Edgar Filing: EVEREST REINSURANCE HOLDINGS INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C 20549

FORM 10-K

Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2017

Commission file number 1-14527

EVEREST REINSURANCE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation or organization)

22-3263609

(I.R.S Employer

Identification No.)

477 Martinsville Road

Post Office Box 830

Liberty Corner, New Jersey 07938-0830

(908) 604-3000

(Address, including zip code, and telephone number, including area code, of registrant's principal executive office)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Name of Each Exchange on Which Registered
4.868% Senior Notes Due 2044		NYSE
6.60% Long Term Notes Due 2067		NYSE

Securities registered pursuant to Section 12(g) of the Act:

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

Yes

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer		Accelerated filer
Non-accelerated filer	X	Smaller reporting company
(Do not check if smaller reporting company)		Emerging growth company

Indicate by check mark if the registrant is an emerging growth company and has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange act.

Yes

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)

Yes

The aggregate market value on June 30, 2017, the last business day of the registrant's most recently completed second quarter, of the voting stock held by non-affiliates of the registrant was zero.

At March 15, 2018, the number of shares outstanding of the registrant common shares was 1,000, all of which are owned by Everest Underwriting Group (Ireland) Limited, a wholly-owned direct subsidiary of Everest Re Group, Ltd.

The Registrant meets the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and is therefore filing this form with the reduced disclosure format permitted by General Instruction I of Form 10-K.

EVEREST REINSURANCE HOLDINGS, INC.

Table of Contents

FORM 10-K

		Page

PART I

Item 1.	Business	1
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	13
Item 2.	Properties	13
Item 3.	Legal Proceedings	13
Item 4.	Mine Safety Disclosures	14


PART II

Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	14
Item 6.	Selected Financial Data	14
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	15
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 8.	Financial Statements and Supplementary Data	31
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	31
Item 9A.	Controls and Procedures	31
Item 9B.	Other Information	32

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	32
Item 11.	Executive Compensation	32
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	32
Item 13.	Certain Relationships and Related Transactions, and Director Independence	33
Item 14.	Principal Accountant Fees and Services	33


PART IV

Item 15.	Exhibits and Financial Statement Schedules	34

PART I

Unless otherwise indicated, all financial data in this document have been prepared using accounting principles generally accepted in the United States of America ("GAAP"). As used in this document, "Holdings" means Everest Reinsurance Holdings, Inc., a Delaware company and direct subsidiary of Everest Underwriting Group (Ireland) Limited ("Holdings Ireland"); "Group" means Everest Re Group, Ltd. (Holdings Ireland's parent); "Bermuda Re" means Everest Reinsurance (Bermuda), Ltd., a subsidiary of Group; "Everest Re" means Everest Reinsurance Company and its subsidiaries, a subsidiary of Holdings (unless the context otherwise requires); and the "Company", "we", "us", and "our" means Holdings and its subsidiaries (unless the context otherwise requires).

ITEM 1. BUSINESS

The Company.

Holdings, a Delaware corporation, is a wholly-owned subsidiary of Holdings Ireland. On December 30, 2008, Group contributed Holdings to its recently established Irish holding company, Holdings Ireland. Holdings Ireland is a direct subsidiary of Group and serves as a holding company for the U.S. reinsurance and insurance subsidiaries. Group is a Bermuda holding company whose common shares are publicly traded in the U.S. on the New York Stock Exchange under the symbol "RE". Group files an annual report on Form 10-K with the Securities and Exchange Commission (the "SEC") with respect to its consolidated operations, including Holdings.

The Company's principal business, conducted through its operating segments, is the underwriting of reinsurance and insurance in the U.S. and international markets. The Company had gross written premiums, in 2017, of $5.8 billion, with approximately 68% representing reinsurance and 32% representing insurance. Stockholder's equity at December 31, 2017 was $5.4 billion. The Company underwrites reinsurance both through brokers and directly with ceding companies, giving it the flexibility to pursue business based on the ceding company's preferred reinsurance purchasing method. The Company underwrites insurance through brokers, surplus lines brokers and general agent relationships. Holdings' active operating subsidiaries are each rated A+ ("Superior") by A.M. Best Company ("A.M. Best"), a leading provider of insurer ratings that assigns financial strength ratings to insurance companies based on their ability to meet their obligations to policyholders.

Following is a summary of the Company's operating subsidiaries:

Everest Re, a Delaware insurance company and a direct subsidiary of Holdings, is a licensed property and casualty insurer and/or reinsurer in all states, the District of Columbia, Puerto Rico and Guam and is authorized to conduct reinsurance business in Canada, Singapore and Brazil. Everest Re underwrites property and casualty reinsurance for insurance and reinsurance companies in the U.S. and international markets. Everest Re has engaged in reinsurance transactions with Bermuda Re, Everest International Reinsurance, Ltd. ("Everest International"), Mt. Logan Re, Ltd. ("Mt. Logan Re") and Everest Insurance Company of Canada ("Everest Canada"), which are affiliated companies, primarily driven by enterprise risk and capital management considerations under which business is transacted at market rates and terms. At December 31, 2017 Everest Re had statutory surplus of $3.4 billion.

Everest National Insurance Company ("Everest National"), a Delaware insurance company and a direct subsidiary of Everest Re, is licensed in 50 states and the District of Columbia and is authorized to write property and casualty insurance on an admitted basis in the jurisdictions in which it is licensed. The majority of Everest National's business is reinsured by its parent, Everest Re.

Everest Indemnity Insurance Company ("Everest Indemnity"), a Delaware insurance company and a direct subsidiary of Everest Re, writes excess and surplus lines insurance business in the U.S. on a non-admitted basis. Excess and surplus lines insurance is specialty property and liability coverage that an insurer not licensed to write insurance in a particular jurisdiction is permitted to provide to insureds when the specific specialty coverage is unavailable from admitted insurers. Everest Indemnity is licensed in Delaware and is eligible to write business on a non-admitted basis in all other states, the District of Columbia and Puerto Rico. The majority of Everest Indemnity's business is reinsured by its parent, Everest Re.

·	Everest Security Insurance Company ("Everest Security"), a Georgia insurance company and a direct subsidiary of Everest Re, writes property and casualty insurance on an admitted basis in Georgia and Alabama. The majority of Everest Security's business is reinsured by its parent, Everest Re.

·	Everest Denali Insurance Company ("Everest Denali"), a Delaware insurance company and a direct subsidiary of Everest Re, is licensed to write property and casualty insurance in 46 states and the District of Columbia.

·	Everest Premier Insurance Company ("Everest Premier"), a Delaware insurance company and a direct subsidiary of Everest Re, is licensed to write property and casualty insurance in 46 states and the District of Columbia.

Everest International Assurance, Ltd. ("Everest Assurance"), a Bermuda company and a direct subsidiary of Holdings is registered in Bermuda as a Class 3A general business insurer and as a Class C long-term insurer. Everest Assurance has made a one-time election under section 953(d) of the U.S. Internal Revenue Code to be a U.S. income tax paying "Controlled Foreign Corporation." By making this election, Everest Assurance will be authorized to write life reinsurance and casualty reinsurance in both Bermuda and the U.S.

Mt. McKinley Insurance Company ("Mt. McKinley"), a Delaware insurance company and a direct subsidiary of Holdings, was acquired by Holdings in September 2000 from The Prudential Insurance Company of America ("The Prudential"). In 1985, Mt. McKinley ceased writing new and renewal insurance and commenced a run-off operation to service claims arising from its previously written business. Effective September 19, 2000, Mt. McKinley and Bermuda Re entered into a loss portfolio transfer reinsurance agreement, whereby Mt. McKinley transferred, for arm's length consideration, all of its net insurance exposures and reserves to Bermuda Re. Effective July 13, 2015, the Company sold all of the outstanding shares of capital stock in Mt. McKinley to Clearwater Insurance Company. The operating results of Mt. McKinley through July 13, 2015 are included within the Company's financial statements.

Heartland Crop Insurance Company ("Heartland"), a Kansas based managing general agent and a direct subsidiary of Holdings, was acquired on January 2, 2011. Heartland specializes in crop insurance, which is written mainly through Everest National. Effective August 24, 2016, the Company sold Heartland to CGB Diversified Services, Inc. ("CGB"). The operating results of Heartland for the period owned are included within the Company's financial statements.

Reinsurance Industry Overview.

Reinsurance is an arrangement in which an insurance company, the reinsurer, agrees to indemnify another insurance or reinsurance company, the ceding company, against all or a portion of the insurance risks underwritten by the ceding company under one or more insurance contracts. Reinsurance can provide a ceding company with several benefits, including a reduction in its net liability on individual risks or classes of risks, catastrophe protection from large and/or multiple losses and/or a reduction in operating leverage as measured by the ratio of net premiums and reserves to capital. Reinsurance also provides a ceding company with additional underwriting capacity by permitting it to accept larger risks and write more business than would be acceptable relative to the ceding company's financial resources. Reinsurance does not discharge the ceding company from its liability to policyholders; rather, it reimburses the ceding company for covered losses.

There are two basic types of reinsurance arrangements: treaty and facultative. Treaty reinsurance obligates the ceding company to cede and the reinsurer to assume a specified portion of a type or category of risks insured by the ceding company. Treaty reinsurers do not separately evaluate each of the individual risks assumed under their treaties, instead, the reinsurer relies upon the pricing and underwriting decisions made by the ceding company. In facultative reinsurance, the ceding company cedes and the reinsurer assumes all or part of the risk under a single insurance contract. Facultative reinsurance is negotiated separately for each insurance contract that is reinsured. Facultative reinsurance, when purchased by ceding companies, usually is intended to cover individual risks not covered by their reinsurance treaties because of the dollar limits involved or because the risk is unusual.

Both treaty and facultative reinsurance can be written on either a pro rata basis or an excess of loss basis. Under pro rata reinsurance, the ceding company and the reinsurer share the premiums as well as the losses and expenses in an agreed proportion. Under excess of loss reinsurance, the reinsurer indemnifies the ceding company against all or a specified portion of losses and expenses in excess of a specified dollar amount, known as the ceding company's retention or reinsurer's attachment point, generally subject to a negotiated reinsurance contract limit.

In pro rata reinsurance, the reinsurer generally pays the ceding company a ceding commission. The ceding commission generally is based on the ceding company's cost of acquiring the business being reinsured (commissions, premium taxes, assessments and miscellaneous administrative expense and may contain profit sharing provisions, whereby the ceding commission is adjusted based on loss experience). Premiums paid by the ceding company to a reinsurer for excess of loss reinsurance are not directly proportional to the premiums that the ceding company receives because the reinsurer does not assume a proportionate risk. There is usually no ceding commission on excess of loss reinsurance.

Reinsurers may purchase reinsurance to cover their own risk exposure. Reinsurance of a reinsurer's business is called a retrocession. Reinsurance companies cede risks under retrocessional agreements to other reinsurers, known as retrocessionaires, for reasons similar to those that cause insurers to purchase reinsurance: to reduce net liability on individual or classes of risks, protect against catastrophic losses, stabilize financial ratios and obtain additional underwriting capacity.

Reinsurance can be written through intermediaries, generally professional reinsurance brokers, or directly with ceding companies. From a ceding company's perspective, the broker and the direct distribution channels have advantages and disadvantages. A ceding company's decision to select one distribution channel over the other will be influenced by its perception of such advantages and disadvantages relative to the reinsurance coverage being placed.

Business Strategy.

The Company's business strategy is to sustain its leadership position within targeted reinsurance and insurance markets, provide effective management throughout the property and casualty underwriting cycle and thereby achieve an attractive return for its stockholder. The Company's underwriting strategies seek to capitalize on its i) financial strength and capacity, ii) global franchise, iii) stable and experienced management team, iv) diversified product and distribution offerings, v) underwriting expertise and disciplined approach, vi) efficient and low-cost operating structure and vii) effective enterprise risk management practices.

The Company offers treaty and facultative reinsurance and admitted and non-admitted insurance. The Company's products include the full range of property and casualty reinsurance and insurance coverages, including marine, aviation, surety, errors and omissions liability ("E&O"), directors' and officers' liability ("D&O"), medical malpractice, other specialty lines, accident and health ("A&H") and workers' compensation.

The Company's underwriting strategies emphasizes underwriting profitability over premium volume. Key elements of this strategy include careful risk selection, appropriate pricing through strict underwriting discipline and adjustment of the Company's business mix in response to changing market conditions. The Company focuses on reinsuring companies that effectively manage the underwriting cycle through proper analysis and pricing of underlying risks and whose underwriting guidelines and performance are compatible with its objectives.

The Company's underwriting strategies emphasize flexibility and responsiveness to changing market conditions. The Company believes that its existing strengths, including its broad underwriting expertise, global presence, strong financial ratings and substantial capital, facilitate adjustments to its mix of business geographically, by line of business and by type of coverage, allowing it to participate in those market opportunities that provide the greatest potential for underwriting profitability. The Company's insurance operations complement these strategies by accessing business that is not available on a reinsurance basis. The Company carefully monitors its mix of business across all operations to avoid unacceptable geographic or other risk concentrations.

Commencing 2015, the Company initiated a strategic build out of its insurance platform through the investment in key leadership hires which in turn has brought significant underwriting talent and stronger direction in achieving its insurance program strategic goals of increased premium volume and improved underwriting results. Recent growth is coming from highly diversified areas including newly launched lines of business, as well as, product and geographic expansion in existing lines of business. The Company is building a world-class insurance platform capable of offering products across lines and geographies, complementing its leading global reinsurance franchise.

Capital Transactions.

The Company's business operations are in part dependent on its financial strength and financial strength ratings, and the market's perception of its financial strength. The Company's stockholder's equity was $5,412.7 million and $5,298.6 million at December 31, 2017 and 2016, respectively. The Company possesses significant financial flexibility with access to the debt markets and, through its ultimate parent, equity markets, as a result of its perceived financial strength, as evidenced by the financial strength ratings as assigned by independent rating agencies. The Company's capital position remains strong, commensurate with its financial ratings and the Company has ample liquidity to meet its financial obligations for the foreseeable future.

Financial Strength Ratings.

The following table shows the current financial strength ratings of the Company's operating subsidiaries as reported by A.M. Best, Standard & Poor's Financial Services, LLC ("Standard & Poor's") and Moody's Investors Services, Inc. ("Moody's"). These ratings are based upon factors of concern to policyholders and should not be considered an indication of the degree or lack of risk involved in a direct or indirect equity investment in an insurance or reinsurance company.

All of the below-mentioned ratings are continually monitored and revised, if necessary, by each of the rating agencies. The ratings presented in the following table were in effect as of January 30, 2018.

The Company believes that its ratings are important as they provide the Company's customers and its investors with an independent assessment of the Company's financial strength using a rating scale that provides for relative comparisons. Strong financial ratings are particularly important for reinsurance companies. Ceding companies must rely on their reinsurers to pay covered losses well into the future. As a result, a highly rated reinsurer is generally preferred.

Operating Subsidiary:	A.M. Best	Standard & Poor's	Moody's

Everest Re	A+ (Superior)	A+ (Strong)	A1 (upper-medium)
Everest National	A+ (Superior)	A+ (Strong)	Not Rated
Everest Indemnity	A+ (Superior)	A+ (Strong)	Not Rated
Everest Security	A+ (Superior)	Not Rated	Not Rated
Everest International Assurance, Ltd.	A+ (Superior)	A (Strong)	Not Rated
Everest Denali	A+ (Superior)	Not Rated	Not Rated
Everest Premier	A+ (Superior)	Not Rated	Not Rated

A.M. Best states that the "A+" ("Superior") rating is assigned to those companies which, in its opinion, have a superior ability to meet their ongoing insurance policy and contract obligations based on A.M. Best's comprehensive quantitative and qualitative evaluation of a company's balance sheet strength, operating performance and business profile. A.M. Best affirmed these ratings on February 10, 2017. Standard & Poor's states that the "A+"/"A" ratings are assigned to those insurance companies which, in its opinion, have strong financial security characteristics with respect to their ability to pay under its insurance policies and contracts in accordance with their terms. Standard & Poor's affirmed these ratings on July 13, 2017. Moody's states that an "A1" rating is assigned to companies that, in their opinion, offer upper-medium grade security and are subject to low credit risk. Moody's affirmed these ratings on September 19, 2017.

Subsidiaries other than Everest Re may not be rated by some or any rating agencies because such ratings are not considered essential by the individual subsidiary's customers or because of the limited nature of the subsidiary's operations or because the subsidiaries are newly established and have not yet been rated by the agencies.

Debt Ratings.

The following table shows the debt ratings by A.M. Best, Standard & Poor's and Moody's of the Holdings' senior notes due June 1, 2044 and long term notes due May 1, 2067 both of which are considered investment grade. Debt ratings are the rating agencies' current assessment of the credit worthiness of an obligor with respect to a specific obligation.

	A.M. Best			Standard & Poor's		Moody's
Senior Notes		a-	(Strong)	A-	(Strong)	Baa1	(Medium Grade)
Long Term Notes		bbb	(Adequate)	BBB	(Adequate)	Baa2	(Medium Grade)

A debt rating of "a-" is assigned by A.M. Best where the issuer, in A.M. Best's opinion, has a strong ability to meet the terms of the obligation. A.M. Best assigns a debt rating in the "bbb" range where the issuer, in A.M. Best's opinion, has adequate ability to meet the terms of the obligation but notes that the issue is more susceptible to changes in economic or other conditions. Standard & Poor's assigns a debt rating in the "A" range to issuers that have strong capacity to meet its financial commitments but is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligors in

higher-rated categories. A debt rating in the "BBB" range is assigned by Standard & Poor's where the obligation exhibits adequate protection parameters although adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation. According to Moody's, a debt rating of "Baa" is assigned to issues that are considered medium-grade obligations and subject to moderate credit risk and as such may possess certain speculative characteristics.

Competition.

The worldwide reinsurance and insurance businesses are highly competitive, as well as cyclical by product and market. As such, financial results tend to fluctuate with periods of constrained availability, higher rates and stronger profits followed by periods of abundant capacity, lower rates and constrained profitability. Competition in the types of reinsurance and insurance business that we underwrite is based on many factors, including the perceived overall financial strength of the reinsurer or insurer, ratings of the reinsurer or insurer by A.M. Best and/or Standard & Poor's, underwriting expertise, the jurisdictions where the reinsurer or insurer is licensed or otherwise authorized, capacity and coverages offered, premiums charged, other terms and conditions of the reinsurance and insurance business offered, services offered, speed of claims payment and reputation and experience in lines written. Furthermore, the market impact from these competitive factors related to reinsurance and insurance is generally not consistent across lines of business, domestic and international geographical areas and distribution channels.

The Company competes in the U.S. and international reinsurance and insurance markets with numerous global competitors. Our competitors include independent reinsurance and insurance companies, subsidiaries or affiliates of established worldwide insurance companies, reinsurance departments of certain insurance companies, domestic and international underwriting operations, including underwriting syndicates at Lloyd's of London and certain government sponsored risk transfer vehicles. Some of these competitors have greater financial resources than the Company does and have established long term and continuing business relationships, which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and recently, the securitization of reinsurance and insurance risks through capital markets provide additional sources of potential reinsurance and insurance capacity and competition.

Worldwide insurance and reinsurance market conditions continued to be very competitive, particularly in the property catastrophe and casualty reinsurance lines of business. Generally, there was ample insurance and reinsurance capacity relative to demand, as well as, additional capital from the capital markets through insurance linked financial instruments. These financial instruments such as side cars, catastrophe bonds and collateralized reinsurance funds, provide capital markets with access to insurance and reinsurance risk exposure. The capital markets demand for these products is being primarily driven by the current low interest rate environment and the desire to achieve greater risk diversification and potentially higher returns on their investments. This increased competition is generally having a negative impact on rates, terms and conditions; however, the impact varies widely by market and coverage.

Rates tend to fluctuate by specific region and products, particularly areas recently impacted by large catastrophic events. There was an unprecedented series of catastrophes in the third quarter of 2017 with Hurricanes Harvey, Irma and Maria, as well as a significant earthquake in Mexico City. Additional catastrophe events occurred in the fourth quarter of 2017 with the wild fires in California and Hurricanes Nate and Ophelia. The total industry losses for all of these events could exceed $100 billion. This is the second consecutive year with higher than average catastrophe losses. During 2016, catastrophe losses included the Fort McMurray Canadian wildfire, Hurricane Matthew which affected a large area of the Caribbean and southeastern United States, storms and an earthquake in Ecuador. There are industry reports that the catastrophe losses for 2016 reached their highest level in four years and the United States experienced the most loss events since 1980 and the highest total losses since 2012. While the future impact on market conditions from these catastrophes cannot be determined at this time, there was some firming in the markets impacted by the 2016 catastrophes and as catastrophe losses increased in 2017, there is a growing industry consensus that there will be a general firming of the (re)insurance markets resulting in rate increases, not only for catastrophe exposures, but also potentially for most other lines of business.

Commencing in 2015, the Company initiated a strategic build out of its insurance platform through the investment in key leadership hires which in turn has brought significant underwriting talent and stronger direction in achieving its insurance program strategic goals of increased premium volume and improved underwriting results. Recent growth is coming from highly diversified areas including newly launched lines of business, as well as, product and geographic expansion in existing lines of business. The Company is building a world-class insurance platform capable of offering products across lines and geographies, complementing our leading global reinsurance franchise.

Overall, the Company believes that given our size, strong ratings, distribution system, reputation, expertise and capital market vehicle activity the current marketplace conditions provide profit opportunities. The Company continues to employ its strategy of targeting business that offers the greatest profit potential, while maintaining balance and diversification in our overall portfolio.

Employees.

As of February 1, 2018, the Company employed 902 persons. Management believes that employee relations are good. None of the Company's employees are subject to collective bargaining agreements, and the Company is not aware of any current efforts to implement such agreements.

Available Information.

The Company's Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports are available free of charge through the Company's internet website at http://www.everestregroup.com as soon as reasonably practicable after such reports are electronically filed with the SEC.

ITEM 1A. RISK FACTORS

In addition to the other information provided in this report, the following risk factors should be considered when evaluating an investment in our securities. If the circumstances contemplated by the individual risk factors materialize, our business, financial condition and results of operations could be materially and adversely affected and our ability to service our debt, our debt ratings and our ability to issue new debt could decline significantly.

RISKS RELATING TO OUR BUSINESS

Fluctuations in the financial markets could result in investment losses.

Prolonged and severe disruptions in the overall public debt and equity markets, such as occurred during 2008, could result in significant realized and unrealized losses in our investment portfolio. Although financial markets have significantly improved since 2008, they could deteriorate in the future. There could also be disruption in individual market sectors, such as occurred in the energy sector in recent years. Such declines in the financial markets could result in significant realized and unrealized losses on investments and could have a material adverse impact on our results of operations, equity, business and insurer financial strength and debt ratings.

Our results could be adversely affected by catastrophic events.

We are exposed to unpredictable catastrophic events, including weather-related and other natural catastrophes, as well as acts of terrorism. Any material reduction in our operating results caused by the occurrence of one or more catastrophes could inhibit our ability to pay dividends or to meet our interest and principal payment obligations. By way of illustration, during the past five calendar years, pre-tax catastrophe losses, net of reinsurance, were as follows:

Calendar year:	Pre-tax catastrophe losses
(Dollars in millions)
2017		$	941.4
2016			109.2
2015			31.9
2014			18.2
2013			76.6

Our losses from future catastrophic events could exceed our projections.

We use projections of possible losses from future catastrophic events of varying types and magnitudes as a strategic underwriting tool. We use these loss projections to estimate our potential catastrophe losses in certain geographic areas and decide on the placement of retrocessional coverage or other actions to limit the extent of potential losses in a given geographic area. These loss projections are approximations, reliant on a mix of quantitative and qualitative processes, and actual losses may exceed the projections by a material amount, resulting in a material adverse effect on our financial condition and results of operations.

If our loss reserves are inadequate to meet our actual losses, our net income would be reduced or we could incur a loss.

We are required to maintain reserves to cover our estimated ultimate liability of losses and loss adjustment expenses ("LAE") for both reported and unreported claims incurred. These reserves are only estimates of what we believe the settlement and administration of claims will cost based on facts and circumstances known to us. In setting reserves for our reinsurance liabilities, we rely on claim data supplied by our ceding companies and brokers and we employ actuarial and statistical projections. The information received from our ceding companies is not always timely or accurate, which can contribute to inaccuracies in our loss projections. Because of the uncertainties that surround our estimates of loss and LAE reserves, we cannot be certain that ultimate losses and LAE payments will not exceed our estimates. If our reserves are deficient, we would be required to increase loss reserves in the period in which such deficiencies are identified which would cause a charge to our earnings and a reduction of capital. By way of illustration, during the past five calendar years, the reserve re-estimation process resulted in an increase to our pre-tax net income all years:

Calendar year:	Effect on pre-tax net income
(Dollars in millions)
2017		$	117.7	increase
2016			91.7	increase
2015			6.5	increase
2014			39.2	decrease
2013			44.6	decrease

The difficulty in estimating our reserves is significantly more challenging as it relates to reserving for potential asbestos and environmental ("A&E") liabilities. At December 31, 2017, 4.8% of our gross reserves were comprised of A&E reserves. A&E liabilities are especially hard to estimate for many reasons, including the long delays between exposure and manifestation of any bodily injury or property damage, difficulty in identifying the source of the asbestos or environmental contamination, long reporting delays and difficulty in properly allocating liability for the asbestos or environmental damage. Legal tactics and judicial and legislative developments affecting the scope of insurers' liability, which can be difficult to predict, also contribute to uncertainties in estimating reserves for A&E liabilities.

The failure to accurately assess underwriting risk and establish adequate premium rates could reduce our net income or result in a net loss.

Our success depends on our ability to accurately assess the risks associated with the businesses on which the risk is retained. If we fail to accurately assess the risks we retain, we may fail to establish adequate premium rates to cover our losses and LAE. This could reduce our net income and even result in a net loss.

In addition, losses may arise from events or exposures that are not anticipated when the coverage is priced. In addition to unanticipated events, we also face the unanticipated expansion of our exposures, particularly in long-tail liability lines. An example of this is the expansion over time of the scope of insurers' legal liability within the mass tort arena, particularly for A&E exposures discussed above.

Decreases in pricing for property and casualty reinsurance and insurance could reduce our net income.

The worldwide reinsurance and insurance businesses are highly competitive, as well as cyclical by product and market. These cycles, as well as other factors that influence aggregate supply and demand for property and casualty insurance and reinsurance products, are outside of our control. The supply of (re)insurance is driven by prevailing prices and levels of capacity that may fluctuate in response to a number of factors including large catastrophic losses and investment returns being realized in the insurance industry. Demand for (re)insurance is influenced by underwriting results of insurers and insureds, including catastrophe losses, and prevailing general economic conditions. If any of these factors were to result in a decline in the demand for (re)insurance or an overall increase in (re)insurance capacity, our net income could decrease.

If rating agencies downgrade the ratings of our insurance subsidiaries, future prospects for growth and profitability could be significantly and adversely affected.

Our active insurance company subsidiaries currently hold financial strength ratings assigned by third-party rating agencies which assess and rate the claims paying ability and financial strength of insurers and reinsurers. Our active subsidiaries carry an "A+" ("Superior") rating from A.M. Best. Everest Re, Everest National and Everest Indemnity hold an "A+" ("Strong") rating from Standard & Poor's and Everest Assurance holds an "A" ("Strong") rating from this same agency. Everest Re holds an "A1" ("upper-medium grade") rating from Moody's. Financial strength ratings are used by client companies and agents and brokers that place the business as an important means of assessing the financial strength and quality of reinsurers. A downgrade or withdrawal of any of these ratings might adversely affect our ability to market our insurance products and could have a material and adverse effect on future prospects for growth and profitability.

Consistent with market practice, much of our treaty reinsurance business allows the ceding company to terminate the contract or seek collateralization of our obligations in the event of a rating downgrade below a certain threshold. The termination provision would generally be triggered if a rating fell below A.M. Best's A- rating level, which is three levels below Everest Re's current rating of A+. To a lesser extent, Everest Re also has modest exposure to reinsurance contracts that contain provisions for obligatory funding of outstanding liabilities in the event of a rating agency downgrade. Those provisions would also generally be triggered if Everest Re's rating fell below A.M. Best's A- rating level.

The failure of our insureds, intermediaries and reinsurers to satisfy their obligations to us could reduce our income.

In accordance with industry practice, we have uncollateralized receivables from insureds, agents and brokers and/or rely on agents and brokers to process our payments. We may not be able to collect amounts due from insureds, agents and brokers, resulting in a reduction to net income.

We are subject to credit risk of reinsurers in connection with retrocessional arrangements because the transfer of risk to a reinsurer does not relieve us of our liability to the insured. In addition, reinsurers may be unwilling to pay us even though they are able to do so. The failure of one or more of our reinsurers to honor their obligations to us in a timely fashion would impact our cash flow and reduce our net income and could cause us to incur a significant loss.

If we are unable or choose not to purchase reinsurance and transfer risk to the reinsurance markets, our net income could be reduced or we could incur a net loss in the event of unusual loss experience.

We are generally less reliant on the purchase of reinsurance than many of our competitors, in part because of our strategic emphasis on underwriting discipline and management of the cycles inherent in our business. We try to separate our risk taking process from our risk mitigation process in order to avoid developing too great a reliance on reinsurance. Historically, we generally purchased reinsurance from other third parties only when we expect a net benefit. With the expansion of the capital markets into insurance linked financial instruments, we increased our use of capital market products for catastrophe reinsurance starting in 2014. In addition, some of our quota share contracts with larger retrocessions were increased during 2014. The percentage of business that we reinsure may vary considerably from year to year, depending on our view of the relationship between cost and expected benefit for the contract period.

We have entered into affiliated whole account quota share reinsurance agreements for 2002 through 2017 with Bermuda Re but we have decided not to renew the quota share reinsurance agreement with Bermuda Re as of December 31, 2017. We believe that the terms, conditions and pricing of the quota share agreements reflect arm's length market conditions. These affiliated reinsurance arrangements allow us to more effectively leverage our capital, expertise, distribution platform and market presence than our stand alone capital position would otherwise allow.

Percentage of ceded written premiums to gross written premiums	2017	2016	2015	2014	2013

Unaffiliated	14.6%	13.6%	8.2%	9.3%	5.0%
Affiliated	38.4%	45.9%	49.9%	48.2%	47.3%

If we are unable to purchase affiliated or unaffiliated reinsurance in the future, we may have to reduce our premium volume and we may be more exposed to reductions in net income from large losses.

Our industry is highly competitive and we may not be able to compete successfully in the future.

Our industry is highly competitive and subject to pricing cycles that can be pronounced. We compete globally in the United States, international reinsurance and insurance markets with numerous competitors. Our competitors include independent reinsurance and insurance companies, subsidiaries or affiliates of established worldwide insurance companies, reinsurance departments of certain insurance companies and domestic and international underwriting operations, including underwriting syndicates at Lloyd's of London.

According to Standard & Poor's, Group ranks among the top ten global reinsurance groups, where more than 70% of the market share is concentrated. The worldwide net premium written by the Top 40 global reinsurance groups, for both life and non-life business, was estimated to be $201 billion in 2016 according to data compiled by Standard & Poor's. The leaders in this market are Swiss Re, Munich Re, Hannover Rueck SE, Berkshire Hathaway Re, SCOR SE, RGA and syndicates at Lloyd's of London. Some of these competitors have greater financial resources than we do and have established long term and continuing business relationships throughout the industry, which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and the entry of alternative capital market products and vehicles provide additional sources of reinsurance and insurance capacity and increased competition.

We are dependent on our key personnel.

Our success has been, and will continue to be, dependent on our ability to retain the services of our existing key executive officers and to attract and retain additional qualified personnel in the future. The loss of the services of any key executive officer or the inability to hire and retain other highly qualified personnel in the future could adversely affect our ability to conduct business. Generally, we consider key executive officers to be those individuals who have the greatest influence in setting overall policy and controlling operations: Chairman, President and Chief Executive Officer, Dominic J. Addesso (age 64), Executive Vice President and Chief Financial Officer, Craig Howie (age 54), Executive Vice President and Chief Executive Officer Reinsurance Division, John P. Doucette (age 52), Executive Vice President, General Counsel, Chief Compliance Officer and Secretary Sanjoy Mukherjee (age 51) and Executive Vice President, President and

Chief Executive Officer of the Everest Insurance^® Division, Jonathan Zaffino (age 45). Through Group and its affiliates, we have employment contracts with Mr. Addesso, Mr. Howie, Mr. Doucette, Mr. Mukherjee and Mr. Zaffino, which have been filed with the SEC and provide for terms of employment ending on December 31, 2019 for Mr. Addesso, April 1, 2019 for Mr. Howie, June 1, 2019 for Mr. Doucette, January 1, 2020 for Mr. Mukherjee and September 6, 2020 for Mr. Zaffino.

Our investment values and investment income could decline because they are exposed to interest rate, credit and market risks.

A significant portion of our investment portfolio consists of fixed income securities and smaller portions consist of equity securities and other investments. Both the fair market value of our invested assets and associated investment income fluctuate depending on general economic and market conditions. For example, the fair market value of our predominant fixed income portfolio generally increases or decreases inversely to fluctuations in interest rates. The market value of our fixed income securities could also decrease as a result of a downturn in the business cycle that causes the credit quality of such securities to deteriorate. The net investment income that we realize from future investments in fixed income securities will generally increase or decrease with interest rates.

Interest rate fluctuations also can cause net investment income from fixed income investments that carry prepayment risk, such as mortgage-backed and other asset-backed securities, to differ from the income anticipated from those securities at the time of purchase. In addition, if issuers of individual investments are unable to meet their obligations, investment income will be reduced and realized capital losses may arise.

The majority of our fixed income securities are classified as available for sale and temporary changes in the market value of these investments are reflected as changes to our stockholder's equity. Our actively managed equity security portfolios are fair valued and any changes in fair value are reflected as net realized capital gains or losses. As a result, a decline in the value of our securities reduces our capital or could cause us to incur a loss.

We have invested a portion of our investment portfolio in equity securities. The value of these assets fluctuates with changes in the markets. In times of economic weakness, the fair value of these assets may decline, and may negatively impact net income. We also invest in non-traditional investments which have different risk characteristics than traditional fixed income and equity securities. These alternative investments are comprised primarily of private equity limited partnerships. The changes in value and investment income/(loss) for these partnerships may be more volatile than over-the-counter securities.

The following table quantifies the portion of our investment portfolio that consists of fixed income securities, equity securities and investments that carry prepayment risk.

	At
(Dollars in millions)	December 31, 2017		% of Total
Mortgage-backed securities
Commercial	$	51.7		0.6	%
Agency residential		113.3		1.3	%
Non-agency residential		0.1		0.0	%
Other asset-backed		138.0		1.5	%
Total asset-backed		303.1		3.4	%
Other fixed income		4,668.8		52.4	%
Total fixed income, at market value		4,971.9		55.8	%
Equity securities, at fair value		822.4		9.2	%
Other invested assets, at market value		838.7		9.4	%
Other invested assets, at fair value		1,807.5		20.3	%
Cash and short-term investments		471.0		5.3	%
Total investments and cash	$	8,911.5		100.0	%

We may experience foreign currency exchange losses that reduce our net income and capital levels.

Through our international operations, we conduct business in a variety of foreign (non-U.S.) currencies, principally the Canadian dollar and the Singapore dollar. Assets, liabilities, revenues and expenses denominated in foreign currencies are exposed to changes in currency exchange rates. Our reporting currency is the U.S. dollar, and exchange rate fluctuations, especially relative to the U.S. dollar, may materially impact our results and financial position. In 2017, we wrote approximately 15.3% of our coverages in non-U.S. currencies; as of December 31, 2017, we maintained approximately 10.5% of our investment portfolio in investments denominated in non-U.S. currencies. During 2017, 2016 and 2015, the impact on our quarterly pre-tax net income from exchange rate fluctuations ranged from a loss of $12.3 million to a gain of $15.4 million.

We are subject to cybersecurity risks that could negatively impact our business operations.

We are dependent upon our information technology platform, including our processing systems, data and electronic transmissions in our business operations. Security breaches could expose us to the loss or misuse of our information, litigation and potential liability. In addition, cyber incidents that impact the availability, reliability, speed, accuracy or other proper functioning of these systems could have a significant negative impact on our operations and possibly our results. An incident could also result in a violation of applicable privacy and other laws, damage our reputation, cause a loss of customers or give rise to monetary fines and other penalties, which could be significant. Management is not aware of a cybersecurity incident that has had a material impact on our operations.

RISKS RELATING TO REGULATION

Insurance laws and regulations restrict our ability to operate and any failure to comply with those laws and regulations could have a material adverse effect on our business.

We are subject to extensive and increasing regulation under U.S., state and foreign insurance laws. These laws limit the amount of dividends that can be paid to us by our operating subsidiaries, impose restrictions on the amount and type of investments that we can hold, prescribe solvency, accounting and internal control standards that must be met and maintained and require us to maintain reserves. These laws also require disclosure of material inter-affiliate transactions and require prior approval of "extraordinary" transactions. Such "extraordinary" transactions include declaring dividends from operating subsidiaries that exceed statutory thresholds. These laws also generally require approval of changes of control of insurance companies. The application of these laws could affect our liquidity and ability to pay dividends, interest and other payments on securities, as applicable, and could restrict our ability to expand our business operations through acquisitions of new insurance subsidiaries. We may not have or maintain all required licenses and approvals or fully comply with the wide variety of applicable laws and regulations or the relevant authority's interpretation of the laws and regulations. If we do not have the requisite licenses and approvals or do not comply with applicable regulatory requirements, the insurance regulatory authorities could preclude or temporarily suspend us from carrying on some or all of our activities or monetarily penalize us. These types of actions could have a material adverse effect on our business. To date, no material fine, penalty or restriction has been imposed on us for failure to comply with any insurance law or regulation.

As a result of the previous dislocation of the financial markets, Congress and the previous Presidential administration in the United States implemented changes in the way the financial services industry is regulated. Some of these changes are also impacting the insurance industry. For example, the United States Department of Treasury established the Federal Insurance Office with the authority to monitor all aspects of the insurance sector, monitor the extent to which traditionally underserved communities and consumers have access to affordable non-health insurance products, to represent the United States on prudential aspects of international insurance matters, to assist with administration of the Terrorism Risk Insurance Program and to advise on important national and international insurance matters. In addition, several European regulatory bodies are in process of updating existing or developing new capital adequacy directives for insurers and reinsurers. The future impact of such initiatives or new initiatives from the incoming Presidential administration, if any, on our operation, net income (loss) or financial condition cannot be determined at this time.

RISK RELATING TO OUR SECURITIES

Because of our holding company structure, our ability to pay dividends, interest and principal is dependent on our receipt of dividends, loan payments and other funds from our subsidiaries.

We are a holding company, whose most significant asset consists of the stock of our operating subsidiaries. As a result, our ability to pay dividends, interest or other payments on our securities in the future will depend on the earnings and cash flows of the operating subsidiaries and the ability of the subsidiaries to pay dividends or to advance or repay funds to us. This ability is subject to general economic, financial, competitive, regulatory and other factors beyond our control. Payment of dividends and advances and repayments from some of the operating subsidiaries are regulated by U.S., state and foreign insurance laws and regulatory restrictions, including minimum solvency and liquidity thresholds. Accordingly, the operating subsidiaries may not be able to pay dividends or advance or repay funds to us in the future, which could prevent us from paying dividends, interest or other payments on our securities.

RISK RELATING TO TAXATION

If U.S. tax law changes, our net income may be impacted.

The recently enacted Tax Cut and Jobs Act ("TCJA") includes a provision for additional taxes on reinsurance transactions with affiliates in foreign jurisdictions. Such affiliated reinsurance transactions are now subject to a Base Erosion and Anti-abuse Tax ("BEAT") of 5% in 2018, 10% from 2019 to 2025 and 12.5% thereafter. In addition, it is anticipated that new regulations will be issued with respect to the BEAT. These new regulations may further limit the ability of the Company to execute alternative capital balancing transactions with unrelated parties. This would further impact our net income and effective tax rate.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

Everest Re's corporate offices are located in approximately 230,500 square feet of leased office space in Liberty Corner, New Jersey. The Company's other eighteen locations occupy a total of approximately 168,876 square feet, all of which are leased. Management believes that the above described office space is adequate for its current and anticipated needs.

ITEM 3. LEGAL PROCEEDINGS

In the ordinary course of business, the Company is involved in lawsuits, arbitrations and other formal and informal dispute resolution procedures, the outcomes of which will determine the Company's rights and obligations under insurance and reinsurance agreements. In some disputes, the Company seeks to enforce its rights under an agreement or to collect funds owing to it. In other matters, the Company is resisting attempts by others to collect funds or enforce alleged rights. These disputes arise from time to time and are ultimately resolved through both informal and formal means, including negotiated resolution, arbitration and litigation. In all such matters, the Company believes that its positions are legally and commercially reasonable. The Company considers the statuses of these proceedings when determining its reserves for unpaid loss and loss adjustment expenses.

Aside from litigation and arbitrations related to these insurance and reinsurance agreements, the Company is not a party to any other material litigation or arbitration.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5.

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER

PURCHASES OF EQUITY SECURITIES

Market Information and Holder of Common Stock.

As of December 31, 2017, all of the Company's common stock was owned by Holdings Ireland and was not publicly traded.

Dividend History and Restrictions.

The Company did not pay any dividends in 2017, 2016 and 2015. The declaration and payment of future dividends, if any, by the Company will be at the discretion of the Board of Directors and will depend upon many factors, including the Company's earnings, financial condition, business needs and growth objectives, capital and surplus requirements of its operating subsidiaries, regulatory restrictions, rating agency considerations and other factors. As an insurance holding company, the Company is dependent on dividends and other permitted payments from its subsidiaries to pay cash dividends to its stockholder. The payment of dividends to Holdings by Everest Re is subject to limitations imposed by Delaware law. Generally, Everest Re may only pay dividends out of its statutory earned surplus, which was $3,391.9 million at December 31, 2017, and only after it has given 10 days prior notice to the Delaware Insurance Commissioner. During this 10-day period, the Commissioner may, by order, limit or disallow the payment of ordinary dividends if the Commissioner finds the insurer to be presently or potentially in financial distress. Further, the maximum amount of dividends that may be paid without the prior approval of the Delaware Insurance Commissioner in any twelve month period is the greater of (1) 10% of an insurer's statutory surplus as of the end of the prior calendar year or (2) the insurer's statutory net income, not including realized capital gains, for the prior calendar year. The maximum amount that is available for the payment of dividends by Everest Re in 2017 without prior regulatory approval is $339.2 million.

Recent Sales of Unregistered Securities.

None.

ITEM 6. SELECTED FINANCIAL DATA

Information for Item 6 is not required pursuant to General Instruction I(2) of Form 10-K.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following is a discussion and analysis of our results of operations and financial condition. It should be read in conjunction with the Consolidated Financial Statements and accompanying notes thereto presented under ITEM 8, "Financial Statements and Supplementary Data".

Industry Conditions.

We compete in the U.S. and international reinsurance and insurance markets with numerous global competitors. Our competitors include independent reinsurance and insurance companies, subsidiaries or affiliates of established worldwide insurance companies, reinsurance departments of certain insurance companies, domestic and international underwriting operations, including underwriting syndicates at Lloyd's of London and certain government sponsored risk transfer vehicles. Some of these competitors have greater financial resources than we do and have established long term and continuing business relationships, which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and recently, the securitization of reinsurance and insurance risks through capital markets provide additional sources of potential reinsurance and insurance capacity and competition.

Rates tend to fluctuate by specific region and products, particularly areas recently impacted by large catastrophic events. There was an unprecedented series of catastrophes in the third quarter of 2017 with Hurricanes Harvey, Irma and Maria, as well as a significant earthquake in Mexico City. Additional catastrophe events occurred in the fourth quarter of 2017 with the wildfires in California and Hurricanes Nate and Ophelia. The total industry losses for all of these events could exceed $100 billion. This is the second consecutive year with higher than average catastrophe losses. During 2016, catastrophe losses included the Fort McMurray Canadian wildfire, Hurricane Matthew which affected a large area of the Caribbean and southeastern United States, storms and an earthquake in Ecuador. There are industry reports that the catastrophe losses for 2016 reached their highest level in four years and the United States experienced the most loss events since 1980 and the highest total losses since 2012. While the future impact on market conditions from these catastrophes cannot be determined at this time, there was some firming in the markets impacted by the 2016 catastrophes and as catastrophe losses increased in 2017, there is a growing industry consensus that there will be a general firming of the (re)insurance markets resulting in rate increases, not only for catastrophe exposures, but also potentially for most other lines of business.

Commencing in 2015, we initiated a strategic build out of our insurance platform through the investment in key leadership hires which in turn has brought significant underwriting talent and stronger direction in achieving our insurance program strategic goals of increased premium volume and improved underwriting results. Recent growth is coming from highly diversified areas including newly launched lines of business, as well as, product and geographic expansion in existing lines of business. We are building a world-class insurance platform capable of offering products across lines and geographies, complementing our leading global reinsurance franchise.

Overall, we believe that given our size, strong ratings, distribution system, reputation, expertise and capital market vehicle activity the current marketplace conditions provide profit opportunities. We continue to employ our strategy of targeting business that offers the greatest profit potential, while maintaining balance and diversification in our overall portfolio.

Financial Summary.

We monitor and evaluate our overall performance based upon financial results. The following table displays a summary of the consolidated net income (loss), ratios and stockholder's equity for the periods indicated:

	Years Ended December 31,									Percentage Increase/(Decrease)
(Dollars in millions)	2017			2016			2015				2017/2016		2016/2015
Gross written premiums	$	5,788.5		$	5,063.7		$	4,995.6			14.3	%	1.4	%
Net written premiums		2,723.8			2,048.1			2,093.3			33.0	%	-2.2	%

REVENUES:
Premiums earned	$	1,949.6		$	2,094.0		$	2,143.8			-6.9	%	-2.3	%
Net investment income		286.3			264.8			273.3			8.1	%	-3.1	%
Net realized capital gains (losses)		161.6			(28.9	)		50.3		NM			-157.5	%
Other income (expense)		23.8			(10.5	)		29.3		NM			-136.0	%
Total revenues		2,421.2			2,319.4			2,496.6			4.4	%	-7.1	%

CLAIMS AND EXPENSES:
Incurred losses and loss adjustment expenses		2,039.8			1,350.3			1,319.6			51.1	%	2.3	%
Commission, brokerage, taxes and fees		210.9			281.4			312.3			-25.1	%	-9.9	%
Other underwriting expenses		254.9			245.0			214.8			4.0	%	14.0	%
Corporate expense		7.4			8.3			7.2			-10.7	%	15.3	%
Interest, fee and bond issue cost amortization expense		31.2			35.4			35.4			-12.0	%	0.0	%
Total claims and expenses		2,544.1			1,920.4			1,889.3			32.5	%	1.6	%

INCOME (LOSS) BEFORE TAXES		(123.0	)		399.0			607.3			-130.8	%	-34.3	%
Income tax expense (benefit)		(201.2	)		97.3			194.9		NM			-50.1	%
NET INCOME (LOSS)	$	78.2		$	301.6		$	412.4			-74.1	%	-26.9	%

RATIOS:										Point Change
Loss ratio		104.6	%		64.5	%		61.6	%		40.1		2.9
Commission and brokerage ratio		10.8	%		13.4	%		14.6	%		(2.6	)	(1.2	)
Other underwriting expense ratio		13.1	%		11.7	%		9.9	%		1.4		1.8
Combined ratio		128.5	%		89.6	%		86.1	%		38.9		3.5


	At December 31,									Percentage Increase/ (Decrease)
(Dollars in millions)		2017			2016			2015			2017/2016		2016/2015
Balance sheet data:
Total investments and cash	$	8,911.5		$	9,842.7		$	9,516.3			-9.5	%	3.4	%
Total assets		17,888.5			17,083.4			16,689.0			4.2	%	2.4	%
Loss and loss adjustment expense reserves		9,343.0			8,331.3			7,940.7			12.1	%	4.9	%
Total debt		633.4			633.2			633.0			0.0	%	0.0	%
Total liabilities		12,475.8			11,784.9			11,730.6			5.1	%	0.5	%
Stockholder's equity		5,412.7			5,298.6			4,958.3			2.2	%	6.9	%

(Some amounts may not reconcile due to rounding)
(NM, not meaningful)

Revenues.

Premiums. Gross written premiums increased by 14.3% to $5,788.5 million in 2017, compared to $5,063.7 million in 2016, reflecting a $537.7 million, or 15.8%, increase in our reinsurance business and a $187.1 million, or 11.2%, increase in our insurance business. The increase in reinsurance premiums was mainly due to the new crop reinsurance transactions, increases in treaty property and financial lines of business and the influx of reinstatement premiums related to multiple catastrophe events in the third quarter. The rise in insurance premiums was primarily due to increases in many lines of business, including property, retail casualty and accident and health, partially offset by the impact of the sale of Heartland. Net written premiums increased by 33.0% to $2,723.8 million in 2017, compared to $2,048.1 million in 2016. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to the impact of changes in affiliated quota share contracts, particularly the non-renewal of the quota share agreement between Everest Re and Bermuda Re as of December 31, 2017, which resulted in a $799.0 million increase to net written premiums in 2017. Premiums earned decreased by 6.9% to $1,949.6 million in 2017, compared to $2,094.0 million in 2016. The change in premiums earned relative to net written premiums is partially due to the impact of the non-renewal of the quota share contract between Everest Re and Bermuda Re and is also the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Gross written premiums increased by 1.4% to $5,063.7 million in 2016, compared to $4,995.6 million in 2015, reflecting, a $195.0 million, or 13.2%, increase in our insurance business, partially offset by a $127.0 million, or 3.6%, decrease in our reinsurance business. The rise in insurance premiums was primarily due to increases in most lines of business, as we have focused on expanding the insurance operations. The decline in reinsurance premiums was mainly due to a decrease in treaty property business, a decline in international premiums related to quota share agreements and a negative impact of $42.9 million from the year over year movement in foreign exchange rates. Net written premiums decreased by 2.2% to $2,048.1 million in 2016, compared to $2,093.3 million in 2015. The decline in net written premiums compared to the increase in gross written premiums is primarily due to a higher level of reinsurance purchased on the insurance business. Premiums earned decreased by 2.3% to $2,094.0 million in 2016, compared to $2,143.8 million in 2015. The change in premiums earned is consistent with the change in net written premiums.

Net Investment Income. Net investment income increased 8.1% to $286.3 million in 2017 compared with net investment income of $264.8 million in 2016. Net pre-tax investment income as a percentage of average invested assets was 3.2% in 2017, compared to 2.8% in 2016. The increases in income and yield in 2017 were primarily the result of higher income from our limited partnerships and higher income from the growing fixed income portfolio, partially offset by lower dividend income from our equity portfolio.

Net investment income decreased by 3.1% to $264.8 million in 2016 compared with net investment income of $273.3 million in 2015. Net pre-tax investment income as a percentage of average invested assets was 2.8% in 2016 compared to 3.1% in 2015. The decline in income and yield in 2016 compared to the prior year was primarily the result of dividends from affiliated investments. In December 2015, the Company exchanged its investment in Parent's shares to convertible preferred stock of Everest Preferred International Holdings, Ltd. ("Preferred Holdings"), another affiliated entity. Dividends from the convertible preferred stock in 2016 were $31.0 million compared to $38.9 million of dividends received from the Parent's shares in 2015. In addition, there were lower reinvestment rates for the fixed income portfolios and lower dividends from equity securities, partially offset by higher income from our limited partnerships.

Net Realized Capital Gains (Losses). Net realized capital gains were $161.6 million in 2017, net realized capital losses were $28.9 million in 2016 and net realized capital gains were $50.3 million in 2015. The net realized capital gains of $161.6 million were comprised of $158.5 million of gains from fair value re-measurements on equity securities and other invested assets and $9.1 million of gains from sales on our fixed maturity and equity portfolio, partially offset by $6.1 million of other-than-temporary impairments. The net realized losses of $28.9 million in 2016 were comprised of a realized capital loss of $28.0 million from the sale of our Heartland subsidiary, $25.7 million of other-than-temporary impairments and $21.1 million of losses from sales on our fixed maturity and equity securities, partially offset by $45.9 million of gains from fair value re-measurements on fixed maturity securities, equity securities and other invested assets. The $50.3 million of net realized capital gains in 2015 were comprised of a $94.7 million gain on the sale of a subsidiary and $44.1 million of net gains from sales on our fixed maturity and equity securities, partially

offset by $78.8 million of other-than-temporary impairments and $9.6 million of losses from fair value re-measurements on equity securities and other invested assets.

Other Income (Expense). We recorded other income of $23.8 million in 2017, other expense of $10.5 million in 2016 and other income of $29.3 million in 2015. The changes were primarily the result of fluctuations in foreign currency exchange rates.

Claims and Expenses.

Incurred Losses and Loss Adjustment Expenses. The following table presents our incurred losses and loss adjustment expenses ("LAE") for the periods indicated.

	Years Ended December 31,
	Current			Ratio %/				Prior			Ratio %/				Total			Ratio %/
(Dollars in millions)	Year			Pt Change				Years			Pt Change				Incurred			Pt Change
2017
Attritional (a)	$	1,200.6			61.5	%		$	(102.3	)		-5.2	%		$	1,098.4			56.3	%
Catastrophes		956.9			49.1	%			(15.5	)		-0.8	%			941.4			48.3	%
Total	$	2,157.5			110.6	%		$	(117.7	)		-6.0	%		$	2,039.8			104.6	%

2016
Attritional (a)	$	1,287.2			61.5	%		$	(46.1	)		-2.2	%		$	1,241.1			59.3	%
Catastrophes		154.8			7.4	%			(45.6	)		-2.2	%			109.2			5.2	%
Total	$	1,442.0			68.9	%		$	(91.7	)		-4.4	%		$	1,350.3			64.5	%

2015
Attritional (a)	$	1,282.9			59.8	%		$	4.7			0.3	%		$	1,287.6			60.1	%
Catastrophes		43.1			2.0	%			(11.2	)		-0.5	%			31.9			1.5	%
Total	$	1,326.0			61.8	%		$	(6.5	)		-0.2	%		$	1,319.6			61.6	%

Variance 2017/2016
Attritional (a)	$	(86.6	)		-		pts	$	(56.2	)		(3.0	)	pts	$	(142.7	)		(3.0	)	pts
Catastrophes		802.1			41.7		pts		30.1			1.4		pts		832.2			43.1		pts
Total	$	715.5			41.7		pts	$	(26.1	)		(1.6	)	pts	$	689.5			40.1		pts

Variance 2016/2015
Attritional (a)	$	4.3			1.7		pts	$	(50.8	)		(2.5	)	pts	$	(46.5	)		(0.8	)	pts
Catastrophes		111.7			5.4		pts		(34.4	)		(1.7	)	pts		77.3			3.7		pts
Total	$	116.0			7.1		pts	$	(85.2	)		(4.2	)	pts	$	30.7			2.9		pts

(a) Attritional losses exclude catastrophe losses.
(Some amounts may not reconcile due to rounding.)

Incurred losses and LAE increased by 51.1% to $2,039.8 million in 2017 compared to $1,350.3 million in 2016, primarily due to an increase of $802.1 million in current year catastrophe losses and less favorable development of $30.1 million on prior year catastrophe losses in 2017 compared to 2016. These increases were partially offset by a decrease of $86.6 million of current year attritional losses, mainly due to the impact of the decline in premiums earned and an additional $56.2 million of favorable development on prior years attritional losses in 2017 compared to 2016. The $102.3 million of favorable development on prior years attritional losses in 2017 was mainly comprised of $68.8 million of favorable development on reinsurance business related to property and short tail business in the United States, partially offset by $25.2 million of adverse development on A&E reserves and $33.5 million of favorable development on insurance business, mainly related to workers compensation business. The current year catastrophe losses of $956.9 million in 2017 related to Hurricane Irma ($333.7 million), Hurricane Maria ($268.1 million), Hurricane Harvey ($235.8 million), the Northern California wildfires ($75.3 million), the South Africa Knysna fires ($9.6 million), the Mexico City earthquake ($9.3 million), Cyclone Debbie in Australia ($8.5 million), the Peru storms ($7.1 million), the 2017 US Midwest storms ($5.0 million) and the Southern California wildfires ($4.4 million). Current year catastrophe losses of $154.8 million in 2016 were related to Hurricane Matthew ($62.3 million), the Fort McMurray Canada wildfire ($26.6 million), the 2016 U.S. Storms ($25.7 million), the Ecuador earthquake ($11.6 million), the 2016 Taiwan earthquake ($7.5 million), the Tennessee wildfire ($7.3 million), the New Zealand earthquake ($6.9 million) and Hurricane Hermine ($6.8 million).

Incurred losses and LAE increased by 2.3% to $1,350.3 million in 2016 compared to $1,319.6 million in 2015, primarily due to an increase of $111.7 million in current year catastrophe losses, partially offset by higher favorable prior years attritional development of $50.8 million and higher favorable prior years

catastrophe development of $34.4 million in 2016 compared to 2015. The $46.1 million of favorable prior years attritional loss development in 2016 was comprised of $142.6 million of favorable development in the reinsurance segments, partially offset by $96.5 million in the insurance segment. The favorable development in the reinsurance segments is primarily due to property and short-tail business in the U.S., as well as, property business in Canada, Latin America, the Middle East and Africa, partially offset by $45.7 million of adverse development on A&E. Part of the favorable development in the reinsurance segments related to the 2015 loss from the explosion at the Chinese port of Tianjin. In 2015, this loss was originally estimated to be $21.6 million. At December 31, 2016, this loss was projected to be $6.3 million resulting in $15.3 million of favorable development. The adverse development in the insurance segment is primarily attributable to run-off construction liability and umbrella program business. The $45.6 million of prior years' catastrophe development mainly related to the 2015 Chile earthquake, the 2011 Japan earthquake and the 2015 U.S. storms. The current year catastrophe losses of $154.8 million in 2016 are outlined above. Current year catastrophe losses were $43.1 million in 2015 and related to the 2015 Chilean earthquake ($17.4 million), Northern Chile storms ($9.6 million), the 2015 US Storms ($8.1 million) and the New South Wales storms ($8.0 million).

Commission, Brokerage, Taxes and Fees. Commission, brokerage, taxes and fees decreased by 25.1% to $210.9 million in 2017 compared to $281.4 million in 2016. The decrease was primarily due to the impact of the decrease in premiums earned, the impact of higher reinstatement premiums in 2017 and the impact of changes in affiliated quota share contracts.

Commission, brokerage, taxes and fees decreased by 9.9% to $281.4 million in 2016 compared to $312.3 million in 2015. This change was primarily due to the impact of the decrease in premiums earned, the impact of affiliated quota share agreements and the changes in the mix of business.

Other Underwriting Expenses. Other underwriting expenses were $254.9 million, $245.0 million and $214.8 million in 2017, 2016 and 2015, respectively. The increase in other underwriting expenses between the years was mainly due to costs incurred related to the expansion of the insurance business.

Corporate Expenses. Corporate expenses, which are general operating expenses that are not allocated to segments, have remained consistent at $7.4 million, $8.3 million and $7.2 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Interest, Fees and Bond Issue Cost Amortization Expense. Interest, fees and other bond amortization expense were $31.2 million, $35.4 million and 35.4 million in 2017, 2016 and 2015, respectively. The decreases in expense for 2017 was primarily due to the conversion of the long term subordinated notes from a fixed rate of 6.6% to a floating rate, which is reset quarterly per the note agreement. The floating rate was 3.8% as of December 31, 2017.

Income Tax Expense (Benefit). We had an income tax benefit of $201.2 million in 2017, which includes $123.1 million of tax benefit related to the enactment of the TCJA, and income tax expense of $97.3 million and $194.9 million for December 31, 2016, and 2015, respectively. Variations in taxes generally result from changes in the relative levels of pre-tax income, including the impact of catastrophe losses and net capital gains (losses) as well as changes in tax exempt investment income and creditable foreign taxes. The change in income tax expense (benefit) for 2017 compared to 2016 was primarily due to the significant catastrophe losses incurred in 2017.

The TCJA, which was enacted on December 22, 2017, caused the Company to record income tax benefit of $123.1 million in 2017. This income tax provision reflects the lower 21% tax expense/(benefit) to be realized by the Company under the TCJA upon the reversal of the temporary differences in its deferred tax inventory account versus the 35% tax expense/(benefit) that had been expected before the TCJA. In 2018, the Company expects to record adjustments to the amount of tax benefit it recorded in 2017 with respect to the TCJA as estimated amounts are finalized. The adjustments are not expected to be significant to the Company's results.

Net Income (Loss).

Our net income was $78.2 million, $301.6 million and $412.4 million in 2017, 2016 and 2015, respectively. The changes were primarily driven by the financial component fluctuations explained above.

Ratios.

Our combined ratio increased by 38.9 points to 128.5% in 2017, compared to 89.6% in 2016. The loss ratio components increased 40.1 points in 2017 over the same period last year. The changes were mainly due to the increases in current year catastrophe losses. The commission and brokerage ratio components decreased to 10.8% in 2017 from 13.4% in 2016. The decrease reflects changes in the mix of business, the impact of affiliated quota share contracts and the impact from reinstatement premiums. The other underwriting expense ratios increased to 13.1% in 2017 from 11.7% in 2016. The increase in 2017 was due to costs associated with the continued expansion of the insurance business, partially offset by lower variable compensation costs.

Our combined ratio increased by 3.5 points to 89.6% in 2016 compared to 86.1% in 2015. The loss ratio component increased 2.9 points in 2016 over the same period last year. The change was mainly due to the increase in current year catastrophes in 2016 compared to 2015, partially offset by more favorable development on prior years attritional losses and prior years catastrophe losses year over year. The commission and brokerage ratio components decreased 1.2 points to 13.4% in 2016 from 14.6% in 2015 due to the impact of affiliated quota share agreements and changes in the mix of business. The other underwriting expense ratio components increased 1.8 points in 2016 over the same period last year due to the increased focus on the expansion of the insurance business.

Stockholder's Equity.

Stockholder's equity increased by $114.2 million to $5,412.7 million at December 31, 2017 from $5,298.6 million at December 31, 2016, principally as a result of $78.2 million of net income, $37.4 million of net foreign currency translation adjustments, $6.5 million of net benefit plan obligation adjustments and $0.3 million of share-based compensation transactions, partially offset by $8.2 million of net unrealized depreciation on investments, net of tax.

Stockholder's equity increased by $340.3 million to $5,298.6 million at December 31, 2016 from $4,958.3 million at December 31, 2015, principally as a result of $301.6 million of net income, $25.4 million of net unrealized appreciation on investments, net of tax, $12.8 million of share-based compensation transactions and $2.8 million of net foreign currency translation adjustments, partially offset by $2.4 million of net benefit plan obligation adjustments.

Consolidated Investment Results

Net Investment Income.

Net investment income increased by 8.1% to $286.3 million in 2017 compared to $264.8 million in 2016. The increase in 2017 were primarily due to an increase in limited partnership income and higher income from the growing fixed income portfolio, partially offset by lower dividend income from our equity portfolio.

Net investment income decreased by 3.1% to $264.8 million in 2016 compared to $273.3 million in 2015, primarily due to dividends from affiliated investments. In December 2015, the Company exchanged its investment in Parent's shares to convertible preferred stock of Preferred Holdings, another affiliated entity. Dividends from the convertible preferred stock in 2016 were $31.0 million compared to $38.9 million of dividends received from the Parent's shares in 2015. In addition, there were lower reinvestment rates for the fixed income portfolios and lower dividends from equity securities, partially offset by higher income from our limited partnerships.

The following table shows the components of net investment income for the periods indicated:

	Years Ended December 31,
(Dollars in millions)	2017			2016			2015
Fixed maturities	$	193.7		$	182.1		$	188.3
Equity securities		25.9			32.3			34.4
Short-term investments and cash		2.9			1.2			1.0
Other invested assets
Limited partnerships		36.6			25.2			19.6
Dividends from Parent's shares		-			-			38.9
Dividends from preferred shares of affiliate		31.0			31.0			-
Other		6.7			1.0			1.8
Gross investment income before adjustments		296.8			272.9			284.0
Funds held interest income (expense)		5.0			6.1			5.6
Interest income from Parent		4.3			4.3			4.3
Gross investment income		306.0			283.3			293.9
Investment expenses		(19.8	)		(18.5	)		(20.6	)
Net investment income	$	286.3		$	264.8		$	273.3

(Some amounts may not reconcile due to rounding.)

The following table shows a comparison of various investment yields for the periods indicated:

	2017	2016	2015
Imbedded pre-tax yield of cash and invested assets at December 31	3.4%	2.9%	2.9%
Imbedded after-tax yield of cash and invested assets at December 31	2.7%	2.0%	2.1%

Annualized pre-tax yield on average cash and invested assets	3.2%	2.8%	3.1%
Annualized after-tax yield on average cash and invested assets	2.2%	2.0%	2.2%

Net Realized Capital Gains (Losses).

The following table presents the composition of our net realized capital gains (losses) for the periods indicated:

	Years Ended December 31,									2017/2016			2016/2015
(Dollars in millions)	2017			2016			2015			Variance			Variance
Gains (losses) from sales:
Fixed maturity securities, market value
Gains	$	31.3		$	18.6		$	10.9		$	12.7		$	7.7
Losses		(28.9	)		(25.6	)		(47.2	)		(3.3	)		21.6
Total		2.5			(7.0	)		(36.3	)		9.5			29.3

Fixed maturity securities, fair value
Gains		-			0.3			-			(0.3	)		0.3
Losses		-			(1.9	)		-			1.9			(1.9	)
Total		-			(1.6	)		-			1.6			(1.6	)

Equity securities, fair value
Gains		23.2			16.2			26.1			7.0			(9.9	)
Losses		(16.7	)		(28.8	)		(34.1	)		12.1			5.3
Total		6.6			(12.6	)		(8.0	)		19.2			(4.6	)

Other invested assets, fair value
Gains on exchange		0.1			-			88.4			0.1			(88.4	)
Losses		-			-			-			-			-
Total		0.1			-			88.4			0.1			(88.4	)

Total net realized gains (losses) from sales
Gains		54.6			35.1			125.4			19.5			(90.3	)
Losses		(45.6	)		(56.3	)		(81.3	)		10.7			25.0
Total		9.1			(21.1	)		44.1			30.2			(65.3	)

Gain (loss) on sale of subsidiary:		-			(28.0	)		94.7			28.0			(122.7	)

Other than temporary impairments:		(6.1	)		(25.7	)		(78.8	)		19.6			53.1

Gains (losses) from fair value adjustments:
Fixed maturities, fair value		-			1.4			-			(1.4	)		1.4
Equity securities, fair value		117.7			51.1			(39.1	)		66.6			90.2
Other invested assets, fair value		40.8			(6.6	)		29.5			47.4			(36.1	)
Total		158.5			45.9			(9.6	)		112.6			55.5

Total net realized gains (losses)	$	161.6		$	(28.9	)	$	50.3		$	190.5		$	(79.2	)

(Some amounts may not reconcile due to rounding.)

Net realized capital gains were $161.6 million in 2017, net realized capital losses were $28.9 million in 2016, and net realized capital gains were $50.3 million in 2015. In 2017, we recorded $158.5 million of gains from fair value re-measurements on equity securities and other invested assets and $9.1 million of gains from sales on our fixed maturity and equity securities, partially offset by $6.1 million of other-than-temporary impairments. In 2016, we recorded a realized capital loss of $28.0 million from the sale of our Heartland subsidiary, $25.7 million of other-than-temporary impairments and $21.1 million of net realized capital losses from sales of fixed maturity and equity securities, partially offset by $45.9 million of net realized capital gains due to fair value re-measurements on fixed maturity securities, equity securities and other invested assets. In 2015, we recorded a $94.7 million gain on the sale of a subsidiary and $44.1 million of net realized capital gains from sales of fixed maturity and equity securities, partially offset by $78.8 million of other-than-temporary impairments and $9.6 million of net realized capital losses due to fair value re-measurements on equity securities and other invested assets. The fixed maturity and equity sales related primarily to adjusting the portfolios for overall market changes and individual credit shifts.

Segment Results.

The U.S. Reinsurance operation writes property and casualty reinsurance and specialty lines of business, including Marine, Aviation, Surety and A&H business, on both a treaty and facultative basis, through reinsurance brokers, as well as directly with ceding companies primarily within the U.S. The International operation writes non-U.S. property and casualty reinsurance through Everest Re's branches in Canada, Singapore and through offices in Brazil, Miami and New Jersey. The Insurance operation writes property and casualty insurance directly, through brokers, surplus lines brokers and general agents mainly within the U.S.

These segments are managed independently, but conform with corporate guidelines with respect to pricing, risk management, control of aggregate catastrophe exposures, capital, investments and support operations. Management generally monitors and evaluates the financial performance of these operating segments based upon their underwriting results.

Underwriting results include earned premium less losses and LAE incurred, commission and brokerage expenses and other underwriting expenses. We measure our underwriting results using ratios, in particular loss, commission and brokerage and other underwriting expense ratios, which respectively, divide incurred losses, commissions and brokerage and other underwriting expenses by premiums earned.

Our loss and LAE reserves are management's best estimate of our ultimate liability for unpaid claims. We re-evaluate our estimates on an ongoing basis, including all prior period reserves, taking into consideration all available information and, in particular, recently reported loss claim experience and trends related to prior periods. Such re-evaluations are recorded in incurred losses in the period in which the re-evaluation is made.

The following discusses the underwriting results for each of our segments for the periods indicated:

U.S. Reinsurance.

The following table presents the underwriting results and ratios for the U.S. Reinsurance segment for the periods indicated.

	Years Ended December 31,									2017/2016						2016/2015
(Dollars in millions)	2017			2016			2015			Variance			% Change			Variance			% Change
Gross written premiums	$	2,593.1		$	2,125.8		$	2,147.9		$	467.3			22.0	%	$	(22.1	)		-1.0	%
Net written premiums		1,135.6			930.2			899.9			205.4			22.1	%		30.3			3.4	%

Premiums earned	$	858.2		$	990.1		$	951.5		$	(131.9	)		-13.3	%	$	38.6			4.1	%
Incurred losses and LAE		912.1			554.1			413.3			358.0			64.6	%		140.8			34.1	%
Commission and brokerage		160.3			189.5			199.0			(29.2	)		-15.4	%		(9.5	)		-4.8	%
Other underwriting expenses		55.9			54.1			50.1			1.8			3.3	%		4.0			8.0	%
Underwriting gain (loss)	$	(270.2	)	$	192.4		$	289.1		$	(462.5	)		-240.5	%	$	(96.7	)		-33.4	%

													Point Chg						Point Chg
Loss ratio		106.3	%		56.0	%		43.4	%					50.3						12.6
Commission and brokerage ratio		18.7	%		19.1	%		20.9	%					(0.4	)					(1.8	)
Other underwriting expense ratio		6.5	%		5.5	%		5.3	%					1.0						0.2
Combined ratio		131.5	%		80.6	%		69.6	%					50.9						11.0

(Some amounts may not reconcile due to rounding)

Premiums. Gross written premiums increased by 22.0% to $2,593.1 million in 2017 from $2,125.8 million in 2016, primarily due to an increase in the new crop reinsurance business, an increase in treaty property business, the influx of reinstatement premiums due to the catastrophe losses and an increase in mortgage business. Net written premiums increased by 22.1% to $1,135.6 million in 2017 compared to $930.2 million in 2016, partially due to the changes in affiliated quota agreements including the non-renewal of the quota share agreement between Everest Re and Bermuda Re. Premiums earned decreased 13.3% to $858.2 million in 2017 compared to $990.1 million in 2016. The change in premiums earned relative to net written premiums is partially due to the impact of the non-renewal of the quota share contract between

Everest Re and Bermuda Re and is also the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Gross written premiums decreased by 1.0% to $2,125.8 million in 2016 from $2,147.9 million in 2015, primarily due to a decrease in treaty property business, partially offset by an increase in treaty casualty business. Net written premiums increased by 3.4% to $930.2 million in 2016 compared to $899.9 million in 2015. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to the assumption of the crop business due to the sale of Heartland and a concurrent new crop reinsurance contract. Premiums earned increased 4.1% to $990.1 million in 2016 compared to $951.5 million in 2015. The change in premiums earned relative to net written premiums is primarily the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Incurred Losses and LAE. The following table presents the incurred losses and LAE for the U.S. Reinsurance segment for the periods indicated.

	Years Ended December 31,
	Current			Ratio %/				Prior			Ratio %/				Total			Ratio %/
(Dollars in millions)	Year			Pt Change				Years			Pt Change				Incurred			Pt Change
2017
Attritional	$	522.3			61.0	%		$	(80.4	)		-9.4	%		$	441.9			51.6	%
Catastrophes		485.2			56.5	%			(15.1	)		-1.8	%			470.2			54.7	%
Total segment	$	1,007.5			117.5	%		$	(95.5	)		-11.2	%		$	912.1			106.3	%

2016
Attritional	$	555.5			56.1	%		$	(49.0	)		-4.9	%		$	506.5			51.2	%
Catastrophes		67.0			6.8	%			(19.5	)		-2.0	%			47.6			4.8	%
Total segment	$	622.5			62.9	%		$	(68.5	)		-6.9	%		$	554.1			56.0	%

2015
Attritional	$	473.5			49.8	%		$	(63.7	)		-6.8	%		$	409.8			43.0	%
Catastrophes		8.4			0.9	%			(4.9	)		-0.5	%			3.5			0.4	%
Total segment	$	481.9			50.7	%		$	(68.6	)		-7.2	%		$	413.3			43.4	%

Variance 2017/2016
Attritional	$	(33.2	)		4.9		pts	$	(31.4	)		(4.5	)	pts	$	(64.6	)		0.4		pts
Catastrophes		418.2			49.7		pts		4.4			0.2		pts		422.6			49.9		pts
Total segment	$	385.0			54.6		pts	$	(27.0	)		(4.3	)	pts	$	358.0			50.3		pts

Variance 2016/2015
Attritional	$	82.0			6.3		pts	$	14.7			1.9		pts	$	96.7			8.2		pts
Catastrophes		58.6			5.9		pts		(14.6	)		(1.5	)	pts		44.1			4.4		pts
Total segment	$	140.6			12.2		pts	$	0.1			0.3		pts	$	140.8			12.6		pts

(Some amounts may not reconcile due to rounding.)

Incurred losses increased by 64.6% to $912.1 million in 2017 compared to $554.1 million in 2016, primarily due to an increase of $418.2 million in current year catastrophe losses, partially offset by $31.4 million of more favorable development on prior years attritional losses in 2017 compared to 2016. The $80.4 million of favorable development on prior years attritional losses in 2017 was mainly related to property and short-tail business, partially offset by $25.2 million of adverse development on A&E reserves. The current year catastrophe losses of $485.2 million in 2017 related to Hurricane Irma ($200.5 million), Hurricane Harvey ($185.4 million), the Northern California wildfires ($73.6 million), Hurricane Maria ($20.8 million), the Southern California wildfires ($3.6 million) and the 2017 US Midwest storms ($2.6 million). The current year catastrophe losses of $67.0 million in 2016 related to Hurricane Matthew ($43.1 million), the 2016 U.S. Storms ($10.2 million), the Tennessee wildfire ($7.3 million) and Hurricane Hermine ($6.7 million).

Incurred losses increased by 34.1% to $554.1 million in 2016 compared to $413.3 million in 2015, primarily due to an increase of $82.0 million in current year attritional losses, resulting mainly from the impact of the increase in premiums earned and impact of the new crop reinsurance contract effective upon the sale of Heartland, and an increase of $58.6 million in current year catastrophe losses. The $49.0 million of favorable prior years attritional loss development in 2016 is primarily due to U.S. property and marine business, partially offset by $47.1 million of adverse development on A&E reserves. There was also an

increase in favorable development of $14.6 million on prior years catastrophe losses in 2016 compared to 2015. The $19.5 million of favorable development on prior years catastrophes in 2016 mainly related to the 2011 Japan earthquake ($10.3 million), the 2015 U.S. storms ($5.8 million) and the 2013 U.S. storms ($4.8 million). The current year catastrophe losses of $67.0 million in 2016 are outlined above. The $8.4 million of current year catastrophe losses in 2015 were mainly due to the 2015 US Storms ($8.2 million).

Segment Expenses. Commission and brokerage decreased by 15.4% to $160.3 million in 2017 compared to $189.5 million in 2016. The decrease is mainly due to the impact of the influx of reinstatement premiums in 2017, the impact of affiliated quota share contracts and changes in the mix of business. Segment other underwriting expenses increased slightly to $55.9 million in 2017 from $54.1 million in 2016.

Commission and brokerage decreased by 4.8% to $189.5 million in 2016 compared to $199.0 million in 2015. The decrease is mainly due to the impact of the new crop reinsurance contract effective upon the sale of Heartland, the impact of affiliated quota share contracts and changes in the mix of business. Segment other underwriting expenses increased to $54.1 million in 2016 from $50.1 million in 2015. The increase was primarily due to the impact of changes in the mix of business and higher compensation costs.

International.

The following table presents the underwriting results and ratios for the International segment for the periods indicated.

	Years Ended December 31,									2017/2016						2016/2015
(Dollars in millions)	2017			2016			2015			Variance			% Change			Variance			% Change
Gross written premiums	$	1,339.5		$	1,269.1		$	1,374.0		$	70.4			5.5	%	$	(104.9	)		-7.6	%
Net written premiums		615.4			497.6			562.7			117.8			23.7	%		(65.1	)		-11.6	%

Premiums earned	$	502.3		$	510.9		$	581.2		$	(8.6	)		-1.7	%	$	(70.3	)		-12.1	%
Incurred losses and LAE		622.8			207.6			394.8			415.2			200.0	%		(187.2	)		-47.4	%
Commission and brokerage		101.9			111.5			121.2			(9.6	)		-8.6	%		(9.6	)		-8.0	%
Other underwriting expenses		36.3			34.3			34.3			2.0			5.9	%		-			0.0	%
Underwriting gain (loss)	$	(258.7	)	$	157.5		$	30.9		$	(416.2	)	NM			$	126.5		NM

													Point Chg						Point Chg
Loss ratio		124.0	%		40.6	%		67.9	%					83.4						(27.3	)
Commission and brokerage ratio		20.3	%		21.8	%		20.8	%					(1.5	)					1.0
Other underwriting expense ratio		7.2	%		6.8	%		6.0	%					0.4						0.8
Combined ratio		151.5	%		69.2	%		94.7	%					82.3						(25.5	)

(Some amounts may not reconcile due to rounding)
(NM, not meaningful)

Premiums. Gross written premiums increased by 5.5% to $1,339.5 million in 2017 compared to $1,269.1 million in 2016, primarily due to increases in Middle East, African and Asian business and the positive impact of $22.0 million from the movement of foreign exchange rates, partially offset by a decline in Latin American business. Net written premiums increased by 23.7% to $615.4 million in 2017 compared to $497.6 million in 2016. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to varying utilization of reinsurance related to quota share contracts, including the impact of the non-renewal of the quota share contract between Everest Re and Bermuda Re. Premiums earned decreased 1.7% to $502.3 million in 2017 compared to $510.9 million in 2016. The change in premiums earned relative to net written premiums is partially due to the impact of the non-renewal of the quota share contract between Everest Re and Bermuda Re and is also the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Gross written premiums decreased by 7.6% to $1,269.1 million in 2016 compared to $1,374.0 million in 2015, primarily due to declines in Latin American, Middle East and Asian business and the negative impact of $40.7 million from the movement of foreign exchange rates. Net written premiums decreased by 11.6%

to $497.6 million in 2016 compared to $562.7 million in 2015. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to varying utilization of reinsurance related to the quota share contracts. Premiums earned decreased 12.1% to $510.9 million in 2016 compared to $581.2 million in 2015. The change in premiums earned relative to net written premiums is primarily the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Incurred Losses and LAE. The following table presents the incurred losses and LAE for the International segment for the periods indicated.

	Years Ended December 31,
	Current			Ratio %/				Prior			Ratio %/				Total			Ratio %/
(Dollars in millions)	Year			Pt Change				Years			Pt Change				Incurred			Pt Change
2017
Attritional	$	255.0			50.8	%		$	11.6			2.3	%		$	266.6			53.1	%
Catastrophes		357.2			71.1	%			(1.0	)		-0.2	%			356.2			70.9	%
Total segment	$	612.2			121.9	%		$	10.6			2.1	%		$	622.8			124.0	%

2016
Attritional	$	261.5			51.2	%		$	(93.6	)		-18.3	%		$	167.9			32.8	%
Catastrophes		65.5			12.8	%			(25.8	)		-5.1	%			39.7			7.8	%
Total segment	$	327.0			64.0	%		$	(119.4	)		-23.4	%		$	207.6			40.6	%

2015
Attritional	$	378.1			65.1	%		$	(11.4	)		-2.1	%		$	366.7			63.0	%
Catastrophes		34.7			6.0	%			(6.6	)		-1.1	%			28.1			4.9	%
Total segment	$	412.8			71.1	%		$	(18.0	)		-3.2	%		$	394.8			67.9	%

Variance 2017/2016
Attritional	$	(6.5	)		(0.4	)	pts	$	105.2			20.6		pts	$	98.7			20.3		pts
Catastrophes		291.7			58.3		pts		24.8			4.9		pts		316.5			63.1		pts
Total segment	$	285.2			57.9		pts	$	130.0			25.5		pts	$	415.2			83.4		pts

Variance 2016/2015
Attritional	$	(116.6	)		(13.9	)	pts	$	(82.2	)		(16.2	)	pts	$	(198.8	)		(30.2	)	pts
Catastrophes		30.8			6.8		pts		(19.2	)		(4.0	)	pts		11.6			2.9		pts
Total segment	$	(85.8	)		(7.1	)	pts	$	(101.4	)		(20.2	)	pts	$	(187.2	)		(27.3	)	pts

(Some amounts may not reconcile due to rounding.)

Incurred losses and LAE increased by 200.0% to $622.8 million in 2017 compared to $207.6 million in 2016, primarily due to an increase of $291.7 million in current catastrophe losses, favorable development of $105.2 million on prior years attritional losses and $24.8 million on prior years catastrophe losses. The current year catastrophe losses of $357.2 million in 2017 related to Hurricane Maria ($238.6 million), Hurricane Irma ($79.2 million), the Mexico City earthquake ($10.2 million), the South Africa Knysna fires ($9.9 million), Cyclone Debbie in Australia ($8.4 million), the Peru storms ($7.4 million) and Hurricane Harvey ($3.4 million). The $65.5 million of current year catastrophe losses in 2016 were due to the Fort McMurray Canada wildfire ($24.9 million), Hurricane Matthew ($13.7 million), the Ecuador earthquake ($11.8 million), the 2016 Taiwan earthquake ($7.6 million) and the New Zealand earthquake ($6.9 million).

Incurred losses and LAE decreased by 47.4% to $207.6 million in 2016 compared to $394.8 million in 2015, primarily due to a decrease in current year attritional losses of $116.6 million, more favorable development on prior year attritional losses of $82.2 million and more favorable development of prior year catastrophe losses of $19.2 million, partially offset by an increase of $30.8 million in current year catastrophe losses. The decrease in attritional losses related to lower losses on Canadian, Latin American, Middle Eastern and African business in 2016 and the impact of the decrease in premiums earned. The $93.6 million of favorable development on prior years attritional losses was mainly related to property business. The $65.5 million of current year catastrophe losses in 2016 are outlined above. The $34.7 million of current year catastrophe losses in 2015 were due to the 2015 Chilean earthquake ($17.4 million), Northern Chile storms ($9.6 million) and the New South Wales storms ($7.8 million).

Segment Expenses. Commission and brokerage decreased 8.6% to $101.9 million in 2017 compared to $111.5 million in 2016. The decrease was due to the impact of the decrease in premiums earned, the impact of affiliated quota share agreements and the changes in the mix of business. Segment other underwriting expenses increased slightly to $36.3 million in 2017 compared to $34.3 million in 2016.

Commission and brokerage decreased 8.0% to $111.5 million in 2016 compared to $121.2 million in 2015. The year over year decrease was mainly due to the impact of the decrease in premiums earned. Segment other underwriting expenses remained the same at $34.3 million in 2016 and 2015.

Insurance.

The following table presents the underwriting results and ratios for the Insurance segment for the periods indicated.

	Years Ended December 31,									2017/2016						2016/2015
(Dollars in millions)	2017			2016			2015			Variance			% Change			Variance			% Change
Gross written premiums	$	1,855.9		$	1,668.8		$	1,473.8		$	187.1			11.2	%	$	195.0			13.2	%
Net written premiums		972.8			620.3			630.7			352.5			56.8	%		(10.4	)		-1.6	%

Premiums earned	$	589.1		$	593.1		$	611.1		$	(4.0	)		-0.7	%	$	(18.0	)		-2.9	%
Incurred losses and LAE		504.9			588.6			511.5			(83.7	)		-14.2	%		77.1			15.1	%
Commission and brokerage		(51.3	)		(19.6	)		(7.8	)		(31.7	)		162.0	%		(11.8	)		150.6	%
Other underwriting expenses		162.7			156.6			130.4			6.1			3.9	%		26.2			20.1	%
Underwriting gain (loss)	$	(27.1	)	$	(132.5	)	$	(23.0	)	$	105.4			-79.5	%	$	(109.5	)	NM

													Point Chg						Point Chg
Loss ratio		85.7	%		99.2	%		83.7	%					(13.5	)					15.5
Commission and brokerage ratio		-8.7	%		-3.3	%		-1.3	%					(5.4	)					(2.0	)
Other underwriting expense ratio		27.6	%		26.5	%		21.3	%					1.1						5.2
Combined ratio		104.6	%		122.3	%		103.8	%					(17.7	)					18.5

(Some amounts may not reconcile due to rounding)
(NM, not meaningful)

Premiums. Gross written premiums increased by 11.2% to $1,855.9 million in 2017 compared to $1,668.8 million in 2016. Excluding the impact of the sale of Heartland, which accounted for $230.4 million of gross written premiums in 2016, gross written premiums increased $417.4 million. This increase was primarily driven by expansion of many lines of business, including retail casualty, retail property and accident and health. Net written premiums increased by 56.8% to $972.8 million in 2017 compared to $620.3 million in 2016. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to the impact of affiliated quota share agreements, including the impact of the non-renewal of the quota share agreement between Everest Re and Bermuda Re. Premiums earned decreased slightly to $589.1 million in 2017 compared to $593.1 million in 2016. The change in premiums earned relative to net written premiums is the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Gross written premiums increased by 13.2% to $1,668.8 million in 2016 compared to $1,473.8 million in 2015. This increase was primarily driven by expansion of various insurance lines of business and an increase in accident and health business. Net written premiums decreased by 1.6% to $620.3 million in 2016 compared to $630.7 million in 2015. The difference between the change in gross written premiums compared to the change in net written premiums is primarily due to the transfer of the crop business to the U.S. Reinsurance segment as a result of the Heartland sale. Premiums earned decreased 2.9% to $593.1 million in 2016 compared to $611.1 million in 2015. The change in premiums earned relative to net written premiums is the result of timing; premiums are earned ratably over the coverage period whereas written premiums are recorded at the initiation of the coverage period.

Incurred Losses and LAE. The following table presents the incurred losses and LAE for the Insurance segment for the periods indicated.

	Years Ended December 31,
	Current			Ratio %/				Prior			Ratio %/				Total			Ratio %/
(Dollars in millions)	Year			Pt Change				Years			Pt Change				Incurred			Pt Change
2017
Attritional	$	423.4			71.9	%		$	(33.5	)		-5.7	%		$	389.9			66.2	%
Catastrophes		114.5			19.4	%			0.6			0.1	%			115.0			19.5	%
Total segment	$	537.9			91.3	%		$	(32.9	)		-5.6	%		$	504.9			85.7	%

2016
Attritional	$	470.2			79.2	%		$	96.5			16.3	%		$	566.7			95.5	%
Catastrophes		22.2			3.7	%			(0.3	)		0.0	%			21.9			3.7	%
Total segment	$	492.4			82.9	%		$	96.2			16.3	%		$	588.6			99.2	%

2015
Attritional	$	431.4			70.6	%		$	79.8			13.1	%		$	511.2			83.7	%
Catastrophes		-			0.0	%			0.3			0.0	%			0.3			0.0	%
Total segment	$	431.4			70.6	%		$	80.1			13.1	%		$	511.5			83.7	%

Variance 2017/2016
Attritional	$	(46.8	)		(7.3	)	pts	$	(130.0	)		(22.0	)	pts	$	(176.8	)		(29.3	)	pts
Catastrophes		92.3			15.7		pts		0.9			0.1		pts		93.1			15.8		pts
Total segment	$	45.5			8.4		pts	$	(129.1	)		(21.9	)	pts	$	(83.7	)		(13.5	)	pts

Variance 2016/2015
Attritional	$	38.8			8.6		pts	$	16.7			3.2		pts	$	55.5			11.8		pts
Catastrophes		22.2			3.7		pts		(0.6	)		-		pts		21.6			3.7		pts
Total segment	$	61.0			12.3		pts	$	16.1			3.2		pts	$	77.1			15.5		pts

(Some amounts may not reconcile due to rounding.)

Incurred losses and LAE decreased by 14.2% to $504.9 million in 2017 compared to $588.6 million in 2016, mainly due to $130.0 million of more favorable development on prior years attritional losses and a decrease of $46.8 million in current year attritional losses, partially offset by an increase of $92.3 million in current year catastrophe losses. The decrease in current year attritional losses primarily related to changes in the mix of business and the impact of affiliated quota share agreements. The $33.5 million of favorable development on prior years attritional losses in 2017 mainly related to workers compensation business. The current year catastrophe losses of $114.5 million in 2017 primarily related to Hurricane Irma ($53.9 million), Hurricane Harvey ($47.0 million), Hurricane Maria ($8.7 million), the 2017 US Midwest storms ($2.4 million), the Northern California wildfires ($1.7 million) and the Southern California wildfires ($0.8 million). The $22.2 million of current year catastrophe losses in 2016 were due to the U.S. storms ($15.0 million), Hurricane Matthew ($5.5 million) and the Fort McMurray Canada wildfire ($1.7 million).

Incurred losses and LAE increased by 15.1% to $588.6 million in 2016 compared to $511.5 million in 2015, mainly due to an increase of $38.8 million in current year attritional losses, an increase of $22.2 million in current year catastrophe losses, an increase of $16.7 million in prior years' attritional losses mainly related to run-off construction liability and umbrella business and the impact of increase in premiums earned. The increase in current year attritional losses primarily related to the impact of several non-catastrophic weather events, a slight deterioration in non-standard automobile business and growth in accident and health business, which tends to have a higher loss ratio. The $22.2 million of current year catastrophe losses in 2016 are outlined above. There were no current year catastrophe losses for the year ended December 31, 2015.

Segment Expenses. Commission and brokerage decreased to ($51.3) million in 2017 compared to ($19.6) million in 2016. The decrease was mainly due to the impact of changes in the mix of business and the impacts from affiliated quota share agreements. Segment other underwriting expenses increased to $162.7 million in 2017 compared to $156.6 million in 2016. The increase was primarily due to the impact of the increased expenses related to the continued build out of the insurance business.

Commission and brokerage decreased to ($19.6) million in 2016 compared to ($7.8) million in 2015. The decrease was mainly due to the impact of changes in the mix of business and the impacts from affiliated quota share agreements. Segment other underwriting expenses increased to $156.6 million in 2016 compared to $130.4 million in 2015. The increase was primarily due to increased expenses due to the build out of our insurance platform.

SAFE HARBOR DISCLOSURE

This report contains forward-looking statements within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the federal securities laws. In some cases, these statements can be identified by the use of forward-looking words such as "may", "will", "should", "could", "anticipate", "estimate", "expect", "plan", "believe", "predict", "potential" and "intend". Forward-looking statements contained in this report include information regarding our reserves for losses and LAE, the impact of the TCJA, the adequacy of our provision for uncollectible balances, estimates of our catastrophe exposure, the effects of catastrophic events on our financial statements and the ability of our subsidiaries to pay dividends. Forward-looking statements only reflect our expectations and are not guarantees of performance. These statements involve risks, uncertainties and assumptions. Actual events or results may differ materially from our expectations. Important factors that could cause our actual events or results to be materially different from our expectations include those discussed under the caption ITEM 1A, "Risk Factors". We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Sensitive Instruments.

The SEC's Financial Reporting Release #48 requires registrants to clarify and expand upon the existing financial statement disclosure requirements for derivative financial instruments, derivative commodity instruments and other financial instruments (collectively, "market sensitive instruments"). We do not generally enter into market sensitive instruments for trading purposes.

Our current investment strategy seeks to maximize after-tax income through a high quality, diversified, taxable and tax-preferenced fixed maturity portfolio, while maintaining an adequate level of liquidity. Our mix of taxable and tax-preferenced investments is adjusted periodically, consistent with our current and projected operating results, market conditions and our tax position. The fixed maturity securities in the investment portfolio are comprised of non-trading available for sale securities. Additionally, we have invested in equity securities.

The overall investment strategy considers the scope of present and anticipated Company operations. In particular, estimates of the financial impact resulting from non-investment asset and liability transactions, together with our capital structure and other factors, are used to develop a net liability analysis. This analysis includes estimated payout characteristics for which our investments provide liquidity. This analysis is considered in the development of specific investment strategies for asset allocation, duration and credit quality. The change in overall market sensitive risk exposure principally reflects the asset changes that took place during the period.

Interest Rate Risk. Our $8.9 billion investment portfolio, at December 31, 2017, is principally comprised of fixed maturity securities, which are generally subject to interest rate risk and some foreign currency exchange rate risk, and some equity securities, which are subject to price fluctuations and some foreign exchange rate risk. The overall economic impact of the foreign exchange risks on the investment portfolio is partially mitigated by changes in the dollar value of foreign currency denominated liabilities and their associated income statement impact.

Interest rate risk is the potential change in value of the fixed maturity securities portfolio, including short-term investments, from a change in market interest rates. In a declining interest rate environment, it includes prepayment risk on the $165.1 million of mortgage-backed securities in the $4,971.9 million fixed maturity portfolio. Prepayment risk results from potential accelerated principal payments that shorten the average life and thus the expected yield of the security.

The tables below display the potential impact of market value fluctuations and after-tax unrealized appreciation on our fixed maturity portfolio (including $241.5 million of short-term investments) for the period indicated based on upward and downward parallel and immediate 100 and 200 basis point shifts in interest rates. For legal entities with a U.S. dollar functional currency, this modeling was performed on each security individually. To generate appropriate price estimate on mortgage-backed securities, changes in prepayment expectations under different interest rate environments were taken into account. For legal entities with non-U.S. dollar functional currency, the effective duration of the involved portfolio of securities was used as a proxy for the market value change under the various interest rate change scenarios.

	Impact of Interest Rate Shift in Basis Points
	At December 31, 2017
(Dollars in millions)		-200			-100			0			100			200
Total Market/Fair Value	$	5,524.8		$	5,367.4		$	5,213.4		$	5,061.3		$	4,910.9
Market/Fair Value Change from Base (%)		6.0	%		3.0	%		0.0	%		-2.9	%		-5.8	%
Change in Unrealized Appreciation
After-tax from Base ($)	$	202.4		$	100.1		$	-		$	(98.9	)	$	(196.6	)

	Impact of Interest Rate Shift in Basis Points
	At December 31, 2016
(Dollars in millions)		-200			-100			0			100			200
Total Market/Fair Value	$	6,630.2		$	6,456.9		$	6,276.8		$	6,089.0		$	5,900.4
Market/Fair Value Change from Base (%)		5.6	%		2.9	%		0.0	%		-3.0	%		-6.0	%
Change in Unrealized Appreciation
After-tax from Base ($)	$	229.7		$	117.1		$	-		$	(122.0	)	$	(244.6	)

We had $9,343.0 million and $8,331.3 million of gross reserves for losses and LAE as of December 31, 2017 and December 31, 2016, respectively. These amounts are recorded at their nominal value, as opposed to present value, which would reflect a discount adjustment to reflect the time value of money. Since losses are paid out over a period of time, the present value of the reserves is less than the nominal value. As interest rates rise, the present value of the reserves decreases and, conversely, as interest rates decline, the present value increases. These movements are the opposite of the interest rate impacts on the fair value of investments. While the difference between present value and nominal value is not reflected in our financial statements, our financial results will include investment income over time from the investment portfolio until the claims are paid. Our loss and loss reserve obligations have an expected duration that is reasonably consistent with our fixed income portfolio.

Equity Risk. Equity risk is the potential change in fair and/or market value of the common stock, preferred stock and mutual fund portfolios arising from changing prices. Our equity investments consist of a diversified portfolio of individual securities. The primary objective of the equity portfolio is to obtain greater total return relative to our core bonds over time through market appreciation and income.

The tables below display the impact on fair/market value and after-tax change in fair/market value of a 10% and 20% change in equity prices up and down for the periods indicated.

	Impact of Percentage Change in Equity Fair/Market Values
	At December 31, 2017
(Dollars in millions)		-20%			-10%			0%		10%		20%
Fair/Market Value of the Equity Portfolio	$	657.9		$	740.1		$	822.4	$	904.6	$	986.9
After-tax Change in Fair/Market Value		(106.9	)		(53.5	)		-		53.5		106.9

	Impact of Percentage Change in Equity Fair/Market Values
	At December 31, 2016
(Dollars in millions)		-20%			-10%			0%		10%		20%
Fair/Market Value of the Equity Portfolio	$	710.2		$	799.0		$	887.8	$	976.6	$	1,065.4
After-tax Change in Fair/Market Value		(115.4	)		(57.7	)		-		57.7		115.4

Foreign Currency Risk. Foreign currency risk is the potential change in value, income and cash flow arising from adverse changes in foreign currency exchange rates. Each of our non-U.S. ("foreign") operations maintains capital in the currency of the country of its geographic location consistent with local regulatory guidelines. Each foreign operation may conduct business in its local currency, as well as the currency of other countries in which it operates. The primary foreign currency exposures for these foreign operations are the Singapore and Canadian Dollars. We mitigate foreign exchange exposure by generally matching the currency and duration of our assets to our corresponding operating liabilities. In accordance with FASB guidance, the impact on the market value of available for sale fixed maturities due to changes in foreign currency exchange rates, in relation to functional currency, is reflected as part of other comprehensive income. Conversely, the impact of changes in foreign currency exchange rates, in relation to functional currency, on other assets and liabilities is reflected through net income as a component of other income (expense). In addition, we translate the assets, liabilities and income of non-U.S. dollar functional currency legal entities to the U.S. dollar. This translation amount is reported as a component of other comprehensive income.

The tables below display the potential impact of a parallel and immediate 10% and 20% increase and decrease in foreign exchange rates on the valuation of invested assets subject to foreign currency exposure for the periods indicated. This analysis includes the after-tax impact of translation from transactional currency to functional currency as well as the after-tax impact of translation from functional currency to the U.S. dollar reporting currency.

	Change in Foreign Exchange Rates in Percent
	At December 31, 2017
(Dollars in millions)		-20%			-10%			0%		10%		20%
Total After-tax Foreign Exchange Exposure	$	(131.8	)	$	(65.9	)	$	-	$	65.9	$	131.8

	Change in Foreign Exchange Rates in Percent
	At December 31, 2016
(Dollars in millions)		-20%			-10%			0%		10%		20%
Total After-tax Foreign Exchange Exposure	$	(130.8	)	$	(65.4	)	$	-	$	65.4	$	130.8

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The financial statements and schedules listed in the accompanying Index to Financial Statements and Schedules on page F-1 are filed as part of this report.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As required by Rule 13a-15(b) of the Securities Exchange Act of 1934 (the Exchange Act), our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual report.

Management's Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal controls over financial reporting. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external purposes in accordance with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 2017. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013) Based on our assessment we concluded that, as of December 31, 2017, our internal control over financial reporting is effective based on those criteria.

Attestation Report of the Registered Public Accounting Firm

This annual report does not include an attestation report of the Company's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this annual report due to the Company's status as a non-accelerated filer.

Changes in Internal Control Over Financial Reporting

As required by Rule 13a-15(d) of the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated our internal control over financial reporting to determine whether any changes occurred during the fourth fiscal quarter covered by this annual report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on that evaluation, there has been no such change during the fourth quarter.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information for Item 10 is not required pursuant to General Instruction I(2) of Form 10-K.

ITEM 11. EXECUTIVE COMPENSATION

Information for Item 11 is not required pursuant to General Instruction I(2) of Form 10-K.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information for Item 12 is not required pursuant to General Instruction I(2) of Form 10-K.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Information for Item 13 is not required pursuant to General Instruction I(2) of Form 10-K.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The PricewaterhouseCoopers LLP (and its worldwide affiliates) fees incurred are as follows for the periods indicated:

(Dollars in thousands)		2017		2016
(1)	Audit Fees	$	2,641.0	$	2,092.3
(2)	Audit-Related Fees		133.1		89.7
(3)	Tax Fees		561.5		331.3
(4)	All Other Fees		13.6		6.3

Audit fees include the annual audit and quarterly financial statement reviews, subsidiary audits, and procedures required to be performed by the independent auditor to be able to form an opinion on our consolidated financial statements. These other procedures include information systems and procedural reviews and testing performed in order to understand and place reliance on the systems of internal control, and consultations relating to the audit or quarterly review. Audit fees may also include statutory audits or financial audits for our subsidiaries or affiliates and services associated with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings.

Audit-related fees include assurance and related services that are reasonably related to the performance of the audit or review of our financial statements, including due diligence services pertaining to potential business acquisitions/dispositions, accounting consultations related to accounting, financial reporting or disclosure matters not classified as "audit services"; assistance with understanding and implementing new accounting and financial reporting guidance from rule making authorities; financial audits of employee benefit plans; agreed-upon or expanded audit procedures related to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters and assistance with internal control reporting requirements.

Tax fees include tax compliance, tax planning and tax advice and is granted general pre-approval by Group's Audit Committee.

All other fees represent an accounting research subscription and software.

Under its Charter and the "Audit and Non-Audit Services Pre-Approval Policy" (the "Policy"), the Audit Committee is required to pre-approve the audit and non-audit services to be performed by the independent auditors. The Policy mandates specific approval by the Audit Committee for any service that has not received a general pre-approval or that exceeds pre-approved cost levels or budgeted amounts. For both specific and general pre-approval, the Audit Committee considers whether such services are consistent with the SEC's rules on auditor independence. The Audit Committee also considers whether the independent auditors are best positioned to provide the most effective and efficient service and whether the service might enhance the Company's ability to manage or control risk or improve audit quality. The Audit Committee is also mindful of the relationship between fees for audit and non-audit services in deciding whether to pre-approve any such services. It may determine, for each fiscal year, the appropriate ratio between the total amount of audit, audit-related and tax fees and a total amount of fees for certain permissible non-audit services classified below as "All Other Fees". All such factors are considered as a whole, and no one factor is determinative. The Audit Committee further considered whether the performance by PricewaterhouseCoopers LLP of the non-audit related services disclosed below is compatible with maintaining their independence. The Audit Committee approved all of the audit-related fees, tax fees and all other fees for 2017 and 2016.

PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Exhibits

The exhibits listed on the accompanying Index to Exhibits on page E-1 are filed as part of this report except that the certifications in Exhibit 32 are being furnished to the SEC, rather than filed with the SEC, as permitted under applicable SEC rules.

Financial Statements and Schedules.

The financial statements and schedules listed in the accompanying Index to Financial Statements and Schedules on page F-1 are filed as part of this report.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on March 30, 2018.

	EVEREST REINSURANCE HOLDINGS, INC.


	By:	/S/DOMINIC J. ADDESSO
		Dominic J. Addesso (Chairman, President and Chief Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date

/S/ DOMINIC J. ADDESSO	Chairman, President and Chief Executive Officer (Principal Executive Officer)	March 30, 2018
Dominic J. Addesso		March 30, 2018

/S/ CRAIG HOWIE	Executive Vice President and Chief Financial Officer (Principal Financial Officer)	March 30, 2018
Craig Howie		March 30, 2018

/S/ KEITH T. SHOEMAKER	Comptroller (Principal Accounting Officer)	March 30, 2018
Keith T. Shoemaker	Comptroller (Principal Accounting Officer)	March 30, 2018

INDEX TO EXHIBITS

Exhibit No.

	2.	1	Agreement and Plan of Merger among Everest Reinsurance Holdings, Inc., Everest Re Group, Ltd. and Everest Re Merger Corporation, incorporated herein by reference to Exhibit 2.1 to the Registration Statement on Form S-4 (No. 333-87361)

	3.	1	Certificate of Incorporation of Everest Reinsurance Holdings, Inc., incorporated herein by reference to Exhibit 4.1 to the Registration Statement on Form S-8 (No. 333-05771)

	3.	2	By-Laws of Everest Reinsurance Holdings, Inc., incorporated herein by reference to Exhibit 3.2 to the Everest Reinsurance Holdings, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, 2000

	4.	1	Indenture, dated March 14, 2000, between Everest Reinsurance Holdings, Inc. and The Chase Manhattan Bank, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on March 15, 2000

	4.	2	Third Supplemental Indenture relating to Holdings 5.40% Senior Notes due October 15, 2014, dated as of October 12, 2004, among Holdings and JPMorgan Chase Bank, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on October 12, 2004

	4.	3	Fourth Supplemental Indenture relating to Holdings $400.0 million 4.868% Senior Notes due June 1, 2044, dated June 5 2014, between Holdings and the Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on June 5, 2014

	10.	1	Completion of Tender Offer relating to Everest Reinsurance Holdings, Inc. 6.60% Fixed to Floating Rate Long Term Subordinated Notes (LoTS^SM) dated March 19, 2009, incorporated herein by reference to Exhibit 99.1 to Everest Re Group, Ltd. Form 8-K filed on March 31, 2009

	*10.	2	Employment agreement between Everest Global Services, Inc., Everest Reinsurance Holdings, Inc. and Dominic J. Addesso, dated July 1, 2012, incorporated herein by reference to Exhibit 10.1 to Everest Re Group, Ltd. Form 8-K filed on July 20, 2012

	*10.	3	Employment agreement between Everest Global Services, Inc., Everest Reinsurance Holdings Inc. and Dominic J. Addesso, dated December 4, 2015, incorporated herein by reference to Exhibit 10.1 to Everest Re Group, Ltd. Form 8-K filed on December 8, 2015.

	*10.	4	Employment agreement between Everest National Insurance Company and Jonathan M. Zaffino, dated September 8, 2017, incorporated herein by reference to Exhibit 10.1 to Everest Re Group, Ltd. Form 8-K filed on September 12, 2017.

	*10.	5	Amendment of employment agreement between Everest Global Services, Inc., Everest Re Group, Ltd., Everest Reinsurance Holdings Inc. and Dominic J. Addesso, dated November 20, 2017, incorporated herein by reference to Exhibit 10.1 to Everest Re Group, Ltd. Form 8-K filed November 20, 2017

	31.	1	Section 302 Certification of Dominic J. Addesso, filed herewith

	31.	2	Section 302 Certification of Craig Howie, filed herewith

	32.	1	Section 906 Certification of Dominic J. Addesso and Craig Howie, filed herewith

E-1


101.	INS	XBRL Instance Document

101.	SCH	XBRL Taxonomy Extension Schema

101.	CAL	XBRL Taxonomy Extension Calculation Linkbase

101.	DEF	XBRL Taxonomy Extension Definition Linkbase

101.	LAB	XBRL Taxonomy Extension Label Linkbase

101.	PRE	XBRL Taxonomy Extension Presentation Linkbase

* Management contract or compensatory plan or arrangement.

E-2

EVEREST REINSURANCE HOLDINGS, INC.

INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

		Pages

Report of Independent Registered Public Accounting Firm		F-2

Consolidated Balance Sheets at December 31, 2017 and 2016		F-3

Consolidated Statements of Operations and Comprehensive Income (Loss) for the Years Ended
	December 31, 2017, 2016 and 2015	F-4

Consolidated Statements of Changes in Stockholder's Equity for the Years Ended
	December 31, 2017, 2016 and 2015	F-5

Consolidated Statements of Cash Flows for the Years Ended
	December 31, 2017, 2016 and 2015	F-6

Notes to Consolidated Financial Statements		F-7

Schedules

I	Summary of Investments Other Than Investments in Related Parties at December 31, 2017	S-1

II	Condensed Financial Information of Registrant:

	Balance Sheets as of December 31, 2017 and 2016	S-2

	Statements of Operations for the Years Ended December 31, 2017, 2016 and 2015	S-3

	Statements of Cash Flows for the Years Ended December 31, 2017, 2016 and 2015	S-4

	Notes to Condensed Financial Information	S-5

III	Supplementary Insurance Information for the Years Ended
	December 31, 2017, 2016 and 2015	S-6

IV	Reinsurance for the Years Ended December 31, 2017, 2016 and 2015	S-7

Schedules other than those listed above are omitted for the reason that they are not applicable or the information is

otherwise contained in the Financial Statements.

F-1

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholder

of Everest Reinsurance Holdings, Inc.:

Opinion on the Financial Statements

We have audited the consolidated financial statements, including the related notes and financial statement schedules, of Everest Reinsurance Holdings, Inc. and its subsidiaries as listed in the accompanying index (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2017 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

New York, New York

March 30, 2018

We have served as the Company's auditor since 1996.

F-2

EVEREST REINSURANCE HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

	December 31,
(Dollars in thousands, except par value per share)	2017			2016
	(unaudited)
ASSETS:
Fixed maturities - available for sale, at market value	$	4,971,921		$	5,970,496
(amortized cost: 2017, $4,927,622; 2016, $5,910,494)
Equity securities - available for sale, at fair value		822,375			887,800
Short-term investments		241,506			306,286
Other invested assets (cost: 2017, $835,597; 2016, $613,680)		838,694			613,740
Other invested assets, at fair value		1,807,473			1,766,626
Cash		229,552			297,794
Total investments and cash		8,911,521			9,842,742
Note receivable - affiliated		250,000			250,000
Accrued investment income		35,376			45,323
Premiums receivable		1,301,827			1,128,639
Reinsurance receivables - unaffiliated		1,180,648			887,657
Reinsurance receivables - affiliated		4,940,039			3,686,130
Income Taxes		87,110			-
Funds held by reinsureds		210,939			190,421
Deferred acquisition costs		307,741			68,621
Prepaid reinsurance premiums		346,708			781,384
Other assets		316,603			202,519
TOTAL ASSETS	$	17,888,512		$	17,083,436

LIABILITIES:
Reserve for losses and loss adjustment expenses	$	9,343,028		$	8,331,288
Unearned premium reserve		1,607,622			1,312,386
Funds held under reinsurance treaties		40,536			110,836
Commission reserves		21,464			52,037
Other net payable to reinsurers		491,299			815,298
4.868% Senior notes due 6/1/2044		396,834			396,714
6.6% Long term notes due 5/1/2067		236,561			236,462
Accrued interest on debt and borrowings		2,727			3,537
Income taxes		-			148,940
Unsettled securities payable		25,338			27,121
Other liabilities		310,380			350,264
Total liabilities		12,475,789			11,784,883

Commitments and Contingencies (Note 15)

STOCKHOLDER'S EQUITY:
Common stock, par value: $0.01; 3,000 shares authorized;
1,000 shares issued and outstanding (2017 and 2016)		-			-
Additional paid-in capital		387,841			387,567
Accumulated other comprehensive income (loss), net of deferred income tax expense
(benefit) of ($299) at 2017 and ($19,549) at 2016		(942	)		(36,315	)
Retained earnings		5,025,824			4,947,301
Total stockholder's equity		5,412,723			5,298,553
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY	$	17,888,512		$	17,083,436

The accompanying notes are an integral part of the consolidated financial statements.

F-3

EVEREST REINSURANCE HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME (LOSS)

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015

REVENUES:
Premiums earned	$	1,949,595		$	2,094,049		$	2,143,760
Net investment income		286,259			264,807			273,253
Net realized capital gains (losses):
Other-than-temporary impairments on fixed maturity securities		(6,077	)		(25,679	)		(78,833	)
Other-than-temporary impairments on fixed maturity securities
transferred to other comprehensive income (loss)		-			-			-
Realized gain (loss) on sale of subsidiary		-			(28,032	)		94,704
Other net realized capital gains (losses)		167,630			24,770			34,464
Total net realized capital gains (losses)		161,553			(28,941	)		50,335
Other income (expense)		23,750			(10,542	)		29,256
Total revenues		2,421,157			2,319,373			2,496,604

CLAIMS AND EXPENSES:
Incurred losses and loss adjustment expenses		2,039,751			1,350,280			1,319,561
Commission, brokerage, taxes and fees		210,925			281,424			312,325
Other underwriting expenses		254,886			244,966			214,819
Corporate expenses		7,394			8,277			7,179
Interest, fee and bond issue cost amortization expense		31,183			35,435			35,434
Total claims and expenses		2,544,139			1,920,382			1,889,318

INCOME (LOSS) BEFORE TAXES		(122,982	)		398,991			607,286
Income tax expense (benefit)		(201,180	)		97,347			194,896

NET INCOME (LOSS)	$	78,198		$	301,644		$	412,390

Other comprehensive income (loss), net of tax:
Unrealized appreciation (depreciation) ("URA(D)") on securities arising during the period		(10,536	)		4,114			(23,157	)
Less: reclassification adjustment for realized losses (gains) included in net income (loss)		2,303			21,273			(817	)
Total URA(D) on securities arising during the period		(8,233	)		25,387			(23,974	)

Foreign currency translation adjustments		37,427			2,849			(54,578	)

Benefit plan actuarial net gain (loss) for the period		1,027			(7,488	)		5,681
Reclassification adjustment for amortization of net (gain) loss included in net income (loss)		5,477			5,073			6,216
Total benefit plan net gain (loss) for the period		6,504			(2,415	)		11,897
Total other comprehensive income (loss), net of tax		35,698			25,821			(66,655	)

COMPREHENSIVE INCOME (LOSS)	$	113,896		$	327,465		$	345,735

The accompanying notes are an integral part of the consolidated financial statements.

F-4

EVEREST REINSURANCE HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF

CHANGES IN STOCKHOLDER'S EQUITY

	Years Ended December 31,
(Dollars in thousands, except share amounts)	2017			2016			2015

COMMON STOCK (shares outstanding):
Balance, beginning of period		1,000			1,000			1,000
Balance, end of period		1,000			1,000			1,000

ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period		387,567		$	374,789		$	362,293
Share-based compensation plans		274			12,778			12,496
Balance, end of period		387,841			387,567			374,789

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS),
NET OF DEFERRED INCOME TAXES:
Balance, beginning of period		(36,315	)		(62,136	)		4,519
Net increase (decrease) during the period		35,698			25,821			(66,655	)
Reclass due to early adoption of Accounting Standards Update 2018-02		(325	)		-			-
Balance, end of period		(942	)		(36,315	)		(62,136	)

RETAINED EARNINGS:
Balance, beginning of period		4,947,301			4,645,657			4,233,267
Net income (loss)		78,198			301,644			412,390
Reclass due to early adoption of Accounting Standards Update 2018-02		325			-			-
Balance, end of period		5,025,824			4,947,301			4,645,657

TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	5,412,723		$	5,298,553		$	4,958,310

The accompanying notes are an integral part of the consolidated financial statements.

F-5

EVEREST REINSURANCE HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	78,198		$	301,644		$	412,390
Adjustments to reconcile net income to net cash provided by operating activities:
Decrease (increase) in premiums receivable		(170,234	)		1,140			(49,602	)
Decrease (increase) in funds held by reinsureds, net		(90,410	)		(4,445	)		4,737
Decrease (increase) in reinsurance receivables		(731,292	)		(112,797	)		(465,761	)
Decrease (increase) in income taxes		(250,118	)		62,991			60,494
Decrease (increase) in prepaid reinsurance premiums		436,571			(8,083	)		30,985
Increase (decrease) in reserve for losses and loss adjustment expenses		964,415			384,628			184,845
Increase (decrease) in unearned premiums		291,108			(38,271	)		(82,494	)
Increase (decrease) in other net payable to reinsurers		(329,946	)		(371,856	)		195,936
Increase (decrease) in losses in course of payment		(31,815	)		(42,643	)		(51,416	)
Change in equity adjustments in limited partnerships		(35,749	)		(24,486	)		(18,144	)
Distribution of limited partnership income		33,629			32,613			45,235
Change in other assets and liabilities, net		(367,338	)		15,148			13,349
Non-cash compensation expense		10,212			9,481			8,025
Amortization of bond premium (accrual of bond discount)		17,690			18,051			18,160
Net realized capital (gains) losses		(161,553	)		28,941			(50,335	)
Net cash provided by (used in) operating activities		(336,632	)		252,056			256,404

CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from fixed maturities matured/called - available for sale, at market value		1,005,532			781,744			902,932
Proceeds from fixed maturities sold - available for sale, at market value		1,676,203			704,191			544,955
Proceeds from fixed maturities sold - available for sale, at fair value		-			5,837			1,824
Proceeds from equity securities sold - available for sale, at market value		-			-			16
Proceeds from equity securities sold - available for sale, at fair value		586,496			695,039			567,069
Proceeds from sale of subsidiary (net of cash disposed)		-			47,721			3,934
Distributions from other invested assets		2,327,206			1,756,484			51,494
Cost of fixed maturities acquired - available for sale, at market value		(2,431,780	)		(2,110,113	)		(1,811,463	)
Cost of fixed maturities acquired - available for sale, at fair value		-			(3,940	)		(2,436	)
Cost of equity securities acquired - available for sale, at fair value		(396,056	)		(324,407	)		(530,538	)
Cost of other invested assets acquired		(2,546,289	)		(1,928,119	)		(93,728	)
Net change in short-term investments		67,164			257,792			(6,145	)
Net change in unsettled securities transactions		(40,530	)		10,474			(23,447	)
Net cash provided by (used in) investing activities		247,946			(107,297	)		(395,533	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Tax benefit from share-based compensation, net of expense		(9,938	)		3,298			4,472
Net cash provided by (used in) financing activities		(9,938	)		3,298			4,472

EFFECT OF EXCHANGE RATE CHANGES ON CASH		30,382			(5,692	)		(33,889	)

Net increase (decrease) in cash		(68,242	)		142,365			(168,546	)
Cash, beginning of period		297,794			155,429			323,975
Cash, end of period	$	229,552		$	297,794		$	155,429

SUPPLEMENTAL CASH FLOW INFORMATION:
Income taxes paid (recovered)	$	53,019		$	31,018		$	131,632
Interest paid	$	31,775			35,217			35,217

NON-CASH TRANSACTION:
Transfer of fixed maturities, available for sale, at market value to Bermuda Re as part of	$	790,583		$	-		$	-
settlement for loss portfolio transfer agreement as of 12/31/17
Exchange of common shares of parent company, held as other invested assets at fair value,	$	-		$	-		$	1,773,214
for preferred shares of an affiliated company, held as other invested assets at fair value

The accompanying notes are an integral part of the consolidated financial statements.

F-6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Years Ended December 31, 2017, 2016 and 2015

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. Business and Basis of Presentation.

Everest Reinsurance Holdings, Inc. ("Holdings"), a Delaware company and direct subsidiary of Everest Underwriting Group (Ireland) Limited ("Holdings Ireland"), which is a direct subsidiary of Everest Re Group, Ltd. ("Group"), through its subsidiaries, principally provides property and casualty reinsurance and insurance in the United States of America and internationally. As used in this document, "Company" means Holdings and its subsidiaries.

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). The statements include all of the following domestic and foreign direct and indirect subsidiaries of the Company: Everest Reinsurance Company ("Everest Re"), Everest National Insurance Company ("Everest National"), Everest Indemnity Insurance Company ("Everest Indemnity"), Everest Security Insurance Company ("Everest Security"), Everest Reinsurance Company – Escritório de Representação No Brasil Ltda. ("Everest Brazil"), Mt. Whitney Securities, Inc., Everest Denali Insurance Company ("Everest Denali"), Everest Premier Insurance Company ("Everest Premier"), Everest Specialty Underwriters Services, LLC, Heartland Crop Insurance, Inc. ("Heartland"), Everest International Assurance, Ltd. ("Everest Assurance"), Specialty Insurance Group, Inc. ("Specialty"), Specialty Insurance Group - Leisure and Entertainment Risk Purchasing Group LLC ("Specialty RPG"), Mt. McKinley Managers, L.L.C. and Mt. McKinley Insurance Company ("Mt. McKinley"). All amounts are reported in U.S. dollars.

During the third quarter of 2016, the Company established Delaware domiciled property and casualty insurance subsidiaries, Everest Premier and Everest Denali, which are used in the continued expansion of the Insurance operations.

Effective August 24, 2016, the Company sold its wholly-owned subsidiary, Heartland, a managing agent for crop insurance, to CGB Diversified Services, Inc. ("CGB"). The operating results of Heartland through August 24, 2016 are included within the Company's financial statements.

Effective July 13, 2015, the Company sold all of the outstanding shares of capital stock of a wholly-owned subsidiary entity, Mt. McKinley, to Clearwater Insurance Company. The operating results of Mt. McKinley through July 13, 2015 are included within the Company's financial statements.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities (and disclosure of contingent assets and liabilities) at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Ultimate actual results could differ, possibly materially, from those estimates.

All intercompany accounts and transactions have been eliminated.

Certain reclassifications and format changes have been made to prior years' amounts to conform to the 2017 presentation.

F-7

B. Investments.

Fixed maturity investments available for sale, at market value, reflect unrealized appreciation and depreciation, as a result of temporary changes in market value during the period, in stockholder's equity, net of income taxes in "accumulated other comprehensive income (loss)" in the consolidated balance sheets. Equity securities and other invested assets carried at fair value reflect fair value re-measurements as net realized capital gains and losses in the consolidated statements of operations and comprehensive income (loss). The Company records changes in fair value for its fixed maturities-available for sale, at market value through stockholder's equity, net of taxes in accumulated other comprehensive income (loss) since cash flows from these investments will be primarily used to settle its reserve for losses and loss adjustment expense liabilities. The Company anticipates holding these investments for an extended period as the cash flow from interest and maturities will fund the projected payout of these liabilities. The Company carries all of its equity securities at fair value except for mutual fund investments whose underlying investments are comprised of fixed maturity securities. For equity securities, available for sale, at fair value, the Company reflects changes in value as net realized capital gains and losses since these securities may be sold in the near term depending on financial market conditions. Interest income on all fixed maturities and dividend income on all equity securities are included as part of net investment income in the consolidated statements of operations and comprehensive income (loss). Unrealized losses on fixed maturities, which are deemed other-than-temporary and related to the credit quality of a security, are charged to net income (loss) as net realized capital losses. Short-term investments are stated at cost, which approximates market value. Realized gains or losses on sales of investments are determined on the basis of identified cost. For some non-publicly traded securities, market prices are determined through the use of pricing models that evaluate securities relative to the U.S. Treasury yield curve, taking into account the issue type, credit quality, and cash flow characteristics of each security. For other non-publicly traded securities, an investment manager's valuation committee will estimate fair value, and in many instances, these fair values are supported with opinions from qualified independent third parties. For publicly traded securities, market value is based on quoted market prices or valuation models that use observable market inputs. When a sector of the financial markets is inactive or illiquid, the Company may use its own assumptions about future cash flows and risk-adjusted discount rates to determine fair value. Retrospective adjustments are employed to recalculate the values of asset-backed securities. Each acquisition lot is reviewed to recalculate the effective yield. The recalculated effective yield is used to derive a book value as if the new yield were applied at the time of acquisition. Outstanding principal factors from the time of acquisition to the adjustment date are used to calculate the prepayment history for all applicable securities. Conditional prepayment rates, computed with life to date factor histories and weighted average maturities, are used to effect the calculation of projected and prepayments for pass-through security types. Other invested assets includes limited partnerships, a private placement liquidity sweep facility and rabbi trusts. Cash contributions to and cash distributions from the sweep facility are reported gross in cash flows from investing activities in the consolidated statements of cash flows. Limited partnerships are accounted for under the equity method of accounting, which can be recorded on a monthly or quarterly lag. Other invested assets, at fair value, are comprised of convertible preferred stock of Everest Preferred International Holdings, Ltd. ("Preferred Holdings"), an affiliated entity. The fair value of the Preferred Holdings convertible preferred stock at December 31, 2017 and December 31, 2016 were determined using a pricing model.

C. Uncollectible Receivable Balances.

The Company provides reserves for uncollectible reinsurance recoverable and premium receivable balances based on management's assessment of the collectability of the outstanding balances. Such reserves are presented in the table below for the periods indicated.

	Years Ended December 31,
(Dollars in thousands)	2017		2016
Reinsurance recoverable and premium receivables	$	23,011	$	23,011

F-8

D. Deferred Acquisition Costs.

Acquisition costs, consisting principally of commissions and brokerage expenses and certain premium taxes and fees incurred at the time a contract or policy is issued and that vary with and are directly related to the Company's reinsurance and insurance business, are deferred and amortized over the period in which the related premiums are earned. Deferred acquisition costs are limited to their estimated realizable value by line of business based on the related unearned premiums, anticipated claims and claim expenses and anticipated investment income. Deferred acquisition costs amortized to income are presented in the table below for the periods indicated.

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Deferred acquisition costs	$	210,925	$	281,424	$	312,325

E. Reserve for Losses and Loss Adjustment Expenses.

The reserve for losses and loss adjustment expenses ("LAE") is based on individual case estimates and reports received from ceding companies. A provision is included for losses and LAE incurred but not reported ("IBNR") based on past experience. A provision is also included for certain potential liabilities relating to asbestos and environmental ("A&E") exposures, for which liabilities cannot be estimated using traditional reserving techniques. See also Note 3. The reserves are reviewed periodically and any changes in estimates are reflected in earnings in the period the adjustment is made. The Company's loss and LAE reserves represent management's best estimate of the ultimate liability. Loss and LAE reserves are presented gross of reinsurance receivables and incurred losses and LAE are presented net of reinsurance.

Accruals for commissions are established for reinsurance contracts that provide for the stated commission percentage to increase or decrease based on the loss experience of the contract. Changes in estimates for such arrangements are recorded as commission expense. Commission accruals for contracts with adjustable features are estimated based on expected loss and LAE.

F. Premium Revenues.

Written premiums are earned ratably over the periods of the related insurance and reinsurance contracts. Written premiums related to crop insurance are earned on a seasonal pattern, which is based upon the planting and harvesting periods of each crop season. Unearned premium reserves are established relative to the unexpired contract period. Such reserves are established based upon reports received from ceding companies or estimated using pro rata methods based on statistical data. Reinstatement premiums represent additional premium received on reinsurance coverages, most prevalently catastrophe related, when limits have been depleted under the original reinsurance contract and additional coverage is granted. Written and earned premiums and the related costs, which have not yet been reported to the Company, are estimated and accrued. Premiums are net of ceded reinsurance.

G. Prepaid Reinsurance Premiums.

Prepaid reinsurance premiums represent unearned premium reserves ceded to other reinsurers. Prepaid reinsurance premiums for any foreign reinsurers comprising more than 10% of the outstanding balance at December 31, 2017 were collateralized either through collateralized trust arrangements, rights of offset or letters of credit, thereby limiting the credit risk to the Company.

H. Income Taxes.

The Company and its wholly-owned subsidiaries file a consolidated U.S. Corporation Income Tax Return. The Company's foreign subsidiaries and foreign branches of its US subsidiaries file country and local corporation income tax returns as required. Deferred U.S. federal and foreign income taxes have been recorded to recognize the tax effect of temporary differences between the GAAP and income tax bases of assets and liabilities, which arise because of differences between the financial reporting and income tax rules.

I. Foreign Currency.

As a global entity, the Company transacts business in numerous currencies through business units located around the world. The base transactional currency for each business unit is determined by the local currency used for most economic activity in that area. Movements in exchange rates related to assets and liabilities at the business units between the original currency and the base currency are recorded through the consolidated statements of operations and comprehensive income (loss) in other income (expense), except

F-9

for currency movements related to available for sale investments, which are excluded from net income (loss) and accumulated in stockholder's equity, net of deferred taxes.

The business units' base currency financial statements are translated to U.S. dollars using the exchange rates at the end of period for the balance sheets and the average exchange rates in effect for the reporting period for the income statements. Gains and losses resulting from translating the foreign currency financial statements, net of deferred income taxes, are excluded from net income loss and accumulated in stockholder's equity.

J. Segmentation.

The Company, through its subsidiaries, operates in three segments: U.S. Reinsurance, International and Insurance. See also Note 17.

K. Retroactive Reinsurance.

Premiums on ceded retroactive contracts are earned when written with a corresponding reinsurance recoverable established for the amount of reserves ceded. The initial gain, if applicable, is deferred and amortized into income over an actuarially determined expected payout period. Any future loss is recognized immediately and charged against earnings.

L. Application of Recently Issued Accounting Standard Changes.

Accounting for Deferred Taxes in Accumulated Other Comprehensive Income (AOCI). In February 2018, FASB issued ASU 2018-02 which outlines guidance on the treatment of trapped deferred taxes contained within AOCI on the consolidated balance sheets. The new guidance allows the amount of trapped deferred taxes in AOCI, resulting from the change in the U.S. tax rate from 35% to 21% upon enactment of the Tax Cut and Jobs Act ("TCJA"), to be reclassed as part of retained earnings in the consolidated balance sheets. The guidance is effective for annual and interim reporting periods beginning after December 15, 2018, but early adoption is allowed. The Company has decided to early adopt the guidance as of December 31, 2017. The adoption has resulted in a reclass of $325 thousand between AOCI and retained earnings, which is disclosed separately within the consolidated statement of changes in stockholder's equity.

Accounting for Impact on Income Taxes due to Tax Reform. In December 2017, the SEC issued Staff Accounting Bulletin ("SAB") 118 which provides guidance on the application of FASB Accounting Standards Codification ("ASC") Topic 740, Income Taxes, due to the enactment of TCJA. SAB 118 became effective upon release. The Company has adopted the provisions of SAB 118 with respect to measuring the tax effects for the modifications to the determination of tax basis loss reserves. Because of uncertainty in how the Internal Revenue Service ("IRS") intends to implement the modifications and the necessary transition calculation, the Company has determined that a reasonable estimate cannot be determined and has followed the provisions of the tax laws that were in effect prior to the modifications. In 2018, the Company expects to record adjustments to the amount of tax expense it recorded in 2017 with respect to the TCJA as estimated amounts are finalized. Further adjustments are not expected to have a material impact on the Company's financial statements.

Amortization of Bond Premium. In March 2017, FASB issued ASU 2017-08 which outlines guidance on the amortization period for premium on callable debt securities. The new guidance requires that the premium on callable debt securities be amortized through the earliest call date rather than through the maturity date of the callable security. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019. The Company does not expect the adoption of ASU 2017-08 to have a material impact on its financial statements.

Presentation and Disclosure of Net Periodic Benefit Costs. In March 2017, FASB issued ASU 2017-07 which outlines guidance on the presentation of net periodic costs of benefit plans. The new guidance requires that the service cost component of net periodic benefit costs be reported within the same line item of the statements of operations as other compensation costs are reported. Other components of net periodic benefit costs should be reported separately. Footnote disclosure is required to state within which line items of the statements of operations the components are reported. The guidance is effective for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of ASU 2017-07 to have a material impact on its financial statements.

F-10

Disclosure of Restricted Cash. In November 2016, FASB issued ASU 2016-18 which outlines guidance on the presentation in the statements of cash flows of changes in restricted cash. The new guidance requires that the statements of cash flows should reflect all changes in cash, cash equivalents and restricted cash in total and not segregated individually. The guidance is effective for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of ASU 2016-18 to have a material impact on its financial statements.

Intra-Entity Asset Transfers. In October 2016, FASB issued ASU 2016-16 which outlines guidance on the tax accounting for intra-entity asset sales and transfers, other than inventory. The new guidance requires that reporting entities recognize tax expense from the intra-entity transfer of an asset in the seller's tax jurisdiction at the time of transfer and recognize any deferred tax asset in the buyer's tax jurisdiction at the time of transfer. The guidance is effective for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of ASU 2016-16 to have a material impact on its financial statements.

Valuation of Financial Instruments. In June 2016, FASB issued ASU 2016-13 which outlines guidance on the valuation of and accounting for assets measured at amortized cost and available for sale debt securities. The carrying value of assets measured at amortized cost will now be presented as the amount expected to be collected on the financial asset (amortized cost less an allowance for credit losses valuation account). Available for sale debt securities will now record credit losses through an allowance for credit losses, which will be limited to the amount by which fair value is below amortized cost. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019. The Company is currently evaluating the impact of the adoption of ASU 2016-13 on its financial statements.

Leases. In February 2016, FASB issued ASU 2016-02 which outlines new guidance on the accounting for leases. The new guidance requires the recognition of lease assets and lease liabilities on the balance sheets for most leases that were previously deemed operating leases and required only lease expense presentation in the statements of operations. The guidance is effective for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of ASU 2016-02 on its financial statements.

Recognition and Measurement of Financial Instruments. In January 2016, the FASB issued ASU 2016-01 which outlines revised guidance on the accounting for equity investments. The new guidance states that all equity investments in unconsolidated entities will be measured at fair value, with the change in value being recorded through the income statement rather than being recorded within other comprehensive income. The updated guidance is effective for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of ASU 2016-01 to have a material impact on its financial statements.

Disclosures about Short-Duration Contracts. In May 2015, the FASB issued ASU 2015-09, authoritative guidance regarding required disclosures associated with short duration insurance contracts. The new disclosure requirements focus on information about initial claim estimates and subsequent claim estimate adjustment, methodologies in estimating claims and the timing, frequency and severity of claims related to short duration insurance contracts. This guidance is effective for annual reporting periods beginning after December 15, 2015 and interim reporting periods beginning after December 15, 2016. The Company implemented this guidance effective in the fourth quarter of 2016.

Disclosures for Investments in Certain Entities that Calculate Net Asset Value Per Share. In May 2015, the FASB issued ASU 2015-07, which removes the requirement to categorize, within the fair value hierarchy, investments for which fair values are estimated using the net asset value practical expedient provided by Accounting Standards Codification 820, Fair Value Measurement. The updated guidance is effective for annual reporting periods beginning after December 15, 2015. The Company implemented this guidance effective in the fourth quarter of 2016. The adoption did not have a material impact on the Company's financial statements.

F-11

Debt Issuance Costs. In April 2015, The FASB issued ASU 2015–03, authoritative guidance on the presentation of debt issuance costs. This guidance requires that debt issuance costs be presented within the balance sheet as a reduction of the carrying value of the debt liability, rather than as a separate asset. This guidance is effective for annual reporting periods beginning after December 15, 2015 and related interim reporting periods. The Company implemented this guidance effective in the second quarter of 2016. The adoption did not have a material impact on the Company's financial statements.

Consolidation. In February 2015, the FASB issued ASU 2015-02, authoritative guidance regarding consolidation of reporting entities. The new guidance focuses on the required evaluation of whether certain legal entities should be consolidated. This guidance is effective for annual and interim reporting periods beginning after December 15, 2015. The adoption did not have a material impact on the Company's financial statements.

Revenue Recognition. In May 2014, the FASB issued ASU 2014-09 which outlines revised guidance on the recognition of revenue arising from contracts with customers. The new guidance states that reporting entities should apply certain steps to determine when revenue should be recognized, based upon fulfillment of performance obligations to complete contracts. The updated guidance is effective for annual and interim reporting periods beginning after December 15, 2017. The Company does not expect the adoption of ASU 2014-09 to have a material impact on its financial statements.

Any issued guidance and pronouncements, other than those directly references above, are deemed by the Company to be either not applicable or immaterial to its financial statements.

2. REVISIONS TO FINANCIAL STATEMENTS

In preparing its second quarter of 2017 financial statements, the Company altered its processing of ceding certain commissions and deferred acquisition costs under an affiliated quota share agreement. In previous reporting periods, these expenses were ceded based upon a quarter lag. In the second quarter of 2017, the quarter lag was eliminated and these expenses are now recorded on a current quarter basis. Although management determined that the impact of the ceding lag was not material to prior period financial statements, the impact of eliminating the ceding lag would have significantly impacted results within the second quarter of 2017. As a result, prior period balances have been revised in the applicable financial statements and corresponding footnotes to eliminate the impact of the previous recording lag.

Management assessed the materiality of this change within prior period financial statements based upon SEC Staff Accounting Bulletin Number 99, Materiality, which is since codified in Accounting Standards Codification ("ASC") 250, Accounting Changes and Error Corrections. In accordance with ASC 250, the prior period comparative financial statements that are presented herein have been revised.

F-12

The following tables present line items for prior period financial statements that have been affected by the revision. For these line items, the tables detail the amounts as previously reported, the impact upon those line items due to the revision, and the amounts as currently revised within the financial statements.

CONSOLIDATED BALANCE SHEETS	December 31, 2016							December 31, 2015
	As Previously		Impact of					As Previously		Impact of
	Reported		Revisions			As Revised		Reported		Revisions			As Revised
(Dollars in thousands, except par value per share)
ASSETS:
Deferred acquisition costs	$	73,924	$	(5,303	)	$	68,621	$	92,651	$	(6,249	)	$	86,402
TOTAL ASSETS	$	17,088,739	$	(5,303	)	$	17,083,436	$	16,695,203	$	(6,249	)	$	16,688,954

LIABILITIES:
Other net payable to reinsurers	$	860,391	$	(45,093	)	$	815,298	$	1,225,260	$	(37,480	)	$	1,187,780
Income taxes		142,143		6,797			148,940		68,024		4,132			72,156
Total liabilities		11,823,179		(38,296	)		11,784,883		11,763,992		(33,348	)		11,730,644

STOCKHOLDERS EQUITY:
Retained earnings		4,914,308		32,993			4,947,301		4,618,558		27,099			4,645,657
Total stockholder's equity		5,265,560		32,993			5,298,553		4,931,211		27,099			4,958,310
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY	$	17,088,739	$	(5,303	)	$	17,083,436	$	16,695,203	$	(6,249	)	$	16,688,954

CONSOLIDATED STATEMENTS OF OPERATIONS	Year Ended December 31, 2016							Year Ended December 31, 2015
AND COMPREHENSIVE INCOME (LOSS):	As Previously		Impact of					As Previously		Impact of
	Reported		Revisions			As Revised		Reported		Revisions			As Revised
(Dollars in thousands)
CLAIMS AND EXPENSES:
Commission, brokerage, taxes and fees	$	289,982	$	(8,558	)	$	281,424	$	315,069	$	(2,744	)	$	312,325
Total claims and expenses		1,928,940		(8,558	)		1,920,382		1,892,062		(2,744	)		1,889,318

INCOME (LOSS) BEFORE TAXES		390,433		8,558			398,991		604,542		2,744			607,286
Income tax expense (benefit)		94,683		2,664			97,347		191,889		3,007			194,896

NET INCOME (LOSS)	$	295,750	$	5,894		$	301,644	$	412,653	$	(263	)	$	412,390

COMPREHENSIVE INCOME (LOSS)	$	321,571	$	5,894		$	327,465	$	345,998	$	(263	)	$	345,735

CONSOLIDATED STATEMENTS OF OPERATIONS	Year Ended December 31, 2014
AND COMPREHENSIVE INCOME (LOSS):	As Previously		Impact of
	Reported		Revisions			As Revised
(Dollars in thousands)
CLAIMS AND EXPENSES:
Commission, brokerage, taxes and fees	$	339,402	$	(427	)	$	338,975
Total claims and expenses		1,930,749		(427	)		1,930,322

INCOME (LOSS) BEFORE TAXES		657,688		427			658,115
Income tax expense (benefit)		203,562		1,125			204,687

NET INCOME (LOSS)	$	454,126	$	(698	)	$	453,428

COMPREHENSIVE INCOME (LOSS)	$	370,997	$	(698	)	$	370,299

F-13

CONSOLIDATED STATEMENTS OF	Year Ended December 31, 2016						Year Ended December 31, 2015
CHANGES IN STOCKHOLDER'S EQUITY	As Previously		Impact of				As Previously		Impact of
	Reported		Revisions		As Revised		Reported		Revisions			As Revised

(Dollars in thousands, except share amounts)
RETAINED EARNINGS:
Balance, beginning of period	$	4,618,558	$	27,099	$	4,645,657	$	4,205,905	$	27,362		$	4,233,267
Net income (loss)		295,750		5,894		301,644		412,653		(263	)		412,390
Balance, end of period		4,914,308		32,993		4,947,301		4,618,558		27,099			4,645,657
TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	5,265,560	$	32,993	$	5,298,553	$	4,931,211	$	27,099		$	4,958,310

CONSOLIDATED STATEMENTS OF	Year Ended December 31, 2014
CHANGES IN STOCKHOLDER'S EQUITY	As Previously		Impact of
	Reported		Revisions			As Revised

(Dollars in thousands, except share amounts)
RETAINED EARNINGS:
Balance, beginning of period	$	3,751,779	$	28,060		$	3,779,839
Net income (loss)		454,126		(698	)		453,428
Balance, end of period		4,205,905		27,362			4,233,267
TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	4,572,717	$	27,362		$	4,600,079

CONSOLIDATED STATEMENTS OF CASH FLOWS	Year Ended December 31, 2016									Year Ended December 31, 2015
	As Previously			Impact of						As Previously		Impact of
	Reported			Revisions			As Revised			Reported		Revisions			As Revised
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	295,750		$	5,894		$	301,644		$	412,653	$	(263	)	$	412,390
Decrease (increase) in income taxes		60,325			2,666			62,991			57,487		3,007			60,494
Increase (decrease) in other net payable to reinsurers		(364,242	)		(7,614	)		(371,856	)		204,526		(8,590	)		195,936
Change in other assets and liabilities, net		16,090			(946	)		15,144			7,499		5,846			13,345

CONSOLIDATED STATEMENTS OF CASH FLOWS	Year Ended December 31, 2014
	As Previously		Impact of
	Reported		Revisions			As Revised
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	454,126	$	(698	)	$	453,428
Decrease (increase) in income taxes		68,206		1,125			69,331
Increase (decrease) in other net payable to reinsurers		5,130		(3,216	)		1,914
Change in other assets and liabilities, net		81,388		2,789			84,177

F-14

3. INVESTMENTS

The amortized cost, market value and gross unrealized appreciation and depreciation of available for sale, fixed maturity, investments, carried at market value and other-than-temporary impairments ("OTTI") in accumulated other comprehensive income ("AOCI") are as follows for the periods indicated:

	At December 31, 2017
	Amortized		Unrealized		Unrealized			Market		OTTI in AOCI
(Dollars in thousands)	Cost		Appreciation		Depreciation			Value		(a)
Fixed maturity securities
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	671,449	$	658	$	(7,594	)	$	664,513	$	-
Obligations of U.S. states and political subdivisions		563,789		22,124		(444	)		585,469		-
Corporate securities		2,009,665		28,003		(13,459	)		2,024,209		129
Asset-backed securities		138,203		207		(386	)		138,024		-
Mortgage-backed securities
Commercial		52,121		115		(485	)		51,751		-
Agency residential		114,435		511		(1,658	)		113,288		-
Non-agency residential		51		7		-			58		-
Foreign government securities		514,048		17,065		(7,493	)		523,620		-
Foreign corporate securities		863,861		20,121		(12,993	)		870,989		377
Total fixed maturity securities	$	4,927,622	$	88,811	$	(44,512	)	$	4,971,921	$	506

	At December 31, 2016
	Amortized		Unrealized		Unrealized			Market		OTTI in AOCI
(Dollars in thousands)	Cost		Appreciation		Depreciation			Value		(a)
Fixed maturity securities
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	693,005	$	2,509	$	(4,434	)	$	691,080	$	-
Obligations of U.S. states and political subdivisions		723,938		18,016		(11,970	)		729,984		-
Corporate securities		2,119,324		50,665		(15,786	)		2,154,203		4,868
Asset-backed securities		136,826		330		(129	)		137,027		-
Mortgage-backed securities
Commercial		75,435		510		(452	)		75,493		-
Agency residential		721,772		2,365		(8,993	)		715,144		-
Non-agency residential		76		12		-			88		-
Foreign government securities		495,572		22,088		(10,383	)		507,277		-
Foreign corporate securities		944,546		30,015		(14,361	)		960,200		175
Total fixed maturity securities	$	5,910,494	$	126,510	$	(66,508	)	$	5,970,496	$	5,043

^(a) Represents the amount of OTTI recognized in AOCI. Amount includes unrealized gains and losses on impaired securities relating to changes in the value of such securities subsequent to the impairment measurement date.

F-15

The amortized cost and market value of fixed maturity securities are shown in the following tables by contractual maturity. Mortgage-backed securities are generally more likely to be prepaid than other fixed maturity securities. As the stated maturity of such securities may not be indicative of actual maturities, the totals for mortgage-backed and asset-backed securities are shown separately.

	At December 31, 2017				At December 31, 2016
	Amortized		Market		Amortized		Market
(Dollars in thousands)	Cost		Value		Cost		Value
Fixed maturity securities – available for sale
Due in one year or less	$	319,858	$	320,746	$	394,401	$	392,824
Due after one year through five years		2,601,898		2,595,237		2,925,786		2,955,325
Due after five years through ten years		1,051,431		1,069,617		879,762		894,166
Due after ten years		649,625		683,200		776,436		800,429
Asset-backed securities		138,203		138,024		136,826		137,027
Mortgage-backed securities
Commercial		52,121		51,751		75,435		75,493
Agency residential		114,435		113,288		721,772		715,144
Non-agency residential		51		58		76		88
Total fixed maturity securities	$	4,927,622	$	4,971,921	$	5,910,494	$	5,970,496

The changes in net unrealized appreciation (depreciation) for the Company's investments are derived from the following sources for the periods as indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016
Increase (decrease) during the period between the market value and cost
of investments carried at market value, and deferred taxes thereon:
Fixed maturity securities	$	(11,166	)	$	33,883
Fixed maturity securities, other-than-temporary impairment		(4,537	)		5,113
Other invested assets		3,037			60
Change in unrealized appreciation (depreciation), pre-tax		(12,666	)		39,056
Deferred tax benefit (expense)		2,845			(11,880	)
Deferred tax benefit (expense), other-than-temporary impairment		1,588			(1,789	)
Change in unrealized appreciation (depreciation),
net of deferred taxes, included in stockholder's equity	$	(8,233	)	$	25,387

The Company frequently reviews all of its fixed maturity, available for sale securities for declines in market value and focuses its attention on securities whose fair value has fallen below 80% of their amortized cost at the time of review. The Company then assesses whether the decline in value is temporary or other-than-temporary. In making its assessment, the Company evaluates the current market and interest rate environment as well as specific issuer information. Generally, a change in a security's value caused by a change in the market, interest rate or foreign exchange environment does not constitute an other-than-temporary impairment, but rather a temporary decline in market value. Temporary declines in market value are recorded as unrealized losses in accumulated other comprehensive income (loss). If the Company determines that the decline is other-than-temporary and the Company does not have the intent to sell the security; and it is more likely than not that the Company will not have to sell the security before recovery of its cost basis, the carrying value of the investment is written down to fair value. The fair value adjustment that is credit or foreign exchange related is recorded in net realized capital gains (losses) in the Company's consolidated statements of operations and comprehensive income (loss). The fair value adjustment that is non-credit related is recorded as a component of other comprehensive income (loss), net of tax, and is included in accumulated other comprehensive income (loss) in the Company's consolidated balance sheets. The Company's assessments are based on the issuers' current and expected future financial position, timeliness with respect to interest and/or principal payments, speed of repayments and any applicable credit enhancements or breakeven constant default rates on mortgage-backed and asset-backed securities, as well as relevant information provided by rating agencies, investment advisors and analysts.

F-16

Retrospective adjustments are employed to recalculate the values of asset-backed securities. All of the Company's asset-backed and mortgage-backed securities have a pass-through structure. Each acquisition lot is reviewed to recalculate the effective yield. The recalculated effective yield is used to derive a book value as if the new yield were applied at the time of acquisition. Outstanding principal factors from the time of acquisition to the adjustment date are used to calculate the prepayment history for all applicable securities. Conditional prepayment rates, computed with life to date factor histories and weighted average maturities, are used in the calculation of projected prepayments for pass-through security types.

The tables below display the aggregate market value and gross unrealized depreciation of fixed maturity securities, by security type and contractual maturity, in each case subdivided according to length of time that individual securities had been in a continuous unrealized loss position for the periods indicated:

	Duration of Unrealized Loss at December 31, 2017 By Security Type
	Less than 12 months					Greater than 12 months					Total
			Gross					Gross					Gross
			Unrealized					Unrealized					Unrealized
(Dollars in thousands)	Market Value		Depreciation			Market Value		Depreciation			Market Value		Depreciation
Fixed maturity securities - available for sale
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	446,963	$	(2,921	)	$	198,684	$	(4,673	)	$	645,647	$	(7,594	)
Obligations of U.S. states and political subdivisions		4,400		(27	)		37,886		(417	)		42,286		(444	)
Corporate securities		455,431		(6,674	)		216,715		(6,785	)		672,146		(13,459	)
Asset-backed securities		75,196		(328	)		7,991		(58	)		83,187		(386	)
Mortgage-backed securities
Commercial		26,650		(264	)		5,972		(221	)		32,622		(485	)
Agency residential		46,234		(322	)		58,135		(1,336	)		104,369		(1,658	)
Foreign government securities		159,852		(1,567	)		121,018		(5,926	)		280,870		(7,493	)
Foreign corporate securities		263,547		(4,590	)		109,727		(8,403	)		373,274		(12,993	)
Total fixed maturity securities	$	1,478,273	$	(16,693	)	$	756,128	$	(27,819	)	$	2,234,401	$	(44,512	)

	Duration of Unrealized Loss at December 31, 2017 By Maturity
	Less than 12 months					Greater than 12 months					Total
			Gross					Gross					Gross
			Unrealized					Unrealized					Unrealized
(Dollars in thousands)	Market Value		Depreciation			Market Value		Depreciation			Market Value		Depreciation
Fixed maturity securities
Due in one year or less	$	102,939	$	(498	)	$	40,006	$	(1,627	)	$	142,945	$	(2,125	)
Due in one year through five years		973,217		(10,291	)		488,945		(18,917	)		1,462,162		(29,208	)
Due in five years through ten years		189,103		(3,713	)		116,136		(5,216	)		305,239		(8,929	)
Due after ten years		64,934		(1,277	)		38,943		(444	)		103,877		(1,721	)
Asset-backed securities		75,196		(328	)		7,991		(58	)		83,187		(386	)
Mortgage-backed securities		72,884		(586	)		64,107		(1,557	)		136,991		(2,143	)
Total fixed maturity securities	$	1,478,273	$	(16,693	)	$	756,128	$	(27,819	)	$	2,234,401	$	(44,512	)

The aggregate market value and gross unrealized losses related to investments in an unrealized loss position at December 31, 2017 were $2,234,401 thousand and $44,512 thousand, respectively. The market value of securities for the single issuer (the United States government) whose securities comprised the largest unrealized loss position at December 31, 2017, did not exceed 13.0% of the overall market value of the Company's fixed maturity securities. The market value of securities for the issuer with the second largest unrealized loss comprised less than 0.9% of the company's fixed maturity securities. In addition, as indicated on the above table, there was no significant concentration of unrealized losses in any one market sector. The $16,693 thousand of unrealized losses related to fixed maturity securities that have been in an unrealized loss position for less than one year were generally comprised of domestic and foreign corporate securities, U.S. government agencies and corporations and foreign government securities. Of these unrealized losses, $13,043 thousand were related to securities that were rated investment grade by at least one nationally recognized statistical rating agency. The $27,819 thousand of unrealized losses related to fixed maturity securities in an unrealized loss position for more than one year related primarily due to foreign and domestic corporate securities, foreign government securities, U.S. government agencies and corporations and agency residential mortgage-backed securities. Of these unrealized losses $26,463 thousand were related to securities that were rated investment grade by at least one nationally recognized

F-17

statistical rating agency. There was no gross unrealized depreciation for mortgage-backed securities related to sub-prime and alt-A loans. In all instances, there were no projected cash flow shortfalls to recover the full book value of the investments and the related interest obligations. The mortgage-backed securities still have excess credit coverage and are current on interest and principal payments.

The Company, given the size of its investment portfolio and capital position, does not have the intent to sell these securities; and it is more likely than not that the Company will not have to sell the security before recovery of its cost basis. In addition, all securities currently in an unrealized loss position are current with respect to principal and interest payments.

	Duration of Unrealized Loss at December 31, 2016 By Security Type
	Less than 12 months					Greater than 12 months					Total
			Gross					Gross					Gross
			Unrealized					Unrealized					Unrealized
(Dollars in thousands)	Market Value		Depreciation			Market Value		Depreciation			Market Value		Depreciation
Fixed maturity securities - available for sale
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	469,571	$	(4,434	)	$	-	$	-		$	469,571	$	(4,434	)
Obligations of U.S. states and political subdivisions		221,088		(11,486	)		564		(484	)		221,652		(11,970	)
Corporate securities		431,757		(10,121	)		118,172		(5,665	)		549,929		(15,786	)
Asset-backed securities		35,065		(122	)		5,745		(7	)		40,810		(129	)
Mortgage-backed securities
Commercial		27,230		(391	)		3,060		(61	)		30,290		(452	)
Agency residential		487,000		(6,320	)		90,740		(2,673	)		577,740		(8,993	)
Foreign government securities		218,171		(2,713	)		61,542		(7,670	)		279,713		(10,383	)
Foreign corporate securities		264,939		(4,950	)		75,489		(9,411	)		340,428		(14,361	)
Total fixed maturity securities	$	2,154,821	$	(40,537	)	$	355,312	$	(25,971	)	$	2,510,133	$	(66,508	)

	Duration of Unrealized Loss at December 31, 2016 By Maturity
	Less than 12 months					Greater than 12 months					Total
			Gross					Gross					Gross
			Unrealized					Unrealized					Unrealized
(Dollars in thousands)	Market Value		Depreciation			Market Value		Depreciation			Market Value		Depreciation
Fixed maturity securities
Due in one year or less	$	111,926	$	(322	)	$	21,691	$	(3,625	)	$	133,617	$	(3,947	)
Due in one year through five years		1,015,066		(10,567	)		190,960		(16,511	)		1,206,026		(27,078	)
Due in five years through ten years		243,082		(10,369	)		41,371		(2,961	)		284,453		(13,330	)
Due after ten years		235,452		(12,446	)		1,745		(133	)		237,197		(12,579	)
Asset-backed securities		35,065		(122	)		5,745		(7	)		40,810		(129	)
Mortgage-backed securities		514,230		(6,711	)		93,800		(2,734	)		608,030		(9,445	)
Total fixed maturity securities	$	2,154,821	$	(40,537	)	$	355,312	$	(25,971	)	$	2,510,133	$	(66,508	)

The aggregate market value and gross unrealized losses related to investments in an unrealized loss position at December 31, 2016 were $2,510,133 thousand and $66,508 thousand, respectively. The market value of securities for the single issuer whose securities comprised the largest unrealized loss position at December 31, 2016, did not exceed 1.0% of the overall market value of the Company's fixed maturity securities. In addition, as indicated on the above table, there was no significant concentration of unrealized losses in any one market sector. The $40,537 thousand of unrealized losses related to fixed maturity securities that have been in an unrealized loss position for less than one year were generally comprised of obligations of U.S. states and political subdivisions, domestic and foreign corporate securities, agency residential mortgage-backed securities and foreign government securities. Of these unrealized losses, $36,646 thousand were related to securities that were rated investment grade by at least one nationally recognized statistical rating agency. The $25,971 thousand of unrealized losses related to fixed maturity securities in an unrealized loss position for more than one year related primarily to domestic and foreign corporate securities, foreign government securities and agency residential mortgage-backed securities. Of these unrealized losses $22,882 thousand is attributable to net unrealized foreign exchange losses, as the U.S. dollar has strengthened against other currencies. There was no gross unrealized

F-18

depreciation for mortgage-backed securities related to sub-prime and alt-A loans. In all instances, there were no projected cash flow shortfalls to recover the full book value of the investments and the related interest obligations. The mortgage-backed securities still have excess credit coverage and are current on interest and principal payments.

The components of net investment income are presented in the tables below for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Fixed maturities	$	193,676		$	182,132		$	188,300
Equity securities		25,852			32,317			34,418
Short-term investments and cash		2,870			1,234			964
Other invested assets
Limited partnerships		36,603			25,194			19,613
Dividends from Parent's shares		-			-			38,880
Dividends from preferred shares of affiliate		31,032			31,032			-
Other		6,675			1,017			1,804
Gross investment income before adjustments		296,708			272,926			283,979
Funds held interest income (expense)		5,006			6,073			5,611
Interest income from Parent		4,300			4,300			4,300
Gross investment income		306,014			283,299			293,890
Investment expenses		(19,755	)		(18,492	)		(20,637	)
Net investment income	$	286,259		$	264,807		$	273,253

(Some amounts may not reconcile due to rounding.)

The Company records results from limited partnership investments on the equity method of accounting with changes in value reported through net investment income. Due to the timing of receiving financial information from these partnerships, the results are generally reported on a one month or quarter lag. If the Company determines there has been a significant decline in value of a limited partnership during this lag period, a loss will be recorded in the period in which the Company identifies the decline.

The Company had contractual commitments to invest up to an additional $318,213 thousand in limited partnerships at December 31, 2017. These commitments will be funded when called in accordance with the partnership agreements, which have investment periods that expire, unless extended, through 2023.

The Company's other invested assets at December 31, 2017 and December 31, 2016 included $131,998 thousand and $57,126 thousand, respectively, related to a private placement liquidity sweep facility. The primary purpose of the facility is to enhance the Company's return on its short-term investments and cash positions. The facility invests in high quality, short-duration securities and permits daily liquidity.

Other invested assets, at fair value, as of December 31, 2017 and December 31, 2016, were comprised of preferred shares held in Preferred Holdings, an affiliated company.

F-19

The components of net realized capital gains (losses) are presented in the table below for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Fixed maturity securities, market value:
Other-than-temporary impairments	$	(6,077	)	$	(25,679	)	$	(78,833	)
Gains (losses) from sales		2,473			(6,981	)		(36,299	)
Fixed maturity securities, fair value:
Gains (losses) from sales		-			(1,586	)		25
Gains (losses) from fair value adjustments		-			1,381			(44	)
Equity securities, market value:
Gains (losses) from sales		-			-			1
Equity securities, fair value:
Gains (losses) from sales		6,556			(12,561	)		(8,010	)
Gains (losses) from fair value adjustments		117,695			51,077			(39,119	)
Other invested assets		61			18			-
Other invested assets, fair value:
Gains (losses) from exchange		-			-			88,354
Gains (losses) from fair value adjustments		40,846			(6,588	)		29,549
Gains (losses) on sale of subsidiary		-			(28,032	)		94,704
Short-term investment gains (losses)		(1	)		10			7
Total net realized capital gains (losses)	$	161,553		$	(28,941	)	$	50,335

The Company recorded as net realized capital gains (losses) in the consolidated statements of operations and comprehensive income (loss) both fair value re-measurements and write-downs in the value of securities deemed to be impaired on an other-than-temporary basis as displayed in the table above. The Company had no other-than-temporary impaired securities where the impairment had both a credit and non-credit component.

Effective August 24, 2016, the Company sold Heartland, its crop Managing General Agent to CGB. The Company has recognized a pre-tax loss on the sale of Heartland of $28,032 thousand.

On July 13, 2015, the Company sold Mt. McKinley, a wholly-owned subsidiary of the Company to Clearwater Insurance Company, a Delaware domiciled insurance company. The purchase price of $20,156 thousand was based upon the statutory book value of Mt. McKinley as of the closing date. The Company recognized a pre-tax realized gain of $94,704 thousand on the sale of Mt. McKinley.

The proceeds and split between gross gains and losses, from sales of fixed maturity and equity securities, are presented in the table below for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Proceeds from sales of fixed maturity securities	$	1,676,203		$	710,028		$	546,779
Gross gains from sales		31,328			18,907			10,935
Gross losses from sales		(28,855	)		(27,474	)		(47,209	)

Proceeds from sales of equity securities	$	586,496		$	695,039		$	567,085
Gross gains from sales		23,214			16,223			26,136
Gross losses from sales		(16,658	)		(28,784	)		(34,146	)

Securities with a carrying value amount of $1,482,707 thousand at December 31, 2017, were on deposit with various state or governmental insurance departments in compliance with insurance laws.

F-20

4. RESERVES FOR LOSSES AND LAE

Reserves for losses and LAE.

Activity in the reserve for losses and LAE is summarized for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016			2015
Gross reserves at January 1	$	8,331,288		$	7,940,720		$	7,843,856
Less reinsurance recoverables		(4,199,791	)		(3,875,073	)		(3,702,782	)
Net reserves at January 1		4,131,497			4,065,647			4,141,074

Incurred related to:
Current year		2,157,498			1,441,962			1,326,015
Prior years		(117,747	)		(91,682	)		(6,454	)
Total incurred losses and LAE		2,039,751			1,350,280			1,319,561

Paid related to:
Current year		1,607,601			400,489			357,819
Prior years		957,933			892,207			946,337
Total paid losses and LAE		2,565,534			1,292,696			1,304,156

Foreign exchange/translation adjustment		10,046			8,266			(90,832	)

Net reserves at December 31		3,615,760			4,131,497			4,065,647
Plus reinsurance recoverables		5,727,268			4,199,791			3,875,073
Gross reserves at December 31	$	9,343,028		$	8,331,288		$	7,940,720

Current year incurred losses were $2,157,498 thousand at December 31, 2017 compared to $1,441,962 thousand for 2016. The increase in current year incurred losses was primarily due to $956,852 thousand of catastrophe losses incurred in the year ended December 31, 2017, mainly related to Hurricane Irma, Hurricane Maria, Hurricane Harvey and the California wildfires. The $1,527,477 thousand increase in reinsurance recoverables from December 31, 2016 is primarily due to recoverables from these catastrophe losses as well as a loss portfolio transfer agreement with Everest Reinsurance (Bermuda), Ltd. effective December 31, 2017. The loss portfolio transfer agreement also impacted current year paid losses by $1,000,000 thousand.

Incurred prior years' reserves decreased by $117,747 thousand, $91,682 thousand and 6,454 thousand for the years ended December 31, 2017, 2016 and 2015, respectively. The decrease for 2017 was attributable to favorable development in the reinsurance segments of $84,809 thousand related primarily to property and short-tail business in the U.S., as well as favorable development on prior year catastrophe losses, partially offset by $25,194 thousand of adverse development on A&E reserves. The insurance segment also experienced favorable development on prior year reserves of $32,938 thousand mainly on its workers compensation business, which is largely written in California.

The decrease for 2016 was attributable to favorable development in the reinsurance segments of $187,909 thousand related primarily to property and short-tail business in the U.S., property business in Canada, Latin America, Middle East and Africa, as well as favorable development on prior year catastrophe losses, partially offset by $45,668 thousand of adverse development on A&E reserves. Part of the favorable development in the reinsurance segment related to the 2015 loss from the explosion at the Chinese port of Tianjin. In 2015, this loss was originally estimated to be $21,566 thousands. At December 31, 2016, this loss was projected to be $6,261 thousands resulting in $15,305 thousands of favorable development in 2016. The net favorable development in the reinsurance segments was partially offset by $96,227 thousand of unfavorable development in the insurance segment primarily related to run-off construction liability and umbrella program business.

The decrease for 2015 was attributable to $86,540 thousand of favorable development in the reinsurance segments related to treaty casualty, treaty property and catastrophe reserves, partially offset by unfavorable development of $80,086 thousand in the insurance segment primarily related to construction liability and umbrella business.

F-21

The following is information about incurred and paid claims development as of December 31, 2017, net of reinsurance, as well as cumulative claim frequency and the total of incurred but not reported liabilities (IBNR) plus expected development on reported claims included within the net incurred claims amounts. Each of the Company's financial reporting segments has been disaggregated into casualty and property business. The casualty and property segregation results in groups that have homogeneous loss development characteristics and are large enough to represent credible trends. Generally, casualty claims take longer to be reported and settled, resulting in longer payout patterns and increased volatility. Property claims on the other hand, tend to be reported and settled quicker and therefore tend to exhibit less volatility. The property business is more exposed to catastrophe losses, which can result in year over year fluctuations in incurred claims depending on the frequency and severity of catastrophes claims in any one accident year.

The information about incurred and paid claims development for the years ended December 31, 2012 to December 31, 2016 is presented as supplementary information.

These tables present six years of incurred and paid claims development as it is impracticable to retrospectively create the tables for ten years. For the reinsurance groups, for the years prior to 2012, the total of IBNR plus expected development on reported claims was not prepared on an accident year basis. The Company calculated these IBNR amounts in the aggregate for each business unit in total as of prior year end points in time. While business written in the United States would have been allocated to accident year for regulatory reporting purposes, business written outside of the United States would not have been similarly allocated. Attempting to allocate the non-U.S. business IBNR reserves to accident year currently for older year end valuations would require making assumptions and estimates which may not be in line with assumptions that would have been made at the time. A similar situation applies to insurance where the accumulation of the business lines reported in the regulatory filings are not consistent with the breakout of the tables presented below. As a result of not being able to present the information prior to 2012, prospectively an additional year will be added to the tables each reporting year until a ten year table is presented.

The Cumulative Number of Reported Claims is shown only for Insurance Casualty as it is impracticable to provide the information for the remaining groups. The reinsurance groups each include pro rata contracts for which ceding companies provide only summary information via a bordereau. This summary information does not include the number of reported claims underlying the paid and reported losses. Therefore, it is not possible to provide this information. The Insurance Property group includes Accident & Health insurance business. This business is written via a master contract and individual claim counts are not provided. This business represents a significant enough portion of the business in the Insurance Property group so that including the number of reported claims for the remaining business would distort any analytics performed on the group.

The Cumulative Number of Reported Claims shown for the Insurance Casualty is determined by claim and line of business. For example, a claim event with three claimants in the same line of business is a single claim. However, a claim event with a single claimant that spans two lines of business contributes two claims. Cessions under affiliated quota share agreements reduce net losses but do not impact claim counts.

F-22

The following tables present the incurred loss and ALAE and the paid loss and ALAE, net of reinsurance for casualty and property, as well as the average annual percentage payout of incurred claims by age, net of reinsurance for each of our disclosed lines of business.

U.S. Reinsurance – Casualty Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development		Cumulative
	2012		2013		2014		2015		2016		2017		on Reported		Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims		Reported Claims
(Dollars in thousands)
2012	$	249,691	$	211,786	$	140,589	$	140,493	$	147,015	$	146,847		26,083		N/A
2013				117,346		184,186		181,955		187,213		179,452		50,471		N/A
2014						197,684		190,020		194,290		186,191		72,929		N/A
2015								155,977		178,512		173,668		90,945		N/A
2016										171,585		173,645		119,179		N/A
2017												149,929		27,637		N/A
											$	1,009,732

(Some amounts may not reconcile due to rounding.)

	Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
	Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	2,547	$	11,856	$	25,239	$	55,234	$	77,028	$	92,652
2013				4,798		15,952		43,754		74,503		94,790
2014						7,213		22,023		48,193		75,107
2015								7,957		21,967		46,849
2016										7,454		25,128
2017												102,715
											$	437,242
All outstanding liabilities prior to 2012, net of reinsurance												763,940
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	1,336,431

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Casualty	13.1%	7.8%	13.4%	17.1%	12.9%	10.6%

F-23

U.S. Reinsurance – Property Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development		Cumulative
	2012		2013		2014		2015		2016		2017		on Reported		Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims		Reported Claims
(Dollars in thousands)
2012	$	582,480	$	470,886	$	376,541	$	373,760	$	364,758	$	361,957		283		N/A
2013				282,446		304,558		280,289		249,573		243,423		467		N/A
2014						327,498		298,331		239,518		222,827		473		N/A
2015								325,255		260,247		236,234		9,036		N/A
2016										424,195		372,282		54,584		N/A
2017												845,311		24,650		N/A
											$	2,282,034

(Some amounts may not reconcile due to rounding.)

			Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
			Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	130,188	$	229,715	$	287,323	$	312,109	$	324,606	$	338,646
2013				120,406		166,467		200,350		214,930		223,670
2014						110,418		164,817		191,034		204,407
2015								113,685		167,662		199,094
2016										157,228		254,315
2017												638,087
											$	1,858,218
All outstanding liabilities prior to 2012, net of reinsurance												50,232
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	474,048

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Property	55.7%	24.4%	14.0%	6.4%	3.5%	3.9%

F-24

International – Casualty Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development		Cumulative
	2012		2013		2014		2015		2016		2017		on Reported		Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims		Reported Claims
(Dollars in thousands)
2012	$	126,700	$	59,517	$	38,593	$	46,518	$	48,276	$	46,973		4,551		N/A
2013				62,527		43,751		45,647		57,830		52,270		10,765		N/A
2014						60,855		50,808		70,504		60,531		17,867		N/A
2015								55,651		75,411		65,128		27,749		N/A
2016										72,919		71,357		42,937		N/A
2017												58,592		38,157		N/A
											$	354,851

(Some amounts may not reconcile due to rounding.)

	Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
	Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	7,412	$	11,327	$	17,537	$	21,147	$	24,530	$	29,603
2013				6,153		14,608		18,949		22,878		25,506
2014						8,712		15,831		22,258		26,193
2015								8,920		19,123		26,281
2016										11,159		19,917
2017												14,610
											$	142,110
All outstanding liabilities prior to 2012, net of reinsurance												81,593
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	294,333

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Casualty	16.1%	13.0%	10.7%	7.2%	6.1%	10.8%

F-25

International – Property Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development		Cumulative
	2012		2013		2014		2015		2016		2017		on Reported		Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims		Reported Claims
(Dollars in thousands)
2012	$	274,427	$	261,133	$	213,598	$	217,808	$	212,116	$	216,055		224		N/A
2013				182,787		181,737		175,106		163,018		166,604		614		N/A
2014						321,628		267,210		208,494		185,453		2,339		N/A
2015								266,445		173,301		179,097		976		N/A
2016										200,573		223,771		48,657		N/A
2017												520,595		72,861		N/A
											$	1,491,576

(Some amounts may not reconcile due to rounding.)

	Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
	Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	86,473	$	148,124	$	182,018	$	193,189	$	197,721	$	203,445
2013				50,452		105,132		127,050		142,290		149,041
2014						61,652		112,207		143,786		159,213
2015								59,487		110,526		143,624
2016										59,620		117,693
2017												330,759
											$	1,103,774
All outstanding liabilities prior to 2012, net of reinsurance												55,445
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	443,247

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Property	43.5%	28.4%	16.1%	7.4%	2.9%	2.6%

F-26

Insurance – Casualty Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development			Cumulative
	2012		2013		2014		2015		2016		2017		on Reported			Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims			Reported Claims
(Dollars in thousands)
2012	$	212,122	$	175,129	$	185,458	$	184,711	$	188,326	$	179,442		3,471			15,956
2013				256,284		228,328		230,837		224,793		182,930		6,722			20,755
2014						238,231		239,245		241,140		247,782		60,434			25,009
2015								259,451		259,843		263,492		100,270			26,472
2016										355,423		343,273		211,847			30,384
2017												268,321		(67,464	)		26,419
											$	1,485,239

(Some amounts may not reconcile due to rounding.)

	Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
	Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	15,692	$	55,242	$	84,429	$	116,651	$	133,314	$	147,053
2013				17,124		68,607		101,675		129,790		149,819
2014						20,382		71,940		114,236		143,953
2015								19,974		68,033		117,096
2016										24,815		101,292
2017												286,370
											$	945,583
All outstanding liabilities prior to 2012, net of reinsurance												330,473
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	870,129

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Casualty	25.9%	22.0%	17.6%	14.8%	10.1%	7.7%

F-27

Insurance – Property Business

													At December 31, 2017
													Total of
													IBNR Liabilites
	Incurred Claims and Allocated Claim Adjustment Expenses, Net of reinsurance												Plus Expected
	Years Ended December 31,												Development			Cumulative
	2012		2013		2014		2015		2016		2017		on Reported			Number of
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)				Claims			Reported Claims
(Dollars in thousands)
2012	$	58,377	$	46,909	$	43,553	$	44,881	$	44,312	$	44,109		6			N/A
2013				63,888		57,016		52,211		52,909		52,593		80			N/A
2014						68,190		69,901		67,484		66,600		489			N/A
2015								80,597		76,065		75,661		(685	)		N/A
2016										151,956		157,316		(870	)		N/A
2017												243,586		(8,456	)		N/A
											$	639,866

(Some amounts may not reconcile due to rounding.)

	Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
	Years Ended December 31,
	2012		2013		2014		2015		2016		2017
Accident Year	(unaudited)		(unaudited)		(unaudited)		(unaudited)		(unaudited)
(Dollars in thousands)
2012	$	26,872	$	44,422	$	42,880	$	44,531	$	44,246	$	44,055
2013				35,211		54,260		52,632		52,892		52,516
2014						40,292		66,466		66,633		66,003
2015								45,462		70,460		75,245
2016										72,264		153,245
2017												185,862
											$	576,927
All outstanding liabilities prior to 2012, net of reinsurance												1,258
Liabilities for claims and claim adjustment expenses, net of reinsurance											$	64,198

(Some amounts may not reconcile due to rounding.)

	Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)
Years	1	2	3	4	5	6
Property	63.4%	42.6%	0.7%	0.8%	-0.7%	-0.4%

F-28

Reconciliation of the Disclosure of Incurred and Paid Claims Development to the Liability for Unpaid Claims and Claim Adjustment Expenses

The reconciliation of the net incurred and paid claims development tables to the liability for claims and claim adjustment expenses in the consolidated statement of financial position is as follows.

	At December 31,
	2017
(Dollars in thousands)
Net outstanding liabilities
U.S. Reinsurance Casualty	$	1,336,431
U.S. Reinsurance Property		474,048
International Casualty		294,333
International Property		443,247
Insurance Casualty		870,129
Insurance Property		64,198
Liabilities for unpaid claims and claim adjustment expenses, net of reinsurance		3,482,386

Reinsurance recoverable on unpaid claims
U.S. Reinsurance Casualty		1,069,721
U.S. Reinsurance Property		1,243,787
International Casualty		557,581
International Property		829,828
Insurance Casualty		1,705,312
Insurance Property		321,038
Total reinsurance recoverable on unpaid claims		5,727,267

Unallocated claims adjustment expenses		110,950
Other		22,425
		133,375

Total gross liability for unpaid claims and claim adjustment expense	$	9,343,028

(Some amounts may not reconcile due to rounding.)

Reserving Methodology

The Company maintains reserves equal to our estimated ultimate liability for losses and loss adjustment expense (LAE) for reported and unreported claims for our insurance and reinsurance businesses. Because reserves are based on estimates of ultimate losses and LAE by underwriting or accident year, the Company uses a variety of statistical and actuarial techniques to monitor reserve adequacy over time, evaluate new information as it becomes known, and adjust reserves whenever an adjustment appears warranted. The Company considers many factors when setting reserves including: (1) exposure base and projected ultimate premium; (2) expected loss ratios by product and class of business, which are developed collaboratively by underwriters and actuaries; (3) actuarial methodologies which analyze loss reporting and payment experience, reports from ceding companies and historical trends, such as reserving patterns, loss payments, and product mix; (4) current legal interpretations of coverage and liability; and (5) economic conditions. Insurance and reinsurance loss and LAE reserves represent the Company's best estimate of its ultimate liability. Actual loss and LAE ultimately paid may deviate, perhaps substantially, from such reserves. Net income (gain or loss) will be impacted in a period in which the change in estimated ultimate loss and LAE is recorded.

The detailed data required to evaluate ultimate losses for the Company's insurance business is accumulated from its underwriting and claim systems. Reserving for reinsurance requires evaluation of loss information received from ceding companies. Ceding companies report losses in many forms depending on the type of contract and the agreed or contractual reporting requirements. Generally, pro rata contracts require the submission of a monthly/quarterly account, which includes premium and loss activity for the period with

F-29

corresponding reserves as established by the ceding company. This information is recorded into the Company's records. For certain pro rata contracts, the Company may require a detailed loss report for claims that exceed a certain dollar threshold or relate to a particular type of loss. Excess of loss and facultative contracts generally require individual loss reporting with precautionary notices provided when a loss reaches a significant percentage of the attachment point of the contract or when certain causes of loss or types of injury occur. Experienced claims staff handles individual loss reports and supporting claim information. Based on evaluation of a claim, the Company may establish additional case reserves in addition to the case reserves reported by the ceding company. To ensure ceding companies are submitting required and accurate data, Everest's Underwriting, Claim, Reinsurance Accounting, and Internal Audit Departments perform various reviews of ceding companies, particularly larger ceding companies, including on-site audits.

The Company segments both reinsurance and insurance reserves into exposure groupings for actuarial analysis. The Company assigns business to exposure groupings so that the underlying exposures have reasonably homogeneous loss development characteristics and are large enough to facilitate credible estimation of ultimate losses. The Company periodically reviews its exposure groupings and may change groupings over time as business changes. The Company currently uses approximately 150 exposure groupings to develop reserve estimates. One of the key selection characteristics for the exposure groupings is the historical duration of the claims settlement process. Business in which claims are reported and settled relatively quickly are commonly referred to as short tail lines, principally property lines. On the other hand, casualty claims tend to take longer to be reported and settled and casualty lines are generally referred to as long tail lines. Estimates of ultimate losses for shorter tail lines, with the exception of loss estimates for large catastrophic events, generally exhibit less volatility than those for the longer tail lines.

The Company uses a variety of actuarial methodologies, such as the expected loss ratio method, chain ladder methods, and Bornhuetter-Ferguson methods, supplemented by judgment where appropriate, to estimate ultimate loss and LAE for each exposure group.

Expected Loss Ratio Method: The expected loss ratio method uses earned premium times an expected loss ratio to calculate ultimate losses for a given underwriting or accident year. This method relies entirely on expectation to project ultimate losses with no consideration given to actual losses. As such, it may be appropriate for an immature underwriting or accident year where few, if any, losses have been reported or paid, but less appropriate for a more mature year.

Chain Ladder Method: Chain ladder methods use a standard loss development triangle to project ultimate losses. Age-to-age development factors are selected for each development period and combined to calculate age-to-ultimate development factors which are then applied to paid or reported losses to project ultimate losses. This method relies entirely on actual paid or reported losses to project ultimate losses. No other factors such as changes in pricing or other expectations are taken into account. It is most appropriate for groups with homogeneous, stable experience where past development patterns are expected to continue in the future. It is least appropriate for groups which have changed significantly over time or which are more volatile.

Bornhuetter-Ferguson Method: The Bornhuetter-Ferguson method is a combination of the expected loss ratio method and the chain ladder method. Ultimate losses are projected based partly on actual paid or reported losses and partly on expectation. Incurred but not reported (IBNR) reserves are calculated using earned premium, an a priori loss ratio, and selected age-to-age development factors and added to actual reported (paid) losses to determine ultimate losses. It is more responsive to actual reported or paid development than the expected loss ratio method but less responsive than the chain ladder method. The reliability of the method depends on the accuracy of the selected a priori loss ratio.

Although the Company uses similar actuarial methods for both short tail and long tail lines, the faster reporting of experience for the short tail lines allows the Company to have greater confidence in its estimates of ultimate losses for short tail lines at an earlier stage than for long tail lines. As a result, the Company utilizes, as well, exposure-based methods to estimate its ultimate losses for longer tail lines, especially for immature underwriting or accident years. For both short and long tail lines, the Company supplements these general approaches with analytically based judgments.

F-30

Key actuarial assumptions contain no explicit provisions for reserve uncertainty nor does the Company supplement the actuarially determined reserves for uncertainty.

Carried reserves at each reporting date are the Company's best estimate of ultimate unpaid losses and LAE at that date. The Company completes detailed reserve studies for each exposure group annually for both reinsurance and insurance operations. The completed annual reserve studies are "rolled-forward" for each accounting period until the subsequent reserve study is completed. Analyzing the roll-forward process involves comparing actual reported losses to expected losses based on the most recent reserve study. The Company analyzes significant variances between actual and expected losses and post adjustments to its reserves as warranted.

The Company continues to receive claims under expired insurance and reinsurance contracts asserting injuries and/or damages relating to or resulting from environmental pollution and hazardous substances, including asbestos. Environmental claims typically assert liability for (a) the mitigation or remediation of environmental contamination or (b) bodily injury or property damage caused by the release of hazardous substances into the land, air or water. Asbestos claims typically assert liability for bodily injury from exposure to asbestos or for property damage resulting from asbestos or products containing asbestos.

The Company's reserves include an estimate of the Company's ultimate liability for A&E claims. The Company's A&E liabilities emanate from direct insurance business and Everest Re's assumed reinsurance business. All of the contracts of insurance and reinsurance under which the Company has received claims during the past three years, expired more than 20 years ago. There are significant uncertainties surrounding the Company's reserves for its A&E losses.

A&E exposures represent a separate exposure group for monitoring and evaluating reserve adequacy. The following table summarizes incurred losses with respect to A&E reserves on both a gross and net of reinsurance basis for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016			2015
Gross basis:
Beginning of period reserves	$	441,111		$	433,117		$	476,205
Incurred losses		90,009			73,336			40,000
Paid losses		(82,126	)		(65,342	)		(83,088	)
End of period reserves	$	448,993		$	441,111		$	433,117

Net basis:
Beginning of period reserves	$	274,409		$	276,540		$	304,286
Incurred losses		25,194			45,668			30,879
Paid losses		(30,451	)		(47,798	)		(58,625	)
End of period reserves	$	269,153		$	274,409		$	276,540

(Some amounts may not reconcile due to rounding.)

On July 13, 2015, the Company closed its agreement to sell all of the outstanding shares of capital stock of Mt. McKinley, a Delaware domiciled insurance company and wholly-owned subsidiary of the Company to Clearwater Insurance Company, a Delaware domiciled insurance company. The purchase price of $20,156 thousand was based upon the statutory book value of Mt. McKinley as of the closing date. The Company recognized a pre-tax realized gain of $94,704 thousand on the sale of Mt. McKinley.

Reinsurance Receivables. Reinsurance receivables for both paid and unpaid losses totaled $6,120,687 thousand and $4,573,787 thousand at December 31, 2017 and 2016, respectively. At December 31, 2017, $4,912,800 thousand, or 80.3%, was receivable from Everest Reinsurance (Bermuda), Ltd. ("Bermuda Re"), an affiliated entity, and is fully collateralized by a trust agreement and $310,415 thousand, or 5.1%, was receivable from Mt. Logan Re collateralized segregated accounts. No other retrocessionaire accounted for more than 5% of reinsurance receivables.

F-31

5. FAIR VALUE

GAAP guidance regarding fair value measurements address how companies should measure fair value when they are required to use fair value measures for recognition or disclosure purposes under GAAP and provides a common definition of fair value to be used throughout GAAP. It defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly fashion between market participants at the measurement date. In addition, it establishes a three-level valuation hierarchy for the disclosure of fair value measurements. The valuation hierarchy is based on the transparency of inputs to the valuation of an asset or liability. The level in the hierarchy within which a given fair value measurement falls is determined based on the lowest level input that is significant to the measurement, with Level 1 being the highest priority and Level 3 being the lowest priority.

The levels in the hierarchy are defined as follows:

Level 1:

Inputs to the valuation methodology are observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in an active market;

Level 2:

Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument;

Level 3:

Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company's fixed maturity and equity securities are primarily managed by third party investment asset managers. The investment asset managers obtain prices from nationally recognized pricing services. These services seek to utilize market data and observations in their evaluation process. They use pricing applications that vary by asset class and incorporate available market information and when fixed maturity securities do not trade on a daily basis the services will apply available information through processes such as benchmark curves, benchmarking of like securities, sector groupings and matrix pricing. In addition, they use model processes, such as the Option Adjusted Spread model to develop prepayment and interest rate scenarios for securities that have prepayment features.

In limited instances where prices are not provided by pricing services or in rare instances when a manager may not agree with the pricing service, price quotes on a non-binding basis are obtained from investment brokers. The investment asset managers do not make any changes to prices received from either the pricing services or the investment brokers. In addition, the investment asset managers have procedures in place to review the reasonableness of the prices from the service providers and may request verification of the prices. In addition, the Company continually performs analytical reviews of price changes and tests the prices on a random basis to an independent pricing source. No material variances were noted during these price validation procedures. In limited situations, where financial markets are inactive or illiquid, the Company may use its own assumptions about future cash flows and risk-adjusted discount rates to determine fair value. Due to the unavailability of prices for sixty-five private placement securities at December 31, 2017, the investment manager's valuation committee valued the sixty-five securities at $165,173 thousand. A majority of the fair values determined by the valuation committee are substantiated by valuations from independent third parties. Due to the unavailability of prices for forty-two private placement securities at December 31, 2016, the investment manager's valuation committee valued the forty-two securities at $86,536 thousand.

The Company internally manages a public equity portfolio which had a fair value at December 31, 2017 and December 31, 2016 of $245,043 thousand and $133,755 thousand, respectively, and all prices were obtained from publicly published sources.

Equity securities denominated in U.S. currency with quoted prices in active markets for identical assets are categorized as level 1 since the quoted prices are directly observable. Equity securities traded on foreign exchanges are categorized as level 2 due to the added input of a foreign exchange conversion rate to

F-32

determine fair or market value. The Company uses foreign currency exchange rates published by nationally recognized sources.

All categories of fixed maturity securities listed in the tables below are generally categorized as level 2, since a particular security may not have traded but the pricing services are able to use valuation models with observable market inputs such as interest rate yield curves and prices for similar fixed maturity securities in terms of issuer, maturity and seniority. For foreign government securities and foreign corporate securities, the fair values provided by the third party pricing services in local currencies, and where applicable, are converted to U.S. dollars using currency exchange rates from nationally recognized sources.

The fixed maturities with fair values categorized as level 3 result when prices are not available from the nationally recognized pricing services. The asset managers will then obtain non-binding price quotes for the securities from brokers. The single broker quotes are provided by market makers or broker-dealers who are recognized as market participants in the markets in which they are providing the quotes. The prices received from brokers are reviewed for reasonableness by the third party asset managers and the Company. If the broker quotes are for foreign denominated securities, the quotes are converted to U.S. dollars using currency exchange rates from nationally recognized sources. In limited circumstances when broker prices are not available for private placements, the Company will value the securities using comparable market information or receive fair values from investment managers.

The composition and valuation inputs for the presented fixed maturities categories are as follows:

·	U.S. Treasury securities and obligations of U.S. government agencies and corporations are primarily comprised of U.S. Treasury bonds and the fair value is based on observable market inputs such as quoted prices, reported trades, quoted prices for similar issuances or benchmark yields;

·	Obligations of U.S. states and political subdivisions are comprised of state and municipal bond issuances and the fair values are based on observable market inputs such as quoted market prices, quoted prices for similar securities, benchmark yields and credit spreads;

·	Corporate securities are primarily comprised of U.S. corporate and public utility bond issuances and the fair values are based on observable market inputs such as quoted market prices, quoted prices for similar securities, benchmark yields and credit spreads;

·	Asset-backed and mortgage-backed securities fair values are based on observable inputs such as quoted prices, reported trades, quoted prices for similar issuances or benchmark yields and cash flow models using observable inputs such as prepayment speeds, collateral performance and default spreads;

Foreign government securities are comprised of global non-U.S. sovereign bond issuances and the fair values are based on observable market inputs such as quoted market prices, quoted prices for similar securities and models with observable inputs such as benchmark yields and credit spreads and then, where applicable, converted to U.S. dollars using an exchange rate from a nationally recognized source;

Foreign corporate securities are comprised of global non-U.S. corporate bond issuances and the fair values are based on observable market inputs such as quoted market prices, quoted prices for similar securities and models with observable inputs such as benchmark yields and credit spreads and then, where applicable, converted to U.S. dollars using an exchange rate from a nationally recognized source.

Other invested assets, at fair value, was categorized as Level 3 at December 31, 2017 and 2016, since it represented a privately placed convertible preferred stock issued by an affiliate. The stock was received in exchange for shares of the Company's parent. The 25 year redeemable, convertible preferred stock with a 1.75% coupon is valued using a pricing model. The pricing model includes observable inputs such as the U.S. Treasury yield curve rate T note constant maturity 20 year and the swap rate on the Company's June 1, 2044, 4.868% senior notes, with adjustments to reflect the Company's own assumptions about the inputs that market participants would use in pricing the asset.

F-33

The following table presents the fair value measurement levels for all assets, which the Company has recorded at fair value (fair and market value) as of the period indicated:

			Fair Value Measurement Using:
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	December 31, 2017		(Level 1)		(Level 2)		(Level 3)
Assets:
Fixed maturities, market value
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	664,513	$	-	$	664,513	$	-
Obligations of U.S. States and political subdivisions		585,469		-		585,469		-
Corporate securities		2,024,209		-		1,865,988		158,221
Asset-backed securities		138,024		-		138,024		-
Mortgage-backed securities
Commercial		51,751		-		51,751		-
Agency residential		113,288		-		113,288		-
Non-agency residential		58		-		58		-
Foreign government securities		523,620		-		523,620		-
Foreign corporate securities		870,989		-		864,037		6,952
Total fixed maturities, market value		4,971,921		-		4,806,748		165,173

Equity securities, fair value		822,375		800,542		21,833		-
Other invested assets, fair value		1,807,473		-		-		1,807,473

There were no transfers between Level 1 and Level 2 for the twelve months ended December 31, 2017.

The following table presents the fair value measurement levels for all assets, which the Company has recorded at fair value (fair and market value) as of the period indicated:

			Fair Value Measurement Using:
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	December 31, 2016		(Level 1)		(Level 2)		(Level 3)
Assets:
Fixed maturities, market value
U.S. Treasury securities and obligations of
U.S. government agencies and corporations	$	691,080	$	-	$	691,080	$	-
Obligations of U.S. States and political subdivisions		729,984		-		729,984		-
Corporate securities		2,154,203		-		2,089,006		65,197
Asset-backed securities		137,027		-		137,027		-
Mortgage-backed securities
Commercial		75,493		-		75,493		-
Agency residential		715,144		-		715,144		-
Non-agency residential		88		-		88		-
Foreign government securities		507,277		-		507,277		-
Foreign corporate securities		960,200		-		957,662		2,538
Total fixed maturities, market value		5,970,496		-		5,902,761		67,735

Equity securities, fair value		887,800		827,237		60,563		-
Other invested assets, fair value		1,766,626		-		-		1,766,626

F-34

In addition $79,505 thousand and $18,801 thousand of investments within other invested assets on the consolidated balance sheets as of December 31, 2017 and December 31, 2016, respectively, are not included within the fair value hierarchy tables as the assets are valued using the NAV practical expedient guidance within ASU 2015-07.

The following table presents the activity under Level 3, fair value measurements using significant unobservable inputs by asset type, for the periods indicated:

	December 31, 2017								December 31, 2016
	Corporate			Foreign					Corporate						Foreign
(Dollars in thousands)	Securities			Corporate		Total			Securities			CMBS			Corporate			Total
Beginning balance	$	65,197		$	2,538	$	67,735		$	3,933		$	-		$	1,593		$	5,526
Total gains or (losses) (realized/unrealized)
Included in earnings		1,654			356		2,010			100			-			(1,193	)		(1,093	)
Included in other comprehensive income (loss)		(991	)		-		(991	)		41			15			-			56
Purchases, issuances and settlements		92,361			4,058		96,419			63,054			(40	)		2,138			65,152
Transfers in and/or (out) of Level 3		-			-		-			(1,931	)		25			-			(1,906	)
Ending balance	$	158,221		$	6,952	$	165,173		$	65,197		$	-		$	2,538		$	67,735

The amount of total gains or losses for the period included
in earnings (or changes in net assets) attributable to the
change in unrealized gains or losses relating to assets
still held at the reporting date	$	-		$	-	$	-		$	-		$	-		$	-		$	-

(Some amounts may not reconcile due to rounding.)

The net transfers to/(from) level 3, fair value measurements using significant unobservable inputs were $0 thousand and ($1,906) thousand of investments primarily related to securities that were priced using single non-binding broker quotes as of December 31, 2015. The securities were subsequently priced using a recognized pricing service as of December 31, 2016 and were classified as level 2 as of those dates.

The following table presents the activity under Level 3, fair value measurements using significant unobservable inputs by other invested assets, for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016
Other invested assets, fair value:
Beginning balance	$	1,766,626	$	1,773,214
Total gains or (losses) (realized/unrealized)
Included in earnings		40,846		(6,588	)
Included in other comprehensive income (loss)		-		-
Purchases, issuances and settlements		-		-
Transfers in and/or (out) of Level 3		-		-
Ending balance	$	1,807,473	$	1,766,626

The amount of total gains or losses for the period included in earnings
(or changes in net assets) attributable to the change in unrealized
gains or losses relating to assets still held at the reporting date	$	-	$	-

(Some amounts may not reconcile due to rounding.)

F-35

6. SENIOR NOTES

The table below displays Holdings' outstanding senior notes. Market value is based on quoted market prices, but due to limited trading activity, these senior notes are considered Level 2 in the fair value hierarchy.

December 31, 2017

December 31, 2016

Consolidated Balance

(Dollars in thousands)

Date Issued

Date Due

Principal Amounts

Sheet Amount

Market Value

Sheet Amount

Market Value

4.868% Senior notes

06/05/2014

06/01/2044

400,000

396,834

420,340

396,714

383,612

On June 5, 2014, Holdings issued $400,000 thousand of 30 year senior notes at 4.868%, which will mature on June 1, 2044. Interest will be paid semi-annually on June 1 and December 1 of each year.

Interest expense incurred in connection with these senior notes is as follows for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Interest expense incurred	$	19,472	$	19,472	$	19,472

7. LONG TERM SUBORDINATED NOTES

The table below displays Holdings' outstanding fixed to floating rate long term subordinated notes. Market value is based on quoted market prices, but due to limited trading activity, these subordinated notes are considered Level 2 in the fair value hierarchy.

Maturity Date

December 31, 2017

December 31, 2016

Original

Consolidated Balance

(Dollars in thousands)

Date Issued

Principal Amount

Scheduled

Final

Sheet Amount

Market Value

Sheet Amount

Market Value

6.6% Long term subordinated notes

04/26/2007

400,000

05/15/2037

05/01/2067

236,561

233,072

236,462

204,636

During the fixed rate interest period from May 3, 2007 through May 14, 2017, interest was at the annual rate of 6.6%, payable semi-annually in arrears on November 15 and May 15 of each year, commencing on November 15, 2007. During the floating rate interest period from May 15, 2017 through maturity, interest will be based on the 3 month LIBOR plus 238.5 basis points, reset quarterly, payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year, subject to Holdings' right to defer interest on one or more occasions for up to ten consecutive years. Deferred interest will accumulate interest at the applicable rate compounded quarterly for periods from and including August 15, 2017. The reset quarterly interest rate for November 16, 2017 to February 15, 2018 is 3.80%.

Holdings may redeem the long term subordinated notes on or after May 15, 2017, in whole or in part at 100% of the principal amount plus accrued and unpaid interest; however, redemption on or after the scheduled maturity date and prior to May 1, 2047 is subject to a replacement capital covenant. This covenant is for the benefit of certain senior note holders and it mandates that Holdings receive proceeds from the sale of another subordinated debt issue, of at least similar size, before it may redeem the subordinated notes. Effective upon the maturity of the Company's 5.40% senior notes on October 15, 2014, the Company's 4.868% senior notes, due on June 1, 2044, have become the Company's long term indebtedness that ranks senior to the long term subordinated notes.

On March 19, 2009, Group announced the commencement of a cash tender offer for any and all of the 6.60% fixed to floating rate long term subordinated notes. Upon expiration of the tender offer, the Company had reduced its outstanding debt by $161,441 thousand.

F-36

Interest expense incurred in connection with these long term subordinated notes is as follows for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Interest expense incurred	$	11,498	$	15,749	$	15,749

8. COLLATERALIZED REINSURANCE AND TRUST AGREEMENTS

A subsidiary of the Company, Everest Re, has established a trust agreement, which effectively uses Everest Re's investments as collateral, as security for assumed losses payable to a non-affiliated ceding company. At December 31, 2017, the total amount on deposit in the trust account was $678,154 thousand.

On April 24, 2014, the Company entered into two collateralized reinsurance agreements with Kilimanjaro Re Limited ("Kilimanjaro"), a Bermuda based special purpose reinsurer, to provide the Company with catastrophe reinsurance coverage. These agreements are multi-year reinsurance contracts which cover specified named storm and earthquake events. The first agreement provides up to $250,000 thousand of reinsurance coverage from named storms in specified states of the Southeastern United States. The second agreement provides up to $200,000 thousand of reinsurance coverage from named storms in specified states of the Southeast, Mid-Atlantic and Northeast regions of the United States and Puerto Rico as well as reinsurance coverage from earthquakes in specified states of the Southeast, Mid-Atlantic, Northeast and West regions of the United States, Puerto Rico and British Columbia.

On November 18, 2014, the Company entered into a collateralized reinsurance agreement with Kilimanjaro to provide the Company with catastrophe reinsurance coverage. This agreement is a multi-year reinsurance contract which covers specified earthquake events. The agreement provides up to $500,000 thousand of reinsurance coverage from earthquakes in the United States, Puerto Rico and Canada.

On December 1, 2015 the Company entered into two collateralized reinsurance agreements with Kilimanjaro to provide the Company with catastrophe reinsurance coverage. These agreements are multi-year reinsurance contracts which cover named storm and earthquake events. The first agreement provides up to $300,000 thousand of reinsurance coverage from named storms and earthquakes in the United States, Puerto Rico and Canada. The second agreement provides up to $325,000 thousand of reinsurance coverage from named storms and earthquakes in the United States, Puerto Rico and Canada.

On April 13, 2017 the Company entered into six collateralized reinsurance agreements with Kilimanjaro to provide the Company with annual aggregate catastrophe reinsurance coverage. The initial three agreements are four year reinsurance contracts which cover named storm and earthquake events. These agreements provide up to $225,000 thousand, $400,000 thousand and $325,000 thousand, respectively, of annual aggregate reinsurance coverage from named storms and earthquakes in the United States, Puerto Rico and Canada. The subsequent three agreements are five year reinsurance contracts which cover named storm and earthquake events. These agreements provide up to $50,000 thousand, $75,000 thousand and $175,000 thousand, respectively, of annual aggregate reinsurance coverage from named storms and earthquakes in the United States, Puerto Rico and Canada.

The $250,000 thousand and $200,000 thousand of collateralized reinsurance agreements that the Company entered into with Kilimanjaro on April 24, 2014 will expire in April, 2018. As a result of the expiration of these April, 2014 reinsurance agreements, the Company is currently evaluating whether to enter into additional collateralized reinsurance agreements to provide the Company with future catastrophe reinsurance coverage. Any terms of additional collateralized reinsurance agreements will be disclosed once the agreements have been finalized.

Recoveries under these collateralized reinsurance agreements with Kilimanjaro are primarily dependent on estimated industry level insured losses from covered events, as well as, the geographic location of the events. The estimated industry level of insured losses is obtained from published estimates by an independent recognized authority on insured property losses. As of December 31, 2017, none of the published insured loss estimates for the 2017 catastrophe events have exceeded the single event retentions

F-37

under the terms of the agreements that would result in a recovery. In addition, the aggregation of the to date published insured loss estimates for the 2017 covered events have not exceeded the aggregated retentions for recovery. However, if the published estimates for insured losses for the covered 2017 events increase, the aggregate losses may exceed the aggregate event retentions under the agreements, resulting in a recovery.

Kilimanjaro has financed the various property catastrophe reinsurance coverages by issuing catastrophe bonds to unrelated, external investors. On April 24, 2014, Kilimanjaro issued $450,000 thousand of notes ("Series 2014-1 Notes"). On November 18, 2014, Kilimanjaro issued $500,000 thousand of notes ("Series 2014-2 Notes"). On December 1, 2015, Kilimanjaro issued $625,000 thousand of notes ("Series 2015-1 Notes). On April 13, 2017, Kilimanjaro issued $950,000 thousand of notes ("Series 2017-1 Notes) and $300,000 thousand of notes ("Series 2017-2 Notes). The proceeds from the issuance of the Notes listed above are held in reinsurance trust throughout the duration of the applicable reinsurance agreements and invested solely in US government money market funds with a rating of at least "AAAm" by Standard & Poor's.

9. OPERATING LEASE AGREEMENTS

The future minimum rental commitments, exclusive of cost escalation clauses, at December 31, 2017, for all of the Company's operating leases with remaining non-cancelable terms in excess of one year are as follows:

(Dollars in thousands)
2018	$	15,740
2019		16,026
2020		15,569
2021		6,718
2022		6,335
Thereafter		14,628
Net commitments	$	75,016

(Some amounts may not reconcile due to rounding.)

All of these leases, the expiration terms of which range from 2018 to 2027, are for the rental of office space. Rental expense was $16,209 thousand, $14,841 thousand and $14,145 thousand for the years ended December 31, 2017, 2016 and 2015, respectively.

10. INCOME TAXES

All of the income of Holdings U.S. subsidiaries, including its foreign branches, is subject to the applicable federal, foreign, state and local income taxes on corporations. The provision for income taxes in the consolidated statement of operations and comprehensive income (loss) has been determined by applying the respective tax laws to the income of each entity. The TCJA enacted on December 22, 2017 caused the Company to record an income tax benefit of $123,143 thousand in 2017. The income tax provision reflects the lower 21% tax expense/(benefit) to be realized by the Company under the TCJA upon the reversal of the temporary differences in its deferred tax inventory account versus the 35% tax expense/(benefit) that had been expected to be realized before the TCJA. The significant components of the provision are as follows for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016		2015
Current tax expense (benefit):
U.S.	$	(123,083	)	$	16,004	$	55,354
Foreign		221			12,682		30,373
Total current tax expense (benefit)		(122,862	)		28,686		85,727
Total deferred U.S. tax expense (benefit)		(78,318	)		68,661		109,169
Total income tax expense (benefit)	$	(201,180	)	$	97,347	$	194,896

F-38

A reconciliation of the total income tax provision using the statutory U.S. Federal Income tax rate to the Company's total income tax provision is as follows for the period indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Expected income tax provision at the U.S. statutory tax rate	$	(43,044	)	$	139,646		$	212,548
Increase (reduction) in taxes resulting from:
Tax exempt income		(8,488	)		(9,078	)		(10,004	)
Dividend received deduction		(4,063	)		(4,335	)		(4,851	)
Proration		1,760			1,931			2,160
Creditable foreign premium tax		(7,515	)		(6,134	)		(7,492	)
Tax audit settlement		(11,565	)		(19,204	)		-
Share based compensation tax benefits formerly in APIC		(3,308	)		-			-
Impact of U.S. tax reform		(123,143	)		-			-
Other		(1,814	)		(5,479	)		2,535
Total income tax provision	$	(201,180	)	$	97,347		$	194,896

(Some amounts may not reconcile due to rounding.)

During 2016, the Internal Revenue Service ("IRS") completed its audit of the Company for the 2009 through 2013 tax years and issued a final Revenue Agent Report ("RAR"). The RAR reflected that the IRS owed the Company a net refund for the five years of $44,241 thousand plus interest of $1,326 thousand. The net refund due to the Company resulted primarily from the carryback of capital losses incurred in 2009 and 2010 to 2006 and 2007, from the conversion of foreign premium tax deductions into Foreign Tax Credits ("FTCs") and from increased utilization of such FTCs as well as the increased utilization of Alternative Minimum Tax ("AMT") credit carryforwards. The gross refunds, by year, which were $5,000 thousand or greater, had to be reviewed and approved by IRS Joint Committee and were approved in July, 2017. The Company received the expected tax refunds from the IRS in early 2018.

The company's 2014 and subsequent tax years are open to audit by the IRS.

In addition, the Company subsequently filed amended tax returns for 2006, 2007, 2008, the RAR years and 2014 and plans to file amended 2015 and 2016 tax returns for $29,385 thousand in additional net refunds plus interest. These additional net refunds also result primarily from the conversion of foreign premium tax deductions into FTCs.

F-39

The Company has no reserve for uncertain tax positions.

Deferred income taxes reflect the tax effect of the temporary differences between the value of assets and liabilities for financial statement purposes and such values as measured by U.S. tax laws and regulations. Under the TCJA, temporary differences at December 31, 2017, are now expected to reverse at a 21% tax rate whereas at December 31, 2016, such items were expected to reverse at a 35% tax rate. The principal items making up the net deferred income tax assets/(liabilities) are as follows for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Deferred tax assets:
Unearned premium reserve	$	55,034		$	37,573
Loss reserve		52,649			104,547
Net unrecognized losses on benefit plans		19,120			35,271
Foreign tax credits		15,913			-
Benefit plan liability		10,417			14,576
Uncollectible reinsurance reserve		3,320			5,534
Deferred expenses		1,759			2,884
Investment impairments		1,144			3,093
Unrealized foreign currency losses		547			28,111
Other assets		8,633			10,845
Total deferred tax assets		168,536			242,434

Deferred tax liabilities:
Net fair value income		252,349			398,270
Deferred acquisition costs		64,997			26,652
Net unrealized investment gains		12,819			20,626
Gain on tender of debt		3,287			10,958
Partnership Investments		2,019			11,269
Bond market discount		1,243			1,092
Other liabilities		840			2,008
Total deferred tax liabilities		337,554			470,875

Net deferred tax assets/(liabilities)	$	(169,018	)	$	(228,441	)

(Some amounts may not reconcile due to rounding.)

At December 31, 2017, the Company has $15,913 thousand FTCs and no AMT credit carry forwards. The FTCs expire at the end of 2027. Management believes that it is more likely than not that the Company will realize all of its deferred tax assets. Accordingly, no valuation allowance has been recorded for the periods presented.

The Company has adopted the provisions of SAB 118 with respect to measuring the tax effects for the modifications to the determination of tax basis loss reserves enacted by the TCJA. Modifications include the extension of long-tail payment patterns out 24 years, and the use of an interest rate based upon the corporate bond yield curve. The IRS is required to provide discount factors following these new parameters based upon industry loss payment data. Because of uncertainty in how the Treasury/IRS intend to implement the modifications and the necessary transition calculation, the Company has determined that a reasonable estimate cannot be determined, and has followed the provisions of the tax laws that were in effect prior to the modifications.

The Company has made a provisional estimated tax benefit of the effects of the TCJA on its' deferred tax inventory at December 31, 2017 of $123,143 thousand. Any adjustments, if necessary, during the measurement period guidance outlined in SAB 118 will be included in net earnings from continuing operations as an adjustment to income tax expense in the reporting period when such adjustments are determined.

F-40

Effective January 1, 2017, the Company adopted ASU 2016-09 which provided new guidance on the treatment of the tax effects of share based compensation transactions. ASU 2016-09 required that the income tax effects of restricted stock vestings and stock options exercised resulting from the change in value of share based compensation awards between the grant date and settlement (vesting/exercising) date be recorded as part of income tax expense (benefit) within the consolidated statements of operations and comprehensive income (loss). Per the new guidance, the Company recorded excess tax benefits of $3,308 thousand related to restricted stock vestings and stock option exercises as part of income tax expense (benefit) within the consolidated statements of operations and comprehensive income (loss) in 2017.

In years prior to 2017, the Company recorded tax benefits related to restricted stock vestings and stock option exercises as part of additional paid-in capital in the stockholder's equity section of the consolidated balance sheets. In 2016, the Company recorded excess tax benefits of $3,028 thousand related to restricted stock vestings and stock option exercises as part of additional paid-in capital.

The adoption of ASU 2016-09 did not impact the accounting treatment of tax benefits related to dividends on restricted stock. The tax benefits related to the payment of dividends on restricted stock have been recorded as part of additional paid-in capital in the stockholder's equity section of the consolidated balance sheets in all years. The tax benefits related to the payment of dividends on restricted stock were $287 thousand and $263 thousand in 2017 and 2016 respectively.

11. REINSURANCE

The Company utilizes reinsurance agreements to reduce its exposure to large claims and catastrophic loss occurrences. These agreements provide for recovery from reinsurers of a portion of losses and LAE under certain circumstances without relieving the Company of its underlying obligations to the policyholders. Losses and LAE incurred and premiums earned are reported after deduction for reinsurance. In the event that one or more of the reinsurers were unable to meet their obligations under these reinsurance agreements, the Company would not realize the full value of the reinsurance recoverable balances. The Company may hold partial collateral, including letters of credit and funds held, under these agreements. See also Note 1C, Note 4 and Note 8.

Premiums written and earned and incurred losses and LAE are comprised of the following for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Written premiums:
Direct	$	1,873,115		$	1,699,204		$	1,511,217
Assumed		3,915,374			3,364,524			3,484,414
Ceded		(3,064,645	)		(3,015,606	)		(2,902,348	)
Net written premiums	$	2,723,844		$	2,048,122		$	2,093,283

Premiums earned:
Direct	$	1,655,023		$	1,608,783		$	1,439,795
Assumed		3,842,836			3,492,598			3,637,484
Ceded		(3,548,264	)		(3,007,332	)		(2,933,519	)
Net premiums earned	$	1,949,595		$	2,094,049		$	2,143,760

Incurred losses and LAE:
Direct	$	1,196,323		$	1,415,933		$	1,235,012
Assumed		3,108,753			1,674,342			1,728,661
Ceded		(2,265,325	)		(1,739,995	)		(1,644,112	)
Net incurred losses and LAE	$	2,039,751		$	1,350,280		$	1,319,561

The Company has engaged in reinsurance transactions with Bermuda Re, Everest International Reinsurance, Ltd. ("Everest International"), Mt. Logan Re, Ltd. ("Mt. Logan Re"), Everest Insurance Company of Canada ("Everest Canada") and Lloyd's Syndicate 2786, which are affiliated companies primarily driven by enterprise risk and capital management considerations under which business is ceded at market rates and terms.

F-41

The table below represents affiliated quota share reinsurance agreements ("whole account quota share") for all new and renewal business for the indicated coverage period:

(Dollars in thousands)

Percent

Assuming

Single

Aggregate

Coverage Period

Ceding Company

Ceded

Company

Type of Business

Occurrence Limit

Limit

01/01/2010-12/31/2010

Everest Re

44.0%

Bermuda Re

property / casualty business

150,000

325,000

01/01/2011-12/31/2011

Everest Re

50.0%

Bermuda Re

property / casualty business

150,000

300,000

01/01/2012-12/31/2014

Everest Re

50.0%

Bermuda Re

property / casualty business

100,000

200,000

01/01/2015-12/31/2016

Everest Re

50.0%

Bermuda Re

property / casualty business

162,500

325,000

01/01/2017-12/31/2017

Everest Re

60.0%

Bermuda Re

property / casualty business

219,000

438,000

01/01/2010-12/31/2010

Everest Re- Canadian Branch

60.0%

Bermuda Re

property business

350,000

⁽¹⁾

01/01/2011-12/31/2011

Everest Re- Canadian Branch

60.0%

Bermuda Re

property business

350,000

⁽¹⁾

01/01/2012-12/31/2012

Everest Re- Canadian Branch

75.0%

Bermuda Re

property / casualty business

206,250

⁽¹⁾

412,500

01/01/2013-12/31/2013

Everest Re- Canadian Branch

75.0%

Bermuda Re

property / casualty business

150,000

⁽¹⁾

412,500

01/01/2014-12/31/2017

Everest Re- Canadian Branch

75.0%

Bermuda Re

property / casualty business

262,500

⁽¹⁾

412,500

01/01/2012-12/31/2017

Everest Canada

80.0%

Everest Re- Canadian Branch

property business

⁽¹⁾Amounts shown are Canadian dollars.

As of December 31, 2017, the Company decided not to renew its quota share reinsurance agreements between Everest Re and Bermuda Re, between Everest Re-Canadian branch and Bermuda Re and between Everest Canada and the Everest Re-Canadian branch due to economic implications of the enactment of TCJA on December 22, 2017.

The table below represents loss portfolio transfer ("LPT") reinsurance agreements whereby net insurance exposures and reserves were transferred to an affiliate.

(Dollars in thousands)

Effective	Transferring	Assuming	% of Business or			Covered Period
Date	Company	Company	Amount of Transfer			of Transfer

09/19/2000	Mt. McKinley	Bermuda Re		100	%	All years
10/01/2001	Everest Re (Belgium Branch)	Bermuda Re		100	%	All years
10/01/2008	Everest Re	Bermuda Re	$	747,022		01/01/2002-12/31/2007
12/31/2017	Everest Re	Bermuda Re	$	970,000		All years

On December 31, 2017, the Company entered into a LPT agreement with Bermuda Re. The LPT agreement covers subject loss reserves of $3,070,383 thousand for accident years 2017 and prior. As a result of the LPT agreement, the Company transferred $1,000,000 thousand of cash and fixed maturity securities and transferred $970,000 thousand of loss reserves to Bermuda Re. As part of the LPT agreement, Bermuda Re will provide an additional $500,000 thousand of adverse development coverage on the subject loss reserves.

On July 13, 2015, the Company sold Mt. McKinley to Clearwater Insurance Company, a Delaware domiciled insurance company. As of that date, Mt. McKinley is no longer deemed an affiliated company or related party.

F-42

The following tables summarize the premiums and losses ceded by the Company to Bermuda Re and Everest International, respectively, and premiums and losses assumed by the Company from Everest Canada and Lloyd's syndicate 2786 for the periods indicated:

Bermuda Re	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Ceded written premiums	$	2,219,352	$	2,324,314	$	2,283,815
Ceded earned premiums		2,796,939		2,353,801		2,316,096
Ceded losses and LAE (a)		1,687,659		1,307,722		1,293,997

Everest International	Years Ended December 31,
(Dollars in thousands)	2017			2016		2015
Ceded written premiums	$	10		$	98	$	395
Ceded earned premiums		44			110		522
Ceded losses and LAE		(990	)		3,467		673

Everest Canada	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Assumed written premiums	$	25,871	$	53,653	$	39,819
Assumed earned premiums		54,558		49,156		35,988
Assumed losses and LAE		29,389		38,568		20,345

Lloyd's Syndicate 2786	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Assumed written premiums	$	35,607	$	18,994	$	-
Assumed earned premiums		33,590		5,038		-
Assumed losses and LAE		17,688		4,938		-

(a) Ceded losses and LAE include the Mt. McKinley loss portfolio transfer that constitutes losses ceded under retroactive reinsurance and therefore, in accordance with FASB guidance, amortization of deferred gain on retroactive reinsurance is reflected in other income on the consolidated statements of operations and comprehensive income (loss). Upon the sale of Mt. McKinley, the value of the remaining deferred gain on retroactive reinsurance was included in the calculation of the realized gain on sale of subsidiary.

Everest Re sold net assets of its UK branch to Bermuda Re and provided Bermuda Re with a reserve indemnity agreement allowing for indemnity payments of up to 90% of ₤25.0 million of the excess of 2002 and prior reserves, provided that any recognition of profit from the reserves for 2002 and prior underwriting years is taken into account.

Effective February 27, 2013, Group established a new subsidiary, Mt. Logan Re, which is a Class 3 insurer based in Bermuda. Effective July 1, 2013, Mt. Logan Re established separate segregated accounts for its business activity, which will invest in a diversified set of catastrophe exposures.

The following table summarizes the premiums and losses that are ceded by the Company to Mt. Logan Re segregated accounts and assumed by the Company from Mt. Logan Re segregated accounts.

Mt. Logan Re Segregated Accounts	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Ceded written premiums	$	192,928	$	160,091	$	209,162
Ceded earned premiums		192,573		155,010		201,416
Ceded losses and LAE		283,511		38,739		40,753

Assumed written premiums		11,984		14,563		15,421
Assumed earned premiums		11,984		14,563		15,421
Assumed losses and LAE		-		-		-

F-43

12. COMPREHENSIVE INCOME (LOSS)

The following table presents the components of comprehensive income (loss) in the consolidated statements of operations and comprehensive income (loss) for the periods indicated:

	Years Ended December 31,
	2017									2016									2015
(Dollars in thousands)	Before Tax			Tax Effect			Net of Tax			Before Tax			Tax Effect			Net of Tax			Before Tax			Tax Effect			Net of Tax
Unrealized appreciation (depreciation) ("URA(D)") on securities - temporary	$	(11,672	)	$	4,085		$	(7,587	)	$	1,302		$	(512	)	$	790		$	(43,777	)	$	14,337		$	(29,440	)
URA(D) on securities - OTTI		(4,537	)		1,588			(2,949	)		5,113			(1,789	)		3,324			9,666			(3,383	)		6,283
Reclassification of net realized losses (gains) included in net income (loss)		3,543			(1,240	)		2,303			32,642			(11,369	)		21,273			(2,772	)		1,955			(817	)
Foreign currency translation adjustments		57,564			(20,137	)		37,427			4,388			(1,539	)		2,849			(83,966	)		29,388			(54,578	)
Benefit plan actuarial net gain (loss)		1,300			(273	)		1,027			(11,520	)		4,032			(7,488	)		8,740			(3,059	)		5,681
Reclassification of amortization of net gain (loss) included in net income (loss)		8,426			(2,949	)		5,477			7,805			(2,732	)		5,073			9,563			(3,347	)		6,216
Total other comprehensive income (loss)	$	54,624		$	(18,926	)	$	35,698		$	39,730		$	(13,909	)	$	25,821		$	(102,546	)	$	35,891		$	(66,655	)

(Some amounts may not reconcile due to rounding)

The following table presents details of the amounts reclassified from AOCI for the periods indicated:

	Years Ended December 31,						Affected line item within the statements of
AOCI component	2017			2016			operations and comprehensive income (loss)
(Dollars in thousands)
URA(D) on securities	$	3,543		$	32,642		Other net realized capital gains (losses)
		(1,240	)		(11,369	)	Income tax expense (benefit)
	$	2,303		$	21,273		Net income (loss)

Benefit plan net gain (loss)	$	8,426		$	7,805		Other underwriting expenses
		(2,949	)		(2,732	)	Income tax expense (benefit)
	$	5,477		$	5,073		Net income (loss)

(Some amounts may not reconcile due to rounding)

The following table presents the components of accumulated other comprehensive income (loss), net of tax, in the consolidated balance sheets for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016

Beginning balance of URA (D) on securities	$	39,041		$	13,654
Current period change in URA (D) of investments - temporary		(5,284	)		22,063
Current period change in URA (D) of investments - non-credit OTTI		(2,949	)		3,324
Reclass due to early adoption of ASU 2018-02		6,634			-
Ending balance of URA (D) on securities		37,442			39,041

Beginning balance of foreign currency translation adjustments		(9,852	)		(12,701	)
Current period change in foreign currency translation adjustments		37,427			2,849
Reclass due to early adoption of ASU 2018-02		5,970			-
Ending balance of foreign currency translation adjustments		33,545			(9,852	)

Beginning balance of benefit plan net gain (loss)		(65,504	)		(63,089	)
Current period change in benefit plan net gain (loss)		6,504			(2,415	)
Reclass due to early adoption of ASU 2018-02		(12,929	)		-
Ending balance of benefit plan net gain (loss)		(71,929	)		(65,504	)

Ending balance of accumulated other comprehensive income (loss)	$	(942	)	$	(36,315	)

F-44

13. EMPLOYEE BENEFIT PLANS

Defined Benefit Pension Plans.

The Company maintains both qualified and non-qualified defined benefit pension plans for its U.S. employees employed prior to April 1, 2010. Generally, the Company computes the benefits based on average earnings over a period prescribed by the plans and credited length of service. The Company's non-qualified defined benefit pension plan, effective from October 1995 through December 31, 2017, provided compensating pension benefits for participants whose benefits have been curtailed under the qualified plan due to Internal Revenue Code limitations.

Although not required to make contributions under IRS regulations, the following table summarizes the Company's contributions to the defined benefit pension plans for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Company contributions	$	10,534	$	30,821	$	5,949

The following table summarizes the Company's pension expense for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Pension expense	$	16,299	$	17,188	$	22,682

The following table summarizes the status of these defined benefit plans for U.S. employees for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016
Change in projected benefit obligation:
Benefit obligation at beginning of year	$	281,853		$	254,022
Service cost		10,949			10,924
Interest cost		10,034			9,485
Actuarial (gain)/loss		24,679			12,155
Curtailment		(6,209	)		-
Benefits paid		(5,104	)		(4,733	)
Projected benefit obligation at end of year		316,202			281,853

Change in plan assets:
Fair value of plan assets at beginning of year		171,506			135,087
Actual return on plan assets		33,331			10,331
Actual contributions during the year		10,534			30,821
Benefits paid		(5,104	)		(4,733	)
Fair value of plan assets at end of year		210,267			171,506

Funded status at end of year	$	(105,935	)	$	(110,348	)

(Some amounts may not reconcile due to rounding.)

Amounts recognized in the consolidated balance sheets for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Other assets (due beyond one year)	$	-		$	-
Other liabilities (due within one year)		(3,871	)		(2,371	)
Other liabilities (due beyond one year)		(102,065	)		(107,977	)
Net amount recognized in the consolidated balance sheets	$	(105,935	)	$	(110,348	)

F-45

Amounts not yet reflected in net periodic benefit cost and included in accumulated other comprehensive income (loss) for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Prior service cost	$	-		$	-
Accumulated income (loss)		(86,788	)		(96,965	)
Accumulated other comprehensive income (loss)	$	(86,788	)	$	(96,965	)

(Some amounts may not reconcile due to rounding.)

Other changes in other comprehensive income (loss) for the periods indicated are as follows:

	Years Ended December 31,
(Dollars in thousands)	2017			2016
Other comprehensive income (loss) at December 31, prior year	$	(96,965	)	$	(91,920	)
Net gain (loss) arising during period		(4,398	)		(12,982	)
Recognition of amortizations in net periodic benefit cost:
Prior service cost		-			-
Actuarial loss		8,366			7,937
Curtailment loss recognized		6,209			-
Other comprehensive income (loss) at December 31, current year	$	(86,788	)	$	(96,965	)

(Some amounts may not reconcile due to rounding.)

Net periodic benefit cost for U.S. employees included the following components for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Service cost		10,949		$	10,924		$	12,511
Interest cost		10,034			9,485			10,759
Expected return on assets		(13,050	)		(11,158	)		(11,620	)
Amortization of actuarial loss from earlier periods		8,366			7,937			9,243
Amortization of unrecognized prior service cost		-			-			21
Settlement		-			-			1,768
Net periodic benefit cost	$	16,299		$	17,188		$	22,682

Other changes recognized in other comprehensive income (loss):
Other comprehensive income (loss) attributable to change from prior year		(10,177	)		5,045

Total recognized in net periodic benefit cost and other
comprehensive income (loss)	$	6,122		$	22,233

(Some amounts may not reconcile due to rounding.)

The estimated transition obligation, actuarial loss and prior service cost that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next year are $0 thousand, $6,899 thousand and $0 thousand, respectively.

The weighted average discount rates used to determine net periodic benefit cost for 2017, 2016 and 2015 were 4.16%, 4.38% and 4.00%, respectively. The rate of compensation increase used to determine the net periodic benefit cost for 2017, 2016 and 2015 was 4.00%. The expected long-term rate of return on plan assets for 2017, 2016 and 2015 was 7.50% and was based on expected portfolio returns and allocations.

The weighted average discount rates used to determine the actuarial present value of the projected benefit obligation for years end 2017, 2016 and 2015 were 3.62%, 4.16% and 4.38%, respectively.

F-46

The following table summarizes the accumulated benefit obligation for the periods indicated:

	At December 31,
(Dollars in thousands)	2017		2016
Qualified Plan	$	245,430	$	211,720
Non-qualified Plan		24,482		21,123
Total	$	269,912	$	232,843

(Some amounts may not reconcile due to rounding.)

The following table displays the plans with projected benefit obligations in excess of plan assets for the periods indicated:

	At December 31,
(Dollars in thousands)	2017		2016
Qualified Plan
Projected benefit obligation	$	291,720	$	254,320
Fair value of plan assets		210,267		171,506
Non-qualified Plan
Projected benefit obligation	$	24,482	$	27,534
Fair value of plan assets		-		-

The following table displays the plans with accumulated benefit obligations in excess of plan assets for the periods indicated:

	At December 31,
(Dollars in thousands)	2017		2016
Qualified Plan
Accumulated benefit obligation	$	245,430	$	211,720
Fair value of plan assets		210,267		171,506
Non-qualified Plan
Accumulated benefit obligation	$	24,482	$	21,123
Fair value of plan assets		-		-

(N/A, not applicable)

The following table displays the expected benefit payments in the periods indicated:

(Dollars in thousands)
2018	$	10,205
2019		10,288
2020		12,452
2021		12,331
2022		12,132
Next 5 years		74,239

Plan assets consist of shares in investment trusts with 76%, 12%, 11% and 1% of the underlying assets consisting of equity securities, limited partnerships and multi-strategy equity fund, fixed maturities and cash, respectively. The Company manages the qualified plan investments for U.S. employees. The assets in the plan consist of debt and equity mutual funds. Due to the long term nature of the plan, the target asset allocation has historically been 70% equities and 30% bonds.

F-47

The following tables present the fair value measurement levels for the qualified plan assets at fair value for the periods indicated:

			Fair Value Measurement Using:
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	December 31, 2017		(Level 1)		(Level 2)		(Level 3)
Assets:
Short-term investments, which approximates fair value (a)	$	1,031	$	1,031	$	-	$	-
Mutual funds, fair value
Fixed income (b)		23,361		23,361		-		-
Equities (c)		159,578		159,578		-		-
Total	$	183,970	$	183,970	$	-	$	-

(Some amounts may not reconcile due to rounding.)

(a)	This category includes high quality, short-term money market instruments, which are issued and payable in U.S. dollars.

(b)	This category includes fixed income funds, which invest in investment grade securities of corporations, governments and government agencies with approximately 50% in U.S. securities and 50% in international securities.

(c)

This category includes funds, which invest in small, mid and multi-cap equity securities including common stocks, securities convertible into common stock and securities with common stock characteristics, such as rights and warrants, with approximately 90% in U.S. equities and 10% in international equities.

There were no transfers between Level 1 and Level 2 for the twelve months ended December 31, 2017.

			Fair Value Measurement Using:
			Quoted Prices
			in Active		Significant
			Markets for		Other		Significant
			Identical		Observable		Unobservable
			Assets		Inputs		Inputs
(Dollars in thousands)	December 31, 2016		(Level 1)		(Level 2)		(Level 3)
Assets:
Short-term investments, which approximates fair value (a)	$	3,665	$	3,665	$	-	$	-
Mutual funds, fair value
Fixed income (b)		21,445		21,445		-		-
Equities (c)		122,213		122,213		-		-
Total	$	147,323	$	147,323	$	-	$	-

(Some amounts may not reconcile due to rounding.)

(a)	This category includes high quality, short-term money market instruments, which are issued and payable in U.S. dollars.

(b)	This category includes fixed income funds, which invest in investment grade securities of corporations, governments and government agencies with approximately 50% in U.S. securities and 50% in international securities.

(c)

In addition, $26,297 thousand and $24,183 thousand of investments which were recorded as part of the qualified plan assets at December 31, 2017 and 2016, respectively, are not included within the fair value hierarchy tables as the assets are valued using the NAV practical expedient guidance within ASU 2015-07.

The Company contributed $10,000 thousand and $30,000 thousand to the qualified pension benefit plan in December 31, 2017 and 2016, respectively.

F-48

Defined Contribution Plans.

The Company also maintains both qualified and non-qualified defined contribution plans ("Savings Plan" and "Non-Qualified Savings Plan", respectively) covering U.S. employees. Under the plans, the Company contributes up to a maximum 3% of the participants' compensation based on the contribution percentage of the employee. The Non-Qualified Savings Plan provides compensating savings plan benefits for participants whose benefits have been curtailed under the Savings Plan due to Internal Revenue Code limitations. In addition, effective for new hires (and rehires) on or after April 1, 2010, the Company will contribute between 3% and 8% of an employee's earnings for each payroll period based on the employee's age. These contributions will be 100% vested after three years.

The following table presents the Company's incurred expenses related to these plans for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Incurred expenses	$	7,167	$	6,058	$	5,468

In addition, the Company maintains several defined contribution pension plans covering non-U.S. employees. Each non-U.S. office (Brazil, Canada and Singapore) maintains a separate plan for the non-U.S. employees working in that location. The Company contributes various amounts based on salary, age and/or years of service. The contributions as a percentage of salary for the branch offices range from 6.3% to 9.9%. The contributions are generally used to purchase pension benefits from local insurance providers. The following table presents the Company's incurred expenses related to these plans for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Incurred expenses	$	514	$	494	$	447

Post-Retirement Plan.

The Company sponsors a Retiree Health Plan for employees employed prior to April 1, 2010. This plan provides healthcare benefits for eligible retired employees (and their eligible dependents), who have elected coverage. The Company anticipates that most covered employees will become eligible for these benefits if they retire while working for the Company. The cost of these benefits is shared with the retiree. The Company accrues the post-retirement benefit expense during the period of the employee's service.

The following medical cost trend rates were used to determine net periodic cost: a healthcare inflation rate for pre-Medicare claims of 7.5% in 2017 was assumed to decrease gradually to 4.5% in 2029 and then remain at that level; and a healthcare inflation rate for post-Medicare claims of 7.5% in 2017 was assumed to decrease gradually to 4.5% in 2029 and then remain at that level.

The following medical cost trend rates were used to determine benefit obligations: a healthcare inflation rate for pre-Medicare claims of 7.3% in 2018 was assumed to decrease gradually to 4.5% in 2029 and then remain at that level; and a healthcare inflation rate for post-Medicare claims of 7.3% in 2018 was assumed to decrease gradually to 4.5% in 2029 and then remain at that level.

Changes in the assumed healthcare cost trend can have a significant effect on the amounts reported for the healthcare plans. A one percent change in the rate would have the following effects on:

	Percentage		Percentage
	Point Increase		Point Decrease
(Dollars in thousands)	($ Impact)		($ Impact)
a. Effect on total service and interest cost components	$	614	$	(476	)
b. Effect on accumulated post-retirement benefit obligation		7,313		(5,674	)

F-49

The following table presents the post-retirement benefit expenses for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Post-retirement benefit expenses	$	2,814	$	2,293	$	3,280

The following table summarizes the status of this plan for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Change in projected benefit obligation:
Benefit obligation at beginning of year	$	32,071		$	31,687
Service cost		1,570			1,418
Interest cost		1,184			1,007
Amendments		(3,526	)		(794	)
Actuarial (gain)/loss		4,038			(668	)
Benefits paid		(619	)		(579	)
Benefit obligation at end of year		34,717			32,071

Change in plan assets:
Fair value of plan assets at beginning of year		-			-
Employer contributions		619			579
Benefits paid		(619	)		(579	)
Fair value of plan assets at end of year		-			-

Funded status at end of year	$	(34,717	)	$	(32,071	)

Amounts recognized in the consolidated balance sheets for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Other liabilities (due within one year)	$	(655	)	$	(614	)
Other liabilities (due beyond one year)		(34,062	)		(31,457	)
Net amount recognized in the consolidated balance sheets	$	(34,717	)	$	(32,071	)

(Some amounts may not reconcile due to rounding.)

Amounts not yet reflected in net periodic benefit cost and included in accumulated other comprehensive income (loss) for the periods indicated:

	At December 31,
(Dollars in thousands)	2017			2016
Accumulated income (loss)	$	(8,317	)	$	(4,471	)
Accumulated prior service credit (cost)		4,057		$	662
Accumulated other comprehensive income (loss)	$	(4,260	)	$	(3,809	)

Other changes in other comprehensive income (loss) for the periods indicated are as follows:

	Years Ended December 31,
(Dollars in thousands)	2017			2016
Other comprehensive income (loss) at December 31, prior year	$	(3,809	)	$	(5,139	)
Net gain (loss) arising during period		(4,038	)		668
Prior Service credit (cost) arising during period		3,526			794
Recognition of amortizations in net periodic benefit cost:
Actuarial loss (gain)		192			-
Prior service cost		(131	)		(132	)
Other comprehensive income (loss) at December 31, current year	$	(4,260	)	$	(3,809	)

F-50

Net periodic benefit cost included the following components for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Service cost	$	1,570		$	1,418		$	1,794
Interest cost		1,184			1,007			1,187
Net loss recognition		(131	)		(132	)		300
Net gain recognition		192			-			-
Net periodic cost	$	2,814		$	2,293		$	3,280

Other changes recognized in other comprehensive income (loss):
Other comprehensive gain (loss) attributable to change from prior year		451			(1,330	)

Total recognized in net periodic benefit cost and
other comprehensive income (loss)	$	3,265		$	963

(Some amounts may not reconcile due to rounding.)

The estimated transition obligation, actuarial loss and prior service cost that will be amortized from accumulated other comprehensive income (loss) into net periodic benefit cost over the next fiscal year are $0 thousand, $543 thousand and ($577) thousand, respectively.

The weighted average discount rates used to determine net periodic benefit cost for 2017, 2016 and 2015 were 4.16%, 4.38% and 4.00%, respectively.

The weighted average discount rates used to determine the actuarial present value of the projected benefit obligation at year end 2017, 2016 and 2015 were 3.62%, 4.16% and 4.38%, respectively.

The following table displays the expected benefit payments in the years indicated:

(Dollars in thousands)
2018	$	655
2019		765
2020		877
2021		975
2022		1,156
Next 5 years		7,965

14. DIVIDEND RESTRICTIONS AND STATUTORY FINANCIAL INFORMATION

Holdings and its operating subsidiaries are subject to various regulatory restrictions, including the amount of dividends that may be paid and the level of capital that the operating entities must maintain. These regulatory restrictions are based upon statutory capital as opposed to GAAP basis equity or net assets. Holdings' primary operating subsidiary, Everest Re, is regulated by Delaware law and is subject to the Risk-Based Capital Model ("RBC") developed by the National Association of Insurance Commissioners ("NAIC"). This model represents the aggregate regulatory restrictions on net assets and statutory capital and surplus.

Dividend Restrictions.

Delaware law provides that an insurance company which is a member of an insurance holding company system and is domiciled in the state shall not pay dividends without giving prior notice to the Insurance Commissioner of Delaware and may not pay dividends without the approval of the Insurance Commissioner if the value of the proposed dividend, together with all other dividends and distributions made in the preceding twelve months, exceeds the greater of (1) 10% of statutory surplus or (2) net income, not including realized capital gains, each as reported in the prior year's statutory annual statement. In addition, no dividend may be paid in excess of unassigned earned surplus. At December 31, 2017, Everest Re has $339,185 thousand available for payment of dividends in 2018 without the need for prior regulatory approval.

F-51

Statutory Financial Information.

Everest Re prepares its statutory financial statements in accordance with accounting practices prescribed or permitted by the NAIC and the Delaware Insurance Department. Prescribed statutory accounting practices are set forth in the NAIC Accounting Practices and Procedures Manual. The capital and statutory surplus of Everest Re was $3,391,852 thousand and $3,635,121 thousand at December 31, 2017 and 2016, respectively. The statutory net loss of Everest Re was $391,419 thousand for the year ended December 31, 2017 and statutory income of Everest Re was, $523,547 thousand and $498,455 thousand for the years ended December 31, 2016 and 2015, respectively.

There are certain regulatory and contractual restrictions on the ability of Holdings' operating subsidiaries to transfer funds to Holdings in the form of cash dividends, loans or advances. The insurance laws of the State of Delaware, where Holdings' direct insurance subsidiaries are domiciled, require regulatory approval before those subsidiaries can pay dividends or make loans or advances to Holdings that exceed certain statutory thresholds.

Capital Restrictions.

In the United States, Everest Re is subject to the RBC developed by the NAIC which determines an authorized control level risk-based capital. As long as the total adjusted capital is 200% or more of the authorized control level capital, no action is required by the Company.

Commencing in 2017, the regulatory targeted capital required by the State of Delaware, Department of Insurance was expanded to include a provision for catastrophe exposure. This additional requirement added $759,762 thousand of regulatory targeted capital for Everest Re as of December 31, 2017.

The regulatory targeted capital and the actual statutory capital for Everest Re is as follows:

	Everest Re ⁽¹⁾
	At December 31,
(Dollars in thousands)	2017		2016
Regulatory targeted capital	$	2,076,892	$	1,411,440
Actual capital	$	3,391,852	$	3,635,121

⁽¹⁾Regulatory targeted capital represents 200% of the RBC authorized control level calculation for the applicable year.

15. COMMITMENTS AND CONTINGENCIES

Aside from litigation and arbitrations related to these insurance and reinsurance agreements, the Company is not a party to any other material litigation or arbitration.

The Company has entered into separate annuity agreements with The Prudential Insurance of America ("The Prudential") and an additional unaffiliated life insurance company in which the Company has either purchased annuity contracts or become the assignee of annuity proceeds that are meant to settle claim payment obligations in the future. In both instances, the Company would become contingently liable if either The Prudential or the unaffiliated life insurance company were unable to make payments related to the respective annuity contact.

F-52

The table below presents the estimated cost to replace all such annuities for which the Company was contingently liable for the periods indicated:

	At December 31,
(Dollars in thousands)	2017		2016
The Prudential	$	144,618	$	146,507
Unaffiliated life insurance company	$	34,444	$	33,860

16. RELATED-PARTY TRANSACTIONS

Parent

Group entered into a $250,000 thousand long term promissory note agreement with Holdings as of December 31, 2014. The note will mature on December 31, 2023 and has an interest rate of 1.72% that is payable annually. This transaction is presented as a Note Receivable – Affiliated in the Consolidated Balance Sheets of Holdings. Interest income in the amount of $4,300 thousand was recorded by Holdings for the year ended December 31, 2017 and December 31, 2016, respectively.

Group's Board of Directors approved an amended share repurchase program authorizing Group and/or its subsidiary Holdings to purchase Group's common shares through open market transactions, privately negotiated transactions or both. The table below represents the amendments to the share repurchase program for the common shares approved for repurchase.

		Common Shares
		Authorized for
Amendment Date		Repurchase
(Dollars in thousands)

09/21/2004		5,000,000
07/21/2008		5,000,000
02/24/2010		5,000,000
02/22/2012		5,000,000
05/15/2013		5,000,000
11/19/2014		5,000,000
		30,000,000

Holdings had purchased and held 9,719,971 Common Shares of Group, which were purchased in the open market between February 2007 and March 2011.

In December, 2015, Holdings transferred the 9,719,971 Common Shares of Group, which it held as other invested assets, at fair value, valued at $1,773,214 thousand, to Preferred Holdings, an affiliated entity and subsidiary of Group, in exchange for 1,773.214 preferred shares of Preferred Holdings with a $1,000 thousand par value and 1.75% annual dividend rate. After the exchange, Holdings no longer holds any shares or has any ownership interest in Group.

Holdings reported both its Parent shares and preferred shares in Preferred Holdings, as other invested assets, fair value, in the consolidated balance sheets with changes in fair value re-measurement recorded in net realized capital gains (losses) in the consolidated statements of operations and comprehensive income (loss). The following table presents the dividends received on the preferred shares of Preferred Holdings and on the Parent shares that are reported as net investment income in the consolidated statements of operations and comprehensive income (loss) for the period indicated.

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Dividends received on Parent shares	$	-	$	-	$	38,880
Dividends received on preferred stock of affiliate		31,032		31,032		-

F-53

Affiliated Companies

Everest Global Services, Inc. ("Global Services"), an affiliate of Holdings, provides centralized management and home office services, through a management agreement, to Holdings and other affiliated companies within Holdings' consolidated structure. Services provided by Everest Global include executive managerial services, legal services, actuarial services, accounting services, information technology services and others.

The following table presents the expenses incurred by Holdings from services provided by Everest Global for the periods indicated.

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Expenses incurred	$	91,927	$	84,823	$	81,122

17. SEGMENT REPORTING

The U.S. Reinsurance operation writes property and casualty reinsurance and specialty lines of business, including Marine, Aviation, Surety and Accident and Health ("A&H") business, on both a treaty and facultative basis, through reinsurance brokers, as well as directly with ceding companies primarily within the U.S. The International operation writes non-U.S. property and casualty reinsurance through Everest Re's branches in Canada, Singapore and through offices in Brazil, Miami and New Jersey. The Insurance operation writes property and casualty insurance directly and through brokers, surplus lines brokers and general agents mainly within the U.S.

Underwriting results include earned premium less losses and LAE incurred, commission and brokerage expenses and other underwriting expenses. We measure our underwriting results using ratios, in particular loss, commission and brokerage and other underwriting expense ratios, which, respectively, divide incurred losses, commissions and brokerage and other underwriting expenses by premiums earned.

The Company does not maintain separate balance sheet data for its operating segments. Accordingly, the Company does not review and evaluate the financial results of its operating segments based upon balance sheet data.

The following tables present the underwriting results for the operating segments for the periods indicated:

U.S. Reinsurance	Years Ended December 31,
(Dollars in thousands)	2017			2016		2015
Gross written premiums	$	2,593,063		$	2,125,792	$	2,147,893
Net written premiums		1,135,604			930,178		899,918

Premiums earned	$	858,155		$	990,055	$	951,457
Incurred losses and LAE		912,124			554,100		413,292
Commission and brokerage		160,311			189,495		198,983
Other underwriting expenses		55,881			54,107		50,089
Underwriting gain (loss)	$	(270,161	)	$	192,353	$	289,093

F-54

International	Years Ended December 31,
(Dollars in thousands)	2017			2016		2015
Gross written premiums	$	1,339,546		$	1,269,125	$	1,373,978
Net written premiums		615,395			497,645		562,691

Premiums earned	$	502,322		$	510,915	$	581,216
Incurred losses and LAE		622,753			207,605		394,819
Commission and brokerage		101,936			111,514		121,158
Other underwriting expenses		36,291			34,254		34,303
Underwriting gain (loss)	$	(258,658	)	$	157,542	$	30,936

Insurance	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Gross written premiums	$	1,855,881		$	1,668,811		$	1,473,760
Net written premiums		972,845			620,299			630,674

Premiums earned	$	589,118		$	593,079		$	611,087
Incurred losses and LAE		504,874			588,575			511,450
Commission and brokerage		(51,322	)		(19,585	)		(7,816	)
Other underwriting expenses		162,714			156,605			130,427
Underwriting gain (loss)	$	(27,148	)	$	(132,516	)	$	(22,974	)

The following table reconciles the underwriting results for the operating segments to income (loss) before taxes as reported in the consolidated statements of operations and comprehensive income (loss) for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
Underwriting gain (loss)	$	(555,967	)	$	217,379		$	297,055
Net investment income		286,259			264,807			273,253
Net realized capital gains (losses)		161,553			(28,941	)		50,335
Corporate expense		(7,394	)		(8,277	)		(7,179	)
Interest, fee and bond issue cost amortization expense		(31,183	)		(35,435	)		(35,434	)
Other income (expense)		23,750			(10,542	)		29,256
Income (loss) before taxes	$	(122,982	)	$	398,991		$	607,286

The Company produces business in the U.S. and internationally. The net income deriving from assets residing in the individual foreign countries in which the Company writes business are not identifiable in the Company's financial records. Based on gross written premium, the table below presents the largest country, other than the U.S., in which the Company writes business, for the periods indicated:

	Years Ended December 31,
(Dollars in thousands)	2017		2016		2015
Canada gross written premiums	$	130,136	$	124,612	$	114,859

No other country represented more than 5% of the Company's revenues.

Approximately 21.5%, 15.3% and 16.3% of the Company's gross written premiums in 2017, 2016 and 2015, respectively, were sourced through the Company's largest intermediary.

18. DISPOSITIONS

On August 24, 2016 the Company sold Heartland, its crop Managing General Agent to CGB for $49,000 thousand. The sale agreement includes a provision for a long term strategic reinsurance relationship with CGB. The Company has recognized an after-tax loss on the sale of Heartland of $12,942 thousand. Under the terms of the reinsurance arrangement, there has not been a material fluctuation in the level of crop business, although it has been reflected as reinsurance rather than insurance.

F-55

19. SUBSEQUENT EVENTS

The Company has evaluated known recognized and non-recognized subsequent events. The Company does not have any subsequent events to report.

20. UNAUDITED QUARTERLY FINANCIAL DATA

Summarized quarterly financial data for the periods indicated:

	2017
(Dollars in thousands)	1st Quarter		2nd Quarter			3rd Quarter			4th Quarter

Operating data:
Gross written premiums	$	1,252,384	$	1,335,574		$	1,701,126		$	1,499,405
Net written premiums		448,836		417,912			570,760			1,286,337

Premiums earned		471,055		468,197			518,507			491,836
Net investment income		60,849		71,900			73,417			80,093
Net realized capital gains (losses)		117,768		(92,291	)		228,489			(92,413	)
Total claims and underwriting expenses		402,124		421,938			1,423,816			257,684
Net income (loss)		169,178		35,658			(389,724	)		263,086

	2016
(Dollars in thousands)	1st Quarter			2nd Quarter		3rd Quarter			4th Quarter

Operating data:
Gross written premiums	$	1,129,904		$	1,177,791	$	1,505,923		$	1,250,110
Net written premiums		464,070			441,255		622,616			520,181

Premiums earned		481,925			488,855		556,653			566,616
Net investment income		58,445			73,872		64,570			67,920
Net realized capital gains (losses)		(66,377	)		29,165		(50,063	)		58,334
Total claims and underwriting expenses		421,654			467,275		448,530			539,211
Net income (loss)		40,990			69,372		76,303			114,979

F-56

CONSOLIDATED STATEMENTS OF OPERATIONS	Three Months Ended March 31, 2017
AND COMPREHENSIVE INCOME (LOSS):	As Previously		Impact of
	Reported		Revisions			As Revised
(Dollars in thousands)
CLAIMS AND EXPENSES:
Commission, brokerage, taxes and fees	$	49,470	$	3,037		$	52,507
Total claims and expenses		411,543		3,037			414,580

INCOME (LOSS) BEFORE TAXES		247,984		(3,037	)		244,947
Income tax expense (benefit)		76,940		(1,171	)		75,769

NET INCOME (LOSS)	$	171,044	$	(1,866	)	$	169,178

COMPREHENSIVE INCOME (LOSS)	$	182,587	$	(1,866	)	$	180,721

CONSOLIDATED STATEMENTS OF OPERATIONS	Three Months Ended December 31, 2016							Three Months Ended September 30, 2016
AND COMPREHENSIVE INCOME (LOSS):	As Previously		Impact of					As Previously		Impact of
	Reported		Revisions			As Revised		Reported		Revisions			As Revised
(Dollars in thousands)
CLAIMS AND EXPENSES:
Commission, brokerage, taxes and fees	$	63,471	$	(1,599	)	$	61,872	$	85,563	$	(2,785	)	$	82,778
Total claims and expenses		551,765		(1,599	)		550,166		462,009		(2,785	)		459,224

INCOME (LOSS) BEFORE TAXES		141,369		1,599			142,968		95,943		2,785			98,728
Income tax expense (benefit)		27,693		296			27,989		21,145		1,280			22,425

NET INCOME (LOSS)	$	113,676	$	1,303		$	114,979	$	74,798	$	1,505		$	76,303

COMPREHENSIVE INCOME (LOSS)	$	22,012	$	1,303		$	23,315	$	74,465	$	1,505		$	75,970

CONSOLIDATED STATEMENTS OF OPERATIONS	Three Months Ended June 30, 2016							Three Months Ended March 31, 2016
AND COMPREHENSIVE INCOME (LOSS):	As Previously		Impact of					As Previously		Impact of
	Reported		Revisions			As Revised		Reported		Revisions			As Revised
(Dollars in thousands)
CLAIMS AND EXPENSES:
Commission, brokerage, taxes and fees	$	72,126	$	(1,717	)	$	70,409	$	68,822	$	(2,457	)	$	66,365
Total claims and expenses		479,860		(1,717	)		478,143		435,306		(2,457	)		432,849

INCOME (LOSS) BEFORE TAXES		101,332		1,717			103,049		51,789		2,457			54,246
Income tax expense (benefit)		32,982		695			33,677		12,863		393			13,256

NET INCOME (LOSS)	$	68,350	$	1,022		$	69,372	$	38,926	$	2,064		$	40,990

COMPREHENSIVE INCOME (LOSS)	$	124,381	$	1,022		$	125,403	$	100,713	$	2,064		$	102,777

CONSOLIDATED STATEMENTS OF	Three Months Ended March 31, 2017
CHANGES IN STOCKHOLDER'S EQUITY	As Previously		Impact of
	Reported		Revisions			As Revised
(Dollars in thousands, except share amounts)
RETAINED EARNINGS:
Balance, beginning of period	$	4,914,308	$	32,993		$	4,947,301
Net income (loss)		171,044		(1,866	)		169,178
Balance, end of period		5,085,352		31,127			5,116,479
TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	5,448,217	$	31,127		$	5,479,344

F-57

CONSOLIDATED STATEMENTS OF	Three Months Ended December 31, 2016						Three Months Ended September 30, 2016
CHANGES IN STOCKHOLDER'S EQUITY	As Previously		Impact of				As Previously		Impact of
	Reported		Revisions		As Revised		Reported		Revisions		As Revised
(Dollars in thousands, except share amounts)
RETAINED EARNINGS:
Balance, beginning of period	$	4,800,632	$	31,690	$	4,832,322	$	4,725,834	$	30,185	$	4,756,019
Net income (loss)		113,676		1,303		114,979		74,798		1,505		76,303
Balance, end of period		4,914,308		32,993		4,947,301		4,800,632		31,690		4,832,322
TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	5,265,560	$	32,993	$	5,298,553	$	5,240,955	$	31,690	$	5,272,645

CONSOLIDATED STATEMENTS OF	Three Months Ended June 30, 2016						Three Months Ended March 31, 2016
CHANGES IN STOCKHOLDER'S EQUITY	As Previously		Impact of				As Previously		Impact of
	Reported		Revisions		As Revised		Reported		Revisions		As Revised
(Dollars in thousands, except share amounts)
RETAINED EARNINGS:
Balance, beginning of period	$	4,657,484	$	29,163	$	4,686,647	$	4,618,558	$	27,099	$	4,645,657
Net income (loss)		68,350		1,022		69,372		38,926		2,064		40,990
Balance, end of period		4,725,834		30,185		4,756,019		4,657,484		29,163		4,686,647
TOTAL STOCKHOLDER'S EQUITY, END OF PERIOD	$	5,164,053	$	30,185	$	5,194,238	$	5,036,717	$	29,163	$	5,065,880

CONSOLIDATED STATEMENTS OF CASH FLOWS	Three Months Ended March 31, 2017
	As Previously			Impact of
	Reported			Revisions			As Revised
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	171,044		$	(1,866	)	$	169,178
Decrease (increase) in income taxes		75,304			(1,172	)		74,132
Increase (decrease) in other net payable to reinsurers		(30,525	)		3,347			(27,178	)
Change in other assets and liabilities, net		18,204			(309	)		17,895

CONSOLIDATED STATEMENTS OF CASH FLOWS	Three Months Ended December 31, 2016									Three Months Ended September 30, 2016
	As Previously			Impact of						As Previously			Impact of
	Reported			Revisions			As Revised			Reported			Revisions			As Revised
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	113,676		$	1,303		$	114,979		$	74,798		$	1,505		$	76,303
Decrease (increase) in income taxes		27,046			298			27,344			25,089			1,279			26,368
Increase (decrease) in other net payable to reinsurers		(154,982	)		(850	)		(155,832	)		160,982			(3,653	)		157,329
Change in other assets and liabilities, net		141,045			(751	)		140,294			(139,171	)		869			(138,302	)

CONSOLIDATED STATEMENTS OF CASH FLOWS	Three Months Ended June 30, 2016									Three Months Ended March 31, 2016
	As Previously			Impact of						As Previously			Impact of
	Reported			Revisions			As Revised			Reported			Revisions			As Revised
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	68,350		$	1,022		$	69,372		$	38,926		$	2,064		$	40,990
Decrease (increase) in income taxes		1,644			696			2,340			6,546			393			6,939
Increase (decrease) in other net payable to reinsurers		(263,654	)		(1,989	)		(265,643	)		(106,588	)		(1,122	)		(107,710	)
Change in other assets and liabilities, net		(10,280	)		271			(10,009	)		24,496			(1,335	)		23,161

F-58

SCHEDULE I – SUMMARY OF INVESTMENTS -

OTHER THAN INVESTMENTS IN RELATED PARTIES

DECEMBER 31, 2017

Column A	Column B		Column C		Column D
					Amount
					Shown in
			Market		Balance
(Dollars in thousands)	Cost		Value		Sheet
Fixed maturities-available for sale
Bonds:
U.S. government and government agencies	$	671,449	$	664,513	$	664,513
State, municipalities and political subdivisions		563,789		585,469		585,469
Foreign government securities		514,048		523,620		523,620
Foreign corporate securities		863,861		870,989		870,989
Public utilities		52,712		52,860		52,860
All other corporate bonds		2,093,124		2,107,350		2,107,350
Mortgage - backed securities
Commercial		52,121		51,751		51,751
Agency residential		114,435		113,288		113,288
Non-agency residential		51		58		58
Redeemable preferred stock		2,032		2,023		2,023
Total fixed maturities-available for sale		4,927,622		4,971,921		4,971,921
Equity securities - available for sale, at fair value⁽¹⁾		592,816		822,375		822,375
Short-term investments		241,506		241,506		241,506
Other invested assets		835,597		838,694		838,694
Other invested assets, at fair value⁽¹⁾		1,773,214		1,807,473		1,807,473
Cash		229,552		229,552		229,552

Total investments and cash	$	8,600,307	$	8,911,521	$	8,911,521

(Some amounts may not reconcile due to rounding.)

⁽¹⁾ Original cost does not reflect adjustments, which have been realized through the statements of operations and comprehensive income.

S-1

SCHEDULE II – CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

CONDENSED BALANCE SHEETS

	At December 31,
(Dollars and share amounts in thousands, except par value per share)	2017			2016
ASSETS:
Fixed maturities - available for sale, at market value	$	108,010		$	98,143
(amortized cost: 2017, $109,008; 2016, $99,391)
Equity securities - available for sale, at fair value		191,098			133,755
Other invested assets		51,616			31,113
Other invested assets, at fair value		1,807,473			1,766,626
Short-term investments		4,507			13,013
Cash		10,295			10,222
Total investments and cash		2,172,999			2,052,872
Investment in subsidiaries, at equity in the underlying net assets		3,842,806			3,931,264
Note receivable - affiliated		250,000			250,000
Accrued investment income		644			4,938
Advances to affiliates		(72	)		218
Other assets		4,832			17,618
TOTAL ASSETS	$	6,271,209		$	6,256,910

LIABILITIES:
4.868% Senior notes due 6/1/2044	$	396,834		$	396,714
6.6% Long term notes due 5/1/2067		236,561			236,462
Accrued interest on debt and borrowings		2,727			3,537
Income taxes		196,270			309,816
Due to affiliates		25,475			9,705
Other liabilities		619			2,123
Total liabilities		858,486			958,357

STOCKHOLDER'S EQUITY:
Common stock, par value: $0.01; 3,000 shares authorized;
1,000 shares issued and outstanding (2017 and 2016)		-			-
Additional paid-in capital		387,841			387,567
Accumulated other comprehensive income (loss), net of deferred income
tax expense (benefit) of ($299) at 2017 and ($19,549) at 2016		(942	)		(36,315	)
Retained earnings		5,025,824			4,947,301
Total stockholder's equity		5,412,723			5,298,553
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY	$	6,271,209		$	6,256,910

See notes to consolidated financial statements.

S-2

SCHEDULE II – CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

CONDENSED STATEMENTS OF OPERATIONS

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015
REVENUES:
Net investment income	$	34,813		$	33,748		$	40,441
Net investment income - Affiliated		4,300			4,300			4,300
Net realized capital gains (losses)		81,027			(12,635	)		119,075
Realized gain of sale of subsidiary		-			(28,032	)		94,704
Other income (expense)		(297	)		(268	)		(263	)
Net income (loss) of subsidiaries		(124,269	)		288,851			274,362
Total revenues		(4,426	)		285,964			532,619

EXPENSES:
Interest expense		31,183			35,435			35,434
Corporate expense		5,233			6,713			5,251
Total expenses		36,416			42,148			40,685

INCOME (LOSS) BEFORE TAXES		(40,842	)		243,816			491,934
Income tax expense (benefit)		(119,040	)		(57,828	)		79,544

NET INCOME (LOSS)	$	78,198		$	301,644		$	412,390

Other comprehensive income (loss), net of tax :
Unrealized appreciation (depreciation) ("URA(D)") on securities arising during the period		(10,536	)		4,114			(23,157	)
Less: reclassification adjustment for realized losses (gains) included in net income (loss)		2,303			21,273			(817	)
Total URA(D) on securities arising during the period		(8,233	)		25,387			(23,974	)

Foreign currency translation adjustments		37,427			2,849			(54,578	)

Benefit plan actuarial net gain (loss) for the period		1,027			(7,488	)		5,681
Reclassification adjustment for amortization of net (gain) loss included in net income (loss)		5,477			5,073			6,216
Total benefit plan net gain (loss) for the period		6,504			(2,415	)		11,897
Total other comprehensive income (loss), net of tax		35,698			25,821			(66,655	)

COMPREHENSIVE INCOME (LOSS)	$	113,896		$	327,465		$	345,735

See notes to consolidated financial statements.

S-3

SCHEDULE II – CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

CONDENSED STATEMENTS OF CASH FLOWS

	Years Ended December 31,
(Dollars in thousands)	2017			2016			2015

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	78,198		$	301,644		$	412,390
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in (earnings) deficit of subsidiaries		124,269			(288,851	)		(274,362	)
Decrease (increase) in advances to affiliates		-			-			20,243
Increase (decrease) in income taxes		(113,773	)		(44,260	)		1,082
Change in equity adjustments in limited partnerships		(121	)		(220	)		-
Change in other assets and liabilities, net		31,044			(2,187	)		(6,872	)
Amortization of bond premium (accrual of bond discount)		450			400			259
Net realized capital losses (gains)		(81,027	)		40,667			(119,075	)
Net cash provided by (used in) operating activities		39,040			7,193			33,665

CASH FLOWS FROM INVESTING ACTIVITIES:
Additional investment in subsidiaries		741			(4,815	)		(2,837	)
Proceeds from fixed maturities matured/called - available for sale, at market value		6,612			5,244			2,972
Proceeds from fixed maturities sold - available for sale, at market value		7,189			-			-
Proceeds from equity maturities sold - available for sale, at fair value		37,634			23,777			43,402
Proceeds from sale of subdisidiary (net of cash disposed)		-			47,721			3,934
Distributions from other invested assets		132,064			93,959			-
Cost of fixed maturities acquired - available for sale, at market value		(24,058	)		(39,214	)		(60,240	)
Cost of equity securities acquired - available for sale, at fair value		(54,605	)		(32,361	)		(76,559	)
Cost of other invest assets acquired		(152,446	)		(121,806	)		-
Net change in short-term investments		8,506			24,789			54,588
Net change in unsettled securities transaction		(604	)		(497	)		1,101
Net cash provided by (used in) investing activities		(38,967	)		(3,203	)		(33,639	)

Net increase (decrease) in cash		73			3,990			26
Cash, beginning of period		10,222			6,232			6,206
Cash, end of period	$	10,295		$	10,222		$	6,232

Non-cash financing transaction:
Non-cash contribution from parent	$	598		$	12,778		$	12,497
Non-cash contribution to subsidiaries		(598	)		(12,778	)		(12,497	)


NON-CASH TRANSACTION (2015):
Exchange of common shares of parent company, held as other invested assets at fair value,	$	-		$	-		$	1,773,214
for preferred shares of an affiliated company, held as other invested assets at fair value

See notes to consolidated financial statements.

S-4

SCHEDULE II – CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

NOTES TO CONDENSED FINANCIAL INFORMATION

1)	The accompanying condensed financial information should be read in conjunction with the Consolidated Financial Statements and related Notes of Everest Reinsurance Holdings, Inc. and its Subsidiaries.

2)	The Senior Notes and Long-Term Subordinated Notes presented in Notes 6 and 7 are direct obligations of the Registrant.

Everest Re Group, Ltd., the parent company, entered into a $250,000 thousand long term promissory note agreement with Everest Reinsurance Holdings, Inc. as of December 31, 2014. The note will mature on December 31, 2023 and has an interest rate of 1.72% that will be paid annually. This transaction is presented as a Note Receivable – Affiliated in the Condensed Balance Sheets of Everest Reinsurance Holdings, Inc.

S-5

SCHEDULE III – SUPPLEMENTARY INSURANCE INFORMATION

Column A	Column B		Column C		Column D		Column E		Column F		Column G		Column H		Column I		Column J
			Reserve								Incurred
Geographic Area			for Losses								Loss and		Amortization
	Deferred		and Loss		Unearned				Net		Loss		of Deferred		Other		Net
	Acquisition		Adjustment		Premium		Premiums		Investment		Adjustment		Acquisition		Operating		Written
(Dollars in thousands)	Costs		Expenses		Reserves		Earned		Income		Expenses		Costs		Expenses		Premium
December 31, 2017
Domestic	$	260,706	$	7,070,895	$	1,352,987	$	1,447,273	$	253,852	$	1,416,998	$	108,989	$	218,595	$	2,108,449
International		47,035		2,272,133		254,635		502,322		32,407		622,753		101,936		36,291		615,395
Total	$	307,741	$	9,343,028	$	1,607,622	$	1,949,595	$	286,259	$	2,039,751	$	210,925	$	254,886	$	2,723,844

December 31, 2016
Domestic	$	44,301	$	6,489,232	$	1,054,832	$	1,583,134	$	231,748	$	1,142,675	$	169,910	$	210,712	$	1,550,477
International		24,320		1,842,056		257,553		510,915		33,059		207,605		111,514		34,254		497,645
Total	$	68,621	$	8,331,288	$	1,312,386	$	2,094,049	$	264,807	$	1,350,280	$	281,424	$	244,966	$	2,048,122

December 31, 2015
Domestic	$	61,807	$	6,033,374	$	1,059,530	$	1,562,544	$	239,072	$	924,742	$	191,167	$	180,516	$	1,530,592
International		24,596		1,907,346		290,269		581,216		34,181		394,819		121,158		34,303		562,691
Total	$	86,402	$	7,940,720	$	1,349,799	$	2,143,760	$	273,253	$	1,319,561	$	312,325	$	214,819	$	2,093,283

(Some amounts may not reconcile due to rounding.)

S-6

SCHEDULE IV – REINSURANCE

Column A	Column B		Column C		Column D		Column E		Column F
			Ceded to		Assumed
	Gross		Other		from Other		Net		Assumed
(Dollars in thousands)	Amount		Companies		Companies		Amount		to Net

December 31, 2017
Total property and liability
insurance premiums earned	$	1,655,023	$	3,548,264	$	3,842,836	$	1,949,595		197.1	%

December 31, 2016
Total property and liability
insurance premiums earned	$	1,608,783	$	3,007,332	$	3,492,598	$	2,094,049		166.8	%

December 31, 2015
Total property and liability
insurance premiums earned	$	1,439,795	$	2,933,519	$	3,637,484	$	2,143,760		169.7	%

S-7