for any acts or omissions arising out of the course and scope of his
         Employment with the Company to the fullest extent permitted by
         applicable law.

14.      Other Agreements

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         The Executive acknowledges and warrants that there are no agreements or
         arrangements whether written, oral or implied between the Company and
         the Executive relating to the Employment of the Executive other than
         those expressly set out in the Agreement and that he is not entering
         into the Agreement in reliance on any representation not expressly set
         out herein.

15.      Successor and Assigns

         The Company shall require any successor (whether direct or indirect, by
         purchase, merger, consolidation or otherwise) to all or substantially
         all of its business or assets to expressly assume this Agreement and
         agree to perform under this Agreement in the same manner and to the
         same extent that the Company would be required to perform if no such
         succession had taken place. In addition, with the Executive's consent,
         the Company, by action of the CEO or the Board, may assign this
         Agreement (and any or all of its rights and obligations hereunder) to
         any of its wholly-owned subsidiaries.

16.      Governing Law

         The Agreement shall be governed by and construed under Bermuda law and
         each of the parties hereto submits to the jurisdiction of the Bermuda
         Courts as regards any claim or matter arising under the Agreement.

17.      Expenses

         The Company will reimburse the Executive for legal fees and expenses
         incurred in connection with the negotiation, execution and delivery of
         this Employment Agreement for an amount up to $5,000.

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IN WITNESS WHEREOF the parties hereto have set their hands and seals the date
first above written.

SIGNED by                           )  /s/  Mary R. Hennessy
on behalf of the Company            )  /s/  L. Davidson Leader
in the presence of:-                )



SIGNED by                           )  /s/ Mary R. Hennessy
on behalf of the Opus Re            )  /s/ L. Davidson Leader
in the presence of:-                )



SIGNED by the Executive             )  /s/ M.J. Cascio
in the presence of:-                )  /s/ Richard Shaw