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 xþ NO ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES ¨ NO ¨

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

~~Large accelerated filer~~ x ~~Accelerated filer~~ ¨ ~~Non-accelerated filer~~ ¨ ~~Smaller reporting company~~¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO xþ

The number of shares of the registrant’s Common Stock outstanding at May 1, ~~2008~~2009 was ~~118,226,814.~~117,753,411.


Item Number		Page Number			Page Number
PART I			PART I
FINANCIAL INFORMATION			FINANCIAL INFORMATION

1.				Financial Statements of Assurant, Inc.:
	PART I
	FINANCIAL INFORMATION			Consolidated Balance Sheets (unaudited) at March 31, 2009 and December 31, 2008	2

1.	Financial Statements of Assurant, Inc. and Subsidiaries
				Consolidated Statement of Operations (unaudited) for the three months ended March 31, 2009 and 2008	4

				Consolidated Statement of Changes in Stockholders’ Equity (unaudited) from December 31, 2008 through March 31, 2009	5
	Assurant, Inc. and Subsidiaries Consolidated Balance Sheets (unaudited) at March 31, 2008 and December 31, 2007	2
	Assurant, Inc. and Subsidiaries Consolidated Statement of Operations (unaudited) for the three months ended March 31, 2008 and 2007	4		Consolidated Statement of Cash Flows (unaudited) for the three months ended March 31, 2009 and 2008	6
	Assurant, Inc. and Subsidiaries Consolidated Statement of Changes in Stockholders’ Equity (unaudited) from December 31, 2007 through March 31, 2008	5
	Assurant, Inc. and Subsidiaries Consolidated Statement of Cash Flows (unaudited) for the three months ended March 31, 2008 and 2007	6		Notes to Consolidated Financial Statements (unaudited) for the three months ended March 31, 2009 and 2008	7
	Assurant, Inc. and Subsidiaries Notes to Consolidated Financial Statements for the three months ended March 31, 2008 and 2007 (unaudited)	7
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19		Management’s Discussion and Analysis of Financial Condition and Results of Operations	32

3.	Quantitative and Qualitative Disclosures About Market Risk	36		Quantitative and Qualitative Disclosures About Market Risk	56

4.	Controls and Procedures	36		Controls and Procedures	56

	PART II
	OTHER INFORMATION
PART II			PART II
OTHER INFORMATION			OTHER INFORMATION

1.	Legal Proceedings	37		Legal Proceedings	57

1A.	Risk Factors	38		Risk Factors	58

2.				Unregistered Sale of Equity Securities and Use of Proceeds	58

6.	Exhibits	39		Exhibits	59

	Signatures	40		Signatures	60


	March 31, 2008		December 31, 2007		March 31, 2009		December 31, 2008
	(in thousands except per share and share amounts)				(in thousands except per share and share amounts)
Assets
Investments:
Fixed maturity securities available for sale, at fair value (amortized cost - $9,687,311 in 2008 and $ 10,026,355 in 2007)	$	9,692,529	$	10,126,415
Equity securities available for sale, at fair value (cost - $784,511 in 2008 and $ 702,698 in 2007)		728,473		636,001
Fixed maturity securities available for sale, at fair value (amortized cost—$9,320,038 in 2009 and $9,204,228 in 2008)					$	8,616,598	$	8,591,266
Equity securities available for sale, at fair value (cost—$540,903 in 2009 and $577,356 in 2008)						374,376		474,873
Commercial mortgage loans on real estate, at amortized cost		1,470,477		1,433,626		1,495,420		1,506,694
Policy loans		56,978		57,107		57,793		58,096
Short-term investments		652,305		410,878		664,272		703,402
Collateral held under securities lending		521,347		541,650		181,177		234,027
Other investments		535,862		541,474		488,410		498,434

Total investments		13,657,971		13,747,151		11,878,046		12,066,792
Cash and cash equivalents		1,020,594		804,964		664,339		1,040,684
Premiums and accounts receivable, net		621,150		580,379		439,534		513,181
Reinsurance recoverables		3,895,539		3,904,348		4,076,574		4,010,170
Accrued investment income		155,465		149,165		153,819		144,679
Tax receivable		—		26,012		—		44,156
Deferred acquisition costs		2,895,498		2,895,345		2,579,420		2,650,672
Property and equipment, at cost less accumulated depreciation		272,333		275,779		277,288		278,621
Deferred income taxes, net						530,700		449,372
Goodwill		829,039		832,656		1,005,027		1,001,899
Value of business acquired		120,897		125,612		104,627		108,204
Other assets		257,632		265,617		508,908		427,347
Assets held in separate accounts		2,720,297		3,143,288		1,602,362		1,778,809

Total assets	$	26,446,415	$	26,750,316	$	23,820,644	$	24,514,586


	March 31, 2008			December 31, 2007			March 31, 2009			December 31, 2008
	(in thousands except per share and share amounts)						(in thousands except per share and share amounts)
Liabilities
Future policy benefits and expenses	$	7,177,899		$	7,189,496		$	7,150,150		$	7,095,645
Unearned premiums		5,412,023			5,410,709			5,227,849			5,407,859
Claims and benefits payable		3,297,077			3,303,084			3,278,332			3,302,731
Commissions payable		226,372			267,886			192,295			233,200
Reinsurance balances payable		85,547			104,105			67,862			88,393
Funds held under reinsurance		49,954			50,147			38,492			38,433
Deferred gain on disposal of businesses		209,393			216,772			180,558			187,360
Obligation under securities lending		521,347			541,650			202,616			256,506
Accounts payable and other liabilities		1,409,357			1,332,824			1,165,168			1,433,028
Deferred income taxes, net		52,168			108,429
Income taxes payable		94,720			—
Tax payable								64,496			—
Debt		971,886			971,863			971,982			971,957
Mandatorily redeemable preferred stock		11,160			21,160			8,160			11,160
Liabilities related to separate accounts		2,720,297			3,143,288			1,602,362			1,778,809

Total liabilities		22,239,200			22,661,413			20,150,322			20,805,081

Commitments and contingencies (Note 10)

Commitments and contingencies (Note 12)
Stockholders’ equity
Common stock, par value $0.01 per share, 800,000,000 shares authorized, 144,180,406 and 144,009,979 shares issued, 117,922,870 and 117,808,007 shares outstanding at March 31, 2008 and December 31, 2007, respectively		1,440			1,438
Common stock, par value $0.01 per share, 800,000,000 shares authorized, 117,533,500 and 117,368,534 shares outstanding at March 31, 2009 and December 31, 2008, respectively								1,445			1,443
Additional paid-in capital		2,912,891			2,904,970			2,936,265			2,928,160
Retained earnings		2,438,904			2,269,107			2,714,463			2,650,371
Accumulated other comprehensive (loss) income		(5,497	)		53,911
Treasury stock, at cost; 25,997,943 shares at March 31, 2008 and December 31, 2007		(1,140,523	)		(1,140,523	)
Accumulated other comprehensive loss								(782,328	)		(670,946	)
Treasury stock, at cost; 26,997,943 shares at March 31, 2009 and December 31, 2008								(1,199,523	)		(1,199,523	)

Total stockholders’ equity		4,207,215			4,088,903			3,670,322			3,709,505

Total liabilities and stockholders’ equity	$	26,446,415		$	26,750,316		$	23,820,644		$	24,514,586


	Three Months Ended March 31,					Three Months Ended March 31,
	2008			2007		2009			2008
	(in thousands except number of shares and per share amounts)					(in thousands except per share and share amounts)
Revenues
Net earned premiums and other considerations	$	1,941,417		$	1,759,509	$	1,874,579		$	1,941,417
Net investment income		197,774			216,896		178,479			197,774
Net realized (losses) gains on investments		(43,143	)		5,570
Net realized losses on investments							(55,689	)		(43,143	)
Amortization of deferred gain on disposal of businesses		7,379			8,349		6,802			7,379
Fees and other income		73,898			66,939		83,706			73,898

Total revenues		2,177,325			2,057,263		2,087,877			2,177,325

Benefits, losses and expenses
Policyholder benefits		935,083			889,522		960,342			937,459
Amortization of deferred acquisition costs and value of business acquired		405,208			319,714		387,794			405,208
Underwriting, general and administrative expenses		535,818			555,212		566,685			533,442
Interest expense		15,288			15,297		15,189			15,288

Total benefits, losses and expenses		1,891,397			1,779,745		1,930,010			1,891,397

Income before provision for income taxes		285,928			277,518		157,867			285,928
Provision for income taxes		99,098			98,061		77,286			99,098

Net income	$	186,830		$	179,457	$	80,581		$	186,830


Earnings Per Share
Basic	$	1.58		$	1.47	$	0.68		$	1.58
Diluted	$	1.57		$	1.45
Diluted*						$	0.68		$	1.56
Dividends per share	$	0.12		$	0.10	$	0.14		$	0.12

Share Data:
Weighted average shares outstanding used in basic per share calculations		117,883,761			122,149,873
Plus: Dilutive securities		1,397,219			1,961,661
Weighted average shares outstanding used in basic per share calculations*							117,891,543			118,103,519
Plus: Dilutive securities*							76,204			1,283,802

Weighted average shares used in diluted per share calculations		119,280,980			124,111,534
Weighted average shares used in diluted per share calculations*							117,967,747			119,387,321

*Prior period amounts have been adjusted in accordance with FSP EITF 03-6-1. See Notes 3 and 9.


	Three Months Ended March 31,						Three Months Ended March 31,
	2008			2007			2009			2008
	(in thousands)						(in thousands)
Net cash provided by operating activities	$	450,192		$	170,593
Net cash (used in) provided by operating activities							$	(264,569	)	$	450,192

Investing activities
Sales of:
Fixed maturity securities available for sale		575,869			398,894			176,029			575,869
Equity securities available for sale		81,492			46,481			16,908			81,492
Property and equipment and other		1,251			1,186			137			1,251
Maturities, prepayments, and scheduled redemption of:
Fixed maturity securities available for sale		189,552			203,173			175,548			189,552
Purchases of:
Fixed maturity securities available for sale		(578,632	)		(764,142	)		(489,486	)		(578,632	)
Equity securities available for sale		(177,592	)		(55,300	)		(5,677	)		(177,592	)
Property and equipment and other		(15,455	)		(16,151	)		(13,286	)		(15,455	)
Change in commercial mortgage loans on real estate		(37,875	)		(20,829	)		10,798			(37,875	)
Change in short term investments		(242,936	)		(116,362	)		37,572			(242,936	)
Change in other invested assets		(5,946	)		9,755			2,145			(5,946	)
Change in policy loans		58			325			267			58
Change in collateral held under securities lending		20,303			(210,171	)		53,890			20,303

Net cash (used in) investing activities		(189,911	)		(523,141	)
Net cash used in investing activities								(35,155	)		(189,911	)

Financing activities
Repayment of mandatorily redeemable preferred stock		(10,000	)		—			(3,000	)		(10,000	)
Excess tax benefits from stock-based payment arrangements		599			1,440
Acquisition of treasury stock		—			(75,002	)
Change in tax benefit from share-based payment arrangements								(655	)		599
Dividends paid		(14,173	)		(12,233	)		(16,489	)		(14,173	)
Change in obligation under securities lending		(20,303	)		210,171			(53,890	)		(20,303	)
Commercial paper issued		—			19,979
Commercial paper repaid		—			(20,000	)

Net cash (used in) provided by financing activities		(43,877	)		124,355
Net cash used in financing activities								(74,034	)		(43,877	)

Effect of exchange rate changes on cash and cash equivalents		(774	)		356			(2,587	)		(774	)

Change in cash and cash equivalents		215,630			(227,837	)		(376,345	)		215,630
Cash and cash equivalents at beginning of period		804,964			987,672			1,040,684			804,964

Cash and cash equivalents at end of period	$	1,020,594		$	759,835		$	664,339		$	1,020,594

Assurant, Inc. (the “Company”) is a holding company whose subsidiaries provide specialized insurance products and related services in North America and selected other international markets.

~~Assurant, Inc.~~The Company is traded on the New York Stock Exchange under the symbol AIZ.

Through its operating subsidiaries, the Company provides creditor-placed homeowners insurance, manufactured housing homeowners insurance, debt protection administration, ~~credit~~credit-related insurance, warranties and ~~extended~~ service contracts, individual health and small employer group health insurance, group dental insurance, group disability insurance, group life insurance and pre-funded funeral insurance.

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, these statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

InThe interim financial data as of March 31, 2009 and for the three months ended March 31, 2009 and March 31, 2008 is unaudited; in the opinion of management, the interim data includes all adjustments, ~~(consisting~~consisting only of a normal recurring ~~nature) considered~~adjustments, necessary ~~for~~to a fair statement of the ~~financial statements have been included.~~results for the interim periods. The unaudited interim consolidated financial statements include the accounts of the Company and all of its wholly owned subsidiaries. All inter-company transactions and balances are eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the ~~2008~~2009 presentation.

~~The Company recorded an after-tax cumulative effect of change in accounting principle of $(2,860) on~~Effective January 1, ~~2008, related to~~2009, new preneed life insurance policies in which death benefit increases are determined at the ~~adoption~~discretion of the Company are accounted for as universal life contracts under Statement of Financial Accounting Standards (“FAS”) No. ~~157,~~97,~~Fair Value Measurements~~Accounting and Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments (“FAS ~~157”~~97”). For contracts sold prior to January 1, 2009, these types of preneed life insurance sales are accounted for and will continue to be accounted for under FAS No. 60,Accounting and Reporting by Insurance Enterprises.The ~~amount~~difference between reporting in accordance with FAS 60 and FAS 97 is ~~reflected~~not material. In addition, this change did not materially impact the Company’s results of operations, but resulted in the ~~statement~~Company recording policy fee income instead of ~~changes in stockholders’ equity as required. See Notes 3~~net earned premiums and ~~4 for further information regarding the adoption of FAS 157.~~incurred losses.

As part of our ongoing monitoring process, we regularly review our investment portfolio to ensure that investments that may be other-than-temporarily impaired are identified on a timely basis and that any impairment is charged against earnings in the proper period. We have reviewed these securities and recorded $43,409 of other-than-temporary impairments for the three months ended March 31, 2008. There were no other-than-temporary impairments for the three months ended March 31, 2007.

Operating results for the three months ended March 31, ~~2008~~2009 are not necessarily indicative of the results that may be expected for the year ending December 31, ~~2008.~~2009. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2007.~~2008.

On January 1, 2008, the Company adopted FAS 157 which defines fair value, addresses how companies should measure fair value when they are required to use a fair value measure for recognition or disclosure purposes under GAAP and expands disclosures about fair value measurements. FAS 157 is applied prospectively for financial assets and liabilities measured on a recurring basis as of January 1, 2008 except for certain financial assets that were measured at fair value using a transaction price. For these financial instruments, which the Company has, FAS 157 requires limited retrospective adoption and thus the difference between the fair values using a transaction price and the fair values using an exit price of the relevant financial instruments will be shown as a cumulative-effect adjustment to the January 1, 2008 retained earnings balance. At adoption, the Company recognized a $4,400 decrease to other assets, and a corresponding decrease of $2,860 (after-tax) to retained earnings. See Note 4 for further information regarding the adoption of FAS 157.

On January 1, ~~2008,~~2009, the Company adopted ~~FAS No. 159,~~~~The Fair Value Option for Financial Assets and Financial Liabilities~~ ~~(“FAS 159”). FAS 159 provides a choice to measure many financial instruments and certain other items at fair value on specified election dates and requires disclosures about the election~~Statement of the fair value option. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. The Company has chosen not to elect the fair value option for any financial or non-financial instruments as of the adoption date, thus the adoption of FAS 159 did not have an impact on the Company’s financial position or results of operations.

~~On January 1, 2008, the Company adopted Emerging Issues Task Force (“EITF”) Issue No. 06-10,~~~~Accounting for Deferred Compensation and Postretirement Benefit Aspects of Collateral Assignment Split-Dollar Life Insurance Arrangements~~(“EITF 06-10”). EITF 06-10 provides guidance regarding the employer’s recognition of the liability and the related compensation costs for collateral assignment split-dollar life insurance arrangements that provide a benefit to an employee that extends into postretirement periods. This consensus concludes that for a collateral assignment split-dollar life insurance arrangement, an employer should recognize a liability for future benefits in accordance with FAS No. 106,~~Employers’ Accounting For Postretirement Benefits Other-Than-Pensions,~~~~(if, in substance, a postretirement benefit plan exists) or Accounting Principles Board Opinion No. 12,~~~~Deferred Compensation Contracts,~~(“APB 12”) (if the arrangement is, in substance, an individual deferred compensation contract) based on the substantive agreement with the employee. The Company has been recording its liability for future benefits in accordance with APB 12, thus the adoption of EITF 06-10 did not have an impact on the Company’s financial position or results of operations.

~~In December 2007, the~~ Financial Accounting Standards ~~Board~~ (“~~FASB”~~FAS”) ~~issued FAS~~ No. 141R,Business Combinations(“FAS 141R”). FAS 141R replaces ~~FASB Statement~~FAS No. 141,Business Combinations(“FAS 141”).FAS 141R retains the fundamental requirements of FAS 141 that the ~~purchase~~acquisition method of accounting be used for all business combinations, that an acquirer be identified for each business combination and for goodwill to be recognized and measured as a residual. FAS 141R expands the definition of transactions and events that qualify as business combinations to all transactions and other events in which one entity obtains control over one

or more other businesses. FAS 141R broadens the fair value measurement and recognition of assets acquired, liabilities assumed, and interests transferred as a result of business combinations. FAS 141R also increases the disclosure requirements for business combinations in the consolidated financial statements. ~~FAS 141R is effective for fiscal periods beginning after December 15, 2008. Therefore, the Company is required to adopt FAS 141R on January 1, 2009.~~ The ~~Company is currently evaluating the requirements~~adoption of FAS 141R ~~and the potential~~did not have an impact on the Company’s financial position ~~and~~or results of operations. However, should the Company enter into any business combination in 2009 or beyond, our financial position or results of operations could incur a significantly different impact than had it recorded the acquisition under FAS 141. Earnings volatility could result, depending on the terms of the acquisition.

~~In December 2007,~~On January 1, 2009, the ~~FASB issued~~Company adopted FAS No. 160,~~Non - Controlling~~Noncontrolling Interest in Consolidated Financial Statements—an amendment of ARB No. 51(“FAS 160”). FAS 160 requires that a ~~non-controlling~~noncontrolling interest in a subsidiary be separately reported within equity and the amount of consolidated net income attributable to the ~~non-controlling~~noncontrolling interest be presented in the statement of operations. FAS 160 also calls for consistency in reporting changes in the parent’s ownership interest in a subsidiary and necessitates fair value measurement of any ~~non-controlling~~noncontrolling equity investment retained in a deconsolidation. The adoption of FAS 160 did not have an impact on the Company’s financial position or results of operations.

On January 1, 2009, the Company applied FAS No. 157,Fair Value Measurements (“FAS 157”), for all non-financial assets and liabilities measured at fair value on a non-recurring basis in accordance with FASB Staff Position (“FSP”) FAS 157-2,Effective Date of FAS 157(“FSP FAS 157-2”), which postponed the effective date of FAS 157 for those assets and liabilities to fiscal years beginning after November 15, 2008, which for the Company is January 1, 2009. The application of FSP FAS 157-2 did not have an impact on the Company’s financial position or results of operations. The Company’s non-financial assets measured at fair value on a non-recurring basis include goodwill and intangible assets. In a business combination, the non-financial assets and liabilities of the acquired company would be measured at fair value in accordance with FAS 157. The requirements of FAS 157 include using an exit price based on an orderly transaction between market participants at the measurement date assuming the highest and best use of the asset by market participants. The Company would use a market, income or cost approach valuation technique to perform the valuations. Since the Company performs its annual impairment analyses of goodwill and indefinite-lived intangible assets in the fourth quarter of each year and since no impairment trigger event occurred during the first quarter of 2009, the application of FAS 157 for all non-financial assets and liabilities measured at fair value on a non-recurring basis did not have an impact on the Company’s financial position or results of operations. However, there may be an impact during 2009 on the Company’s financial position and results of operations when the Company performs an impairment analysis of goodwill and indefinite-lived intangible assets due to the difference in fair value methodology required under FAS 157.

On January 1, 2009, the Company adopted FSP Emerging Issues Task Force (“EITF”) Issue 03-6-1,Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities (“FSP EITF 03-6-1”). FSP EITF 03-6-1 requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents as participating securities. Therefore, the Company’s restricted stock and restricted stock units which have non-forfeitable rights to dividends are included in calculating basic and diluted earnings per share under the two-class method described in FAS No. 128,Earnings Per Share(“FAS 128”). All prior period earnings per share data presented have been adjusted retrospectively. The adoption of FSP EITF 03-6-1 did not have a material impact on the Company’s basic and diluted earnings per share calculations for the periods ended March 31, 2009 and 2008. See Note 9 for further information.

In April 2009, the FASB issued FSP FAS 157-4,Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly(“FSP FAS 157-4”). FSP FAS 157-4 supersedes FSP FAS 157-3,Determining the Fair Value of a

Financial Asset When the Market for That Asset Is Not Active. FSP FAS 157-4 reiterates that fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. FSP FAS 157-4 requires companies to evaluate certain factors to determine whether there has been a significant decrease in the volume and level of activity for the asset or liability when compared with normal market activity for the asset or liability (or similar assets or liabilities). If a company concludes there has been a significant decrease in the volume and level of activity for the asset or liability in relation to normal market activity for the asset or liability (or similar assets or liabilities), further analysis of the transactions or quoted prices is required and a significant adjustment to the transactions or quoted prices may be necessary to estimate fair value in accordance with FAS 157. A company would need to determine whether or not a transaction is orderly based on the information that is available without undue cost and effort. If a transaction is not orderly, little reliance would be placed on that transaction price when estimating fair value. If a transaction is not known to be orderly, that transaction price would be considered when estimating fair value. However, less reliance would be placed on prices from transactions that are not known to be orderly as compared to transactions that are known to be orderly. FSP FAS 157-4 also requires additional disclosures in the period of adoption and in interim and annual periods. FSP FAS 157-4 is effective for ~~fiscal~~interim and annual periods ~~beginning~~ending after ~~December~~June 15, ~~2008. Therefore,~~2009, with early adoption permitted for periods ending after March 15, 2009. The Company did not elect the early adoption option; therefore, the Company is required to adopt FAS ~~160 on January 1,~~157-4 for the period ending June 30, 2009. The Company is currently evaluating the requirements of FSP FAS ~~160~~157-4 and the potential impact on the Company’s financial position and results of operations.

In ~~February 2008,~~April 2009, the FASB issued ~~Financial Statement~~FSP FAS 115-2 and FAS 124-2,Recognition and Presentation of ~~Position FAS 157-2~~Other-Than-Temporary Impairments (“OTTI”) (“FSP FAS ~~157-2”~~115-2 and FAS 124-2”). FSP FAS ~~157-2 defers~~115-2 and FAS 124-2 changes both the trigger to record an OTTI and the impairment amount that would be recognized in the results of operations for debt securities only. FSP FAS 115-2 and FAS 124-2 replaces the existing requirement that the company’s management assert that it has both the intent and ability to hold an impaired security until recovery in order for an impairment to be considered temporary; with a requirement that management assert that (a) it does not have the intent to sell the security; and (b) it is more likely than not it will not have to sell the security before recovery of its amortized cost basis. An OTTI would be triggered if the company does not expect to recover its amortized cost basis in the security. If selling the security is more likely than not before recovery of the amortized cost basis, the difference between the security’s fair value and its amortized cost basis would be recorded in the results of operations. If selling the security is not more likely than not before recovery of the amortized cost basis, an OTTI would not have occurred unless there were credit losses, which would need to be recognized in the results of operations. Losses, other than credit, would be recognized within other comprehensive (loss) income (“OCI”), net of applicable taxes. The total OTTI would be presented in the results of operations with an offset for the amount of the OTTI that would be recognized in OCI. Credit losses should be measured based on the difference between the amortized cost basis of the security and the present value of expected future cash flows to be collected. As of the beginning of the period of adoption, there is also a requirement for a cumulative effect adjustment to reclassify the non-credit component of a previously recognized OTTI from retained earnings to accumulated OCI if the entity does not intend to sell the security and it is not more likely than not that the entity will be required to sell the security before recovery. FSP FAS 115-2 and FAS 124-2 require additional disclosures in the period of adoption and in both interim and annual periods for debt and equity securities that are and are not other than temporarily impaired. FSP FAS 115-2 and FAS 124-2 are effective ~~date of FAS 157~~ for ~~all non-financial assets~~interim and ~~non-financial liabilities measured on a non-recurring basis to fiscal years beginning~~annual periods ending after ~~November~~June 15, ~~2008, and interim~~2009, with early adoption permitted for periods ~~within those fiscal years, which for~~ending after March 15, 2009. The Company did not elect the early adoption option; therefore, the Company is ~~January 1,~~required to adopt FSP FAS 115-2 and FAS 124-2 for the period ending June 30, 2009. The Company is currently evaluating the requirements of FSP FAS ~~157 for its non-financial assets~~115-2 and ~~non-financial liabilities measured on a non-recurring basis~~FAS 124-2 and the potential impact on the Company’s financial position and results of operations.

In April 2009, the FASB issued FSP FAS 107-1 and Accounting Principles Board Opinion (“APB”) 28-1,Interim Disclosures about Fair Value of Financial Instruments (“FSP FAS 107-1 and APB 28-1”). FSP FAS

107-1 and APB 28-1 will require interim disclosures of fair value measurements for all financial instruments within the scope of FAS 107. FSP FAS 107-1 and APB 28-1 will require disclosure of the methods and assumptions used to estimate fair value. FSP FAS 107-1 and APB 28-1 is effective for interim and annual periods ending after June 15, 2009, with early adoption permitted for periods ending after March 15, 2009. The Company did not elect the early adoption option; therefore, the Company is required to adopt FSP FAS 107-1 and APB 28-1 for the period ending June 30, 2009. The adoption of FSP FAS 107-1 and APB 28-1 will not have an impact on the Company’s financial position or results of operations.

In December 2008, the FASB issued FSP FAS 132R-1,Employers’ Disclosures About Postretirement Plan Benefit Assets(“FSP FAS 132R-1”). FSP FAS 132R-1 will require entities that are subject to the disclosure requirements of FAS 132R,Employers’ Disclosures about Pensions and Other Postretirement Benefits—an amendment of FASB Statements No. 87, 88, and 106, to make additional disclosures about plan assets for defined benefit pension and other postretirement benefit plans. The additional disclosure requirements of FSP FAS 132R-1 include how investment allocation decisions are made, the major categories of plan assets and the inputs and valuation techniques used to measure the fair value of plan assets. FSP FAS 132R-1 will be effective for fiscal years ending after December 15, 2009. Therefore, the Company is required to adopt FSP FAS 132R-1 on December 31, 2009. The adoption of FSP FAS 132R-1 will not have an impact on the Company’s financial position or results of operations.

The following tables show the cost or amortized cost, gross unrealized gains and losses and fair value of our fixed maturity and equity securities as of the dates indicated:

Throughout 2008 and continuing into 2009, the fixed maturity and equity security markets experienced significant volatility and declines in market values. These declines were primarily due to declines in the housing market, credit availability, as well as a general economic slowdown. As a result, certain securities directly exposed to these factors have had significant market value declines.

In connection with these market declines, we recorded net realized losses, including other-than-temporary impairments, in the statement of operations as follows:

We regularly monitor our investment portfolio to ensure investments that may be other-than-temporarily impaired are identified in a timely fashion, properly valued, and any impairments are charged against earnings in the proper period. The determination that a security has incurred an other-than-temporary decline in value requires the judgment of management. Assessment factors include, but are not limited to, the length of time and the extent to which the market value has been less than cost, the financial condition and rating of the issuer, whether any collateral is held, and the intent and ability of the Company to retain the investment for a period of time sufficient to allow for recovery. Inherently, there are risks and uncertainties involved in making these judgments. Changes in circumstances and critical assumptions such as a continued weak economy, a more pronounced economic downturn or unforeseen events which affect one or more companies, industry sectors, or countries could result in additional impairments in future periods for other-than-temporary declines in value. Any security whose price decrease is deemed other-than-temporary is written down to its then current market value with the amount of the impairment reported as a realized loss in that period. Realized gains and losses on sales of investments are recognized on the specific identification basis.

When we determine that there is an other-than-temporary impairment, we write down the value of the security to the current market value, which reduces the cost basis. In periods subsequent to the recognition of an other-than-temporary impairment, we generally accrete into net investment income the discount (or amortize the reduced premium) resulting from the reduction in cost basis, based upon the amount and timing of the expected future cash flows over the remaining life of the security.

The investment category and duration of the Company’s gross unrealized losses on fixed maturity securities and equity securities at March 31, 2009 and December 31, 2008 were as follows:

The total gross unrealized losses represent less than 21% and 17% of the aggregate fair value of the related securities at March 31, 2009 and December 31, 2008, respectively. Approximately 38% and 53% of these gross unrealized losses have been in a continuous loss position for less than twelve months at March 31, 2009 and December 31, 2008, respectively. The total gross unrealized losses are comprised of 1,331 and 1,409 individual securities at March 31, 2009 and December 31, 2008, respectively. At March 31, 2009, 51%, 11% and 9% of the gross unrealized losses for fixed maturity and equity securities were concentrated in the financial, consumer cyclical and industrial industries, respectively.

For fixed maturity securities, 39.4% and 31.5% of the gross unrealized losses at March 31, 2009 and December 31, 2008 were from $444,404 and $373,385 of securities with a fair value below 70% of amortized cost, or 5.2% and 4.4% of our total fixed maturity security portfolio. The percentage of fair value to amortized cost for fixed maturity securities with gross unrealized losses at March 31, 2009 and December 31, 2008 are shown in the following tables.

The Company engages in transactions in which fixed maturity securities, especially bonds issued by the United States government, government agencies and authorities, and U.S. corporations, are loaned to selected broker/dealers. Collateral, greater than or equal to 102% of the fair value of the securities lent plus accrued interest, is received in the form of cash and cash equivalents held by a custodian bank for the benefit of the Company. The use of cash collateral received is unrestricted. The Company reinvests the cash collateral received, generally in investments of high credit quality and are designated as available-for-sale under FASB Statement No. 115,Accounting for Certain Investments in Debt and Equity Securities (“FAS 115”). The Company monitors the fair value of securities loaned and the collateral received, with additional collateral obtained as necessary. The Company is subject to the risk of loss to the extent there is a loss in the re-investment of cash collateral.

As of March 31, 2009 and December 31, 2008, our collateral held under securities lending, of which its use is unrestricted, was $181,177 and $234,027, respectively, while our liability to the borrower for collateral received was $202,616 and $256,506, respectively. The difference between the collateral held and obligations under securities lending is recorded as an unrealized loss and is included as part of accumulated other comprehensive loss. The Company has actively reduced the size of the program to mitigate counter-party exposure. The Company includes the available-for-sale investments purchased with the cash collateral in its evaluation of other-than-temporary impairments.

Cash proceeds that the Company receives as collateral for the securities it lends and subsequent repayment of the cash are regarded by the Company as cash flows from financing activities, since the cash received is considered a borrowing.

Since the Company reinvests the cash collateral generally in investments which are designated as available-for-sale under FAS 115, the reinvestment is presented as cash flows from investing activities.

FAS 157 defines fair value, establishes a framework for measuring fair value, creates a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. FAS 157 defines fair value as the price that would be received to sell an asset or ~~pay~~paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with FAS 157, the Company has categorized its recurring basis financial assets and liabilities based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy. The FASB has deferred the effective date of FAS 157 until January 1, 2009 for non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a non-recurring basis in accordance with FSP FAS 157-2.

The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability.

The levels of the fair value hierarchy and its application to the Company’s financial assets and liabilities are described below:

Level 2 inputs utilize other than quoted prices included in Level 1 that are observable for the asset, either directly or indirectly, for substantially the full term of the asset. Level 2 inputs include quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and inputs other than quoted prices that are observable in the marketplace for the asset. The observable inputs are used in valuation models to calculate the fair value for the asset. Financial assets utilizing Level 2 inputs include corporate, municipal, foreign government and public utilities bonds, private placement bonds, ~~certain~~ U.S. Government and agency securities, mortgage and asset backed securities, preferred stocks and certain U.S. and foreign mutual funds.

Level 3 inputs are unobservable but are significant to the fair value measurement for the asset, and include situations where there is little, if any, market activity for the asset. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. Financial assets utilizing Level 3 inputs include certain preferred stocks, corporate bonds and ~~mortgage backed~~mortgage-backed securities that were quoted by brokers and could not be corroborated by Level 2 inputs and derivatives.

A review of fair value hierarchy classifications is conducted on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

The following ~~table presents~~tables present the Company’s fair value hierarchy for those recurring basis assets and liabilities as of March 31, ~~2008.~~


		March 31, 2008										March 31, 2009
Financial Assets	Total		Level 1			Level 2			Level 3			Total		Level 1			Level 2			Level 3
Fixed maturity securities	$	9,692,529	$	5,139		$	9,496,110		$	191,280		$	8,616,598	$	2,378		$	8,454,432		$	159,788
Equity securities		728,473		4,793	a		712,054			11,626			374,376		2,774	a		355,437			16,165
Short-term investments		652,305		567,378			84,927			—			664,272		533,998			130,274			—
Collateral held under securities lending		481,347		58,278			423,069			—			142,177		47,257			94,920			—
Other investments		301,471		97,794	b		194,064	c		9,613	c		230,178		56,883	b		167,249	c		6,046	c
Cash equivalents		717,681		717,681			—			—			446,983		446,983			—			—
Other assets		3,688		—			—			3,688			8,934		—			—			8,934
Assets held in separate accounts		2,720,297		2,450,408	a		269,889			—			1,526,146		1,362,206	a		163,940			—

Total financial assets	$	15,297,791	$	3,901,471		$	11,180,113		$	216,207		$	12,009,664	$	2,452,479		$	9,366,252		$	190,933


Financial Liabilities
Other liabilities	$	97,794	$	97,794	b	$	—		$	—		$	56,883	$	56,883	b	$	—		$	—


												December 31, 2008
Financial Assets												Total		Level 1			Level 2			Level 3
Fixed maturity securities												$	8,591,266	$	2,398		$	8,427,643		$	161,225
Equity securities													474,873		3,165	a		455,352			16,356
Short-term investments													703,402		611,460			91,942			—
Collateral held under securities lending													159,028		54,192			104,836			—
Other investments													239,605		56,296	b		176,285	c		7,024	c
Cash equivalents													674,390		674,390			—			—
Other assets													7,080		—			—			7,080
Assets held in separate accounts													1,701,996		1,523,024	a		178,972			—

Total financial assets												$	12,551,640	$	2,924,925		$	9,435,030		$	191,685


Financial Liabilities
Other liabilities												$	56,296	$	56,296	b	$	—		$	—

The following ~~table summarizes~~tables summarize the change in balance sheet carrying value associated with Level 3 financial assets carried at fair value during the three months ended March 31, 2009 and March 31, 2008:

FAS 157 describes three different valuation techniques to be used in determining fair value for financial assets and liabilities: the market, income or cost approaches. The three valuation techniques described ~~within~~in FAS 157 are consistent with generally accepted valuation methodologies. The market approach valuation ~~technique~~techniques use prices and other relevant information from market transactions involving identical or comparable assets or liabilities. When possible, quoted prices (unadjusted) in active markets are used as of the period-end date. Otherwise, valuation techniques consistent with the market approach including matrix pricing and comparables are used. Matrix pricing is a mathematical technique employed to value certain securities without relying exclusively on quoted prices for those securities but comparing those securities to benchmark or comparable securities. Comparables use market multiples, which might lie in ranges with a different multiple for each comparable.

Income approach valuation techniques convert future amounts, such as cash flows or earnings, to a single present amount, or a discounted amount. These techniques rely on current market expectations of future amounts as of the period-end date. Examples of income approach valuation techniques include present value techniques, option-pricing models, binomial or lattice models that incorporate present value techniques, and the multi-period excess earnings method.

Cost approach valuation techniques are based upon the amount that would be required to replace the service capacity of an asset at the period-end date, or the current replacement cost. That is, from the perspective of

a market participant (seller), the price that would be received for the asset is determined based on the cost to a market participant (buyer) to acquire or construct a substitute asset of comparable utility, adjusted for obsolescence.

While not all three approaches are ~~not~~ applicable to all financial assets or liabilities, where appropriate, one or more valuation ~~technique~~techniques may be used. For all the financial assets and liabilities included in the above hierarchy, excluding derivatives and private placement bonds, the market valuation technique is generally used. For private placement bonds and derivatives, the income valuation technique is generally used. For the period ended March 31, ~~2008,~~2009, the application of the valuation ~~techniques~~technique applied to similar assets and liabilities has been consistent.

Level 1 and Level 2 ~~valuations~~securities are valued using various observable market inputs obtained from a pricing service. The pricing service prepares estimates of fair value measurements for our Level 2 securities using proprietary valuation models based on techniques such as matrix pricing which include observable market inputs. FAS 157 defines observable market inputs as the assumptions market participants would use in pricing the asset or liability developed on market data obtained from sources independent of the Company. The extent of the use of each observable market input for a security depends on the type of security and the market conditions at the balance sheet date. Depending on the security, the priority of the use of observable market inputs may change as some observable market inputs may not be relevant or additional inputs may be necessary. The following observable market inputs, listed in the approximate order of priority, are utilized in the pricing evaluation of Level 2 securities: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data. ~~Each~~The pricing service also evaluates each security ~~is evaluated~~ based on relevant market information including: relevant credit information, perceived market movements and sector news. Valuation models can change period to period, depending on the appropriate observable inputs that are available at the balance sheet date to price a security. When market observable inputs are unavailable, the remaining unpriced securities are submitted to independent brokers who provide non-binding broker quotes or are priced by other qualified sources and are categorized as Level 3 securities.

Management uses the following criteria in order to determine whether the market for a financial asset is inactive:

Illiquidity did not have a material impact in the fair value determination of the Company’s financial assets.

The Company generally obtains one price for each financial asset. The Company performs a monthly analysis to assess if the evaluated prices represent a reasonable estimate of their fair value. This process involves quantitative and qualitative analysis and is overseen by investment and accounting professionals. Examples of procedures performed include, but are not limited to, initial and on-going review of pricing service methodologies, review of the ~~evaluated~~ prices received from the pricing service, review of pricing statistics and trends, and comparison of prices for certain securities with two different appropriate price sources for reasonableness. As a result of this analysis, if the Company determines there is a more appropriate fair value based upon available market data, which happens infrequently, the price of a security is adjusted accordingly. The pricing service provides

information to indicate which securities were priced using market observable inputs so that the Company can properly categorize our financial assets in the fair value hierarchy.

As of December 31, 2008, the Company had a cumulative valuation allowance against deferred tax assets of $98,793. During the three months ended March 31, 2009, the Company recognized income tax expense of $19,069 and other comprehensive loss of $7,000 to increase the valuation allowance. The increase in the valuation allowance was primarily related to an increase in deferred tax assets from additional realized capital losses and other-than-temporary impairments in our investment portfolio. It is management’s assessment that it is more likely than not that $124,862 of deferred tax assets will not be realized.

The Company’s ability to realize deferred tax assets depends on its ability to generate sufficient taxable income of the same character within the carryback or carryforward periods. In assessing future GAAP taxable income, the Company has considered all sources of taxable income available to realize its deferred tax asset, including the future reversal of existing temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, taxable income in carryback years and tax-planning strategies. If changes occur in the assumptions underlying the Company’s tax planning strategies or in the scheduling of the reversal of the Company’s deferred tax liabilities, the valuation allowance may need to be adjusted in the future.

In February 2004, the Company issued two series of senior notes with an aggregate principal amount of ~~$975,000.~~$975,000 (the “Senior Notes”). The Company received net proceeds of $971,537 from this transaction, which represents the principal amount less the discount. The discount of $3,463 is being amortized over the life of the ~~notes~~Senior Notes and is included as part of interest expense inon the statement of operations.

The interest expense incurred related to the ~~senior notes~~Senior Notes was $15,047, including $7,523 of accrued interest, for the three months ended March 31, ~~2008~~2009 and ~~2007,~~2008, respectively. The Company made an interest payment of $30,094 on February 15, ~~2008.~~2009.

In March 2004, the Company established a $500,000 commercial paper program, which is available for working capital and other general corporate purposes. This program is backed up by a $500,000 senior revolving credit facility. ~~The Company did not use~~There were no amounts relating to the commercial paper program ~~during the three months ended~~outstanding at March 31, ~~2008. During 2007, the Company used proceeds from the commercial paper program for general corporate purposes, all of which were repaid during 2007.~~2009. The Company did not use the revolving credit facility during the three months ended March 31, ~~2008~~2009 or the twelve months ended December 31, ~~2007.~~2008 and no amounts are currently outstanding. The $500,000 senior revolving credit facility contains a $30,000 commitment from Lehman Brothers Bank, FSB (“Lehman”). Based on the financial condition of Lehman, the Company is not relying on Lehman’s commitment.

The revolving credit facility contains restrictive ~~covenants and requires~~covenants. The terms of the revolving credit facility also require that the Company maintain certain specified minimum ratios and thresholds. ~~The~~Among others, these covenants include maintaining a maximum debt to capitalization ratio and a minimum consolidated adjusted net worth. At March 31, 2009 the Company iswas in compliance with all covenants, minimum ratios and thresholds.

~~The Company’s Director’s Compensation~~In May 2008, the shareholders of the Company approved the Assurant, Inc. Long-Term Equity Incentive Plan ~~permits~~(“ALTEIP”), which authorizes the ~~issuance~~granting of up to ~~500,000~~3,400,000 shares of the Company’s common stock to employees, officers and non-employee ~~Directors. There~~directors. Under the ALTEIP, the Company may grant awards based on shares of our Common Stock, including stock options, stock appreciation rights (“SARs”), restricted stock (including performance shares), unrestricted stock, restricted stock units (“RSUs”), performance share units (“PSUs”) and dividend equivalents. All future share-based grants will be issued under the ALTEIP.

The Compensation Committee of the Board of Directors (the “Compensation Committee”) has decided to award PSUs and RSUs in 2009. RSUs and PSUs are promises to provide actual stock at the end of a vesting period or performance period. The RSUs granted under the ALTEIP were ~~no common~~based on salary grade and performance and will vest one-third each year over a three-year period. RSUs receive dividend equivalents in cash during the restricted period and they will not have voting rights during the restricted period. PSUs will accrue dividend equivalents during the performance period, which will be paid in cash at the end of the performance period.

For the PSU portion of an award, the number of shares ~~issued or expense recorded related~~a participant will receive upon vesting is contingent upon the Company meeting certain pre-established performance goals, identified below, at the end of a three-year performance period. At the end of the three-year performance period, these performance goals will be measured to determine the number of shares a participant will receive. The payout levels can vary between 0% and 150% (maximum) of the target (100%) ALTEIP award amount based on the Company’s level of performance against the pre-established performance goals.

PSU Performance Goals.For 2009, the Compensation Committee has established earnings per share growth, revenue growth and total stockholder return as the three performance measures for PSU awards. Earnings per share growth is defined as the year-over-year change in GAAP net income divided by average diluted shares outstanding. Revenue growth is defined as year-over-year change in GAAP total revenues as disclosed in the Company’s annual statement of operations. Total stockholder’s return is defined as appreciation in Company stock plus dividend yield to stockholders. The particular performance goals were set based on the performance of each measure relative to the ~~Director’s Plan for~~A.M. Best U.S. Insurance Index.

Under the ~~three months ended March 31, 2008~~ALTEIP, the Company’s CEO is authorized by the Board of Directors to grant common stock, restricted stock and ~~2007, respectively.~~RSUs to employees other than the executive officers of the Company (as defined in Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Restricted stock and RSUs granted under this program may have different vesting periods.

~~The~~Prior to the approval of the ALTEIP, share based awards were granted under the 2004 Assurant Long-Term Incentive Plan ~~authorizes~~(“ALTIP”), which authorized the granting of up to 10,000,000 new shares of the Company’s common stock to employees and officers under the ~~Assurant Long Term Incentive Plan (“ALTIP”),~~ALTIP, Business Value Rights Program (“BVR”) and CEO Equity Grants Program. Under the ALTIP, the Company iswas authorized to grant restricted stock and ~~Stock Appreciation Rights (“SARs”). Unearned compensation, representing the market value of the shares at the date of issuance, is charged to earnings over the vesting period.~~SARs. Since May 2008, no new grants have been made under this plan.

Restricted stock ~~grants~~granted under the ALTIP ~~vest~~vests pro ratably over a three year period. SARs granted prior to 2007 under the ALTIP cliff vest as of December 31 of the second calendar year following the calendar year in which the right was granted, and have a five year contractual life. SARs granted in 2007 and ~~in future years,~~through May 2008 cliff vest on the third anniversary from the date the award was granted, and have a five year contractual life. SARs

granted under the BVR Program have a three year cliff vesting period. Restricted stock granted under the CEO Equity Grants Program have variable vesting schedules.

~~During~~RSUs granted to employees and to non-employee directors were 671,118 for the three months ended March 31, ~~2008 and 2007, there were 84,785 and 77,009 restricted shares granted~~2009. The compensation expense recorded related to RSUs was $393 with athe related total income tax benefit of $138 for the three months ended March 31, 2009. The weighted average grant date fair value for RSUs granted during the three months ended March 31, 2009 was $20.26.

As of ~~$61.11~~March 31, 2009, there was $11,919 of unrecognized compensation cost related to outstanding RSUs. That cost is expected to be recognized over a weighted-average period of 2.01 years.

PSUs granted to employees and ~~$53.87,~~to non-employee directors were 631,118 for the three months ended March 31, 2009. The compensation expense recorded related to PSUs was $402 with the related total income tax benefit of $141 for the three months ended March 31, 2009. The weighted average grant date fair value for PSUs granted during the three months ended March 31, 2009 was $20.39.

As of March 31, 2009, there was approximately $12,498 of unrecognized compensation cost related to outstanding PSUs. That cost is expected to be recognized over a weighted-average period of 2.29 years.

The fair value of each PSU was estimated on the date of grant using a Monte Carlo simulation model, which utilizes multiple variables that determine the probability of satisfying the market condition stipulated in the award. Expected volatilities for awards issued during the three months ended March 31, 2009 were based on the historical stock price of the Company’s stock and peer insurance group. The expected term for grants issued during the three months ended March 31, 2009 was assumed to equal the average of the vesting period of the PSUs. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant.

Restricted stock granted to employees and to non-employee directors were 10,900 and 84,785 for the three months ended March 31, 2009 and 2008, respectively. The compensation expense recorded related to restricted stock was ~~$1,455~~$1,529 and ~~$1,168~~$1,455 for the three months ended March 31, ~~2008~~2009 and ~~2007,~~2008, respectively. The related total income tax benefit recognized was ~~$509~~$535 and ~~$409~~$509 for the three months ended March 31, 2009 and 2008, respectively. The weighted average grant date fair value for restricted stock granted during the three months ended March 31, 2009 and ~~2007,~~2008 was $29.77 and $61.11, respectively.

As of March 31, ~~2008,~~2009, there was ~~$7,974~~$5,029 of unrecognized compensation cost related to outstanding restricted stock. That cost is expected to be recognized over a weighted-average period of ~~1.4~~1.15 years. The total fair value of ~~shares~~restricted stock vested during the three months ended March 31, 2009 and 2008 was $1,008 and ~~2007 was~~ $1,738, ~~and $177,~~ respectively.

There were ~~1,495,600 and 1,531,525~~no SARs granted during the three months ended March 31, ~~2008 and 2007.~~2009. There were 1,495,600 SARs granted during the three months ended March 31, 2008. The compensation expense recorded related to SARs was ~~$3,060~~$2,155 and ~~$2,165~~$3,060 for the three months ended March 31, ~~2008~~2009 and ~~2007,~~2008, respectively. The related total income tax benefit recognized was ~~$1,071~~$754 and ~~$758~~$1,071 for the three months ended March 31, 2009 and 2008, ~~and 2007,~~ respectively. ~~The weighted average grant date fair value for SARs granted during the three months ended~~

The total intrinsic value of SARs exercised during the three months ended March 31, 2009 and 2008 was $45 and ~~2007 was~~ $2,518, ~~and $13,123,~~ respectively. As of March 31, ~~2008,~~2009, there was approximately ~~$28,655~~$15,669 of unrecognized compensation cost related to outstanding SARs. That cost is expected to be recognized over a weighted-average period of ~~1.9~~1.34 years.

The fair value of each SAR ~~outstanding~~granted to employees and officers was estimated on the date of grant using the Black-Scholes option-pricing model. Expected volatilities for awards issued during the three months ended March 31, 2008 were based on the median historical stock price volatility of insurance guideline companies and implied volatilities from traded

options on the Company’s stock. The expected term for grants issued during the three months ended March 31, 2008 was assumed to equal the average of the vesting period of the SARs and the full contractual term of the SARs. The risk-free rate for periods within the contractual life of the option was based on the U.S. Treasury yield curve in effect at the time of grant. The dividend yield is based on the current ~~expected~~ annual dividend and share price onas of the grant date.

The Company’s Amended and Restated Directors Compensation Plan, as amended, permitted the issuance of up to 500,000 shares of the Company’s common stock to non-employee directors. Since May 2008, all grants issued to directors have been issued from the ALTEIP, discussed above. There were no common shares issued or expense recorded for the three months ended March 31, 2009 and 2008, respectively.

Under the Employee Stock Purchase Plan (“ESPP”), the Company is authorized to issue up to 5,000,000 new shares to employees who are participants in the ESPP. Eligible employees can purchase shares at a 10% discount applied to the lower of the closing price of the common stock on the first or last day of the offering period. The compensation expense recorded related to the ESPP was ~~$521~~$1,059 and ~~$336~~$521 for the three months ended March 31, ~~2008~~2009 and ~~2007,~~2008, respectively.

In January 2009, the Company issued 133,994 shares to employees at a discounted price of $27.00 for the offering period of July 1, 2008 through December 31, 2008. In January 2008, the Company issued 70,646 shares to employees at a discounted price of $53.45 for the offering period of July 1, 2007 through December 31, 2007. ~~In January 2007, the Company issued 80,282 shares to employees at a price of $43.52 for the offering period of July 1 through December 31, 2006.~~

The fair value of each award under the ESPP was estimated at the beginning of each offering period using the Black-Scholes option-pricing model. Expected volatilities are based on implied volatilities from traded options on the Company’s stock and the historical volatility of the Company’s stock. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The dividend yield is based on the current annualized dividend and share price as of the grant date.

In accordance with FSP EITF 03-6-1, as described in Note 3, restricted stock and RSUs which have non-forfeitable rights to dividends are included in calculating basic and diluted earnings per share under the two-class method. The two-class method is an earnings allocation formula that determines EPS for each class of common stock according to dividends declared and participation rights in undistributed earnings. All prior period EPS data presented has been adjusted retrospectively.

The following table presents net income, the weighted average common shares used in calculating basic earnings per common share and those used in calculating diluted earnings per common share for each ~~income category~~period presented below.


	Three months ended March 31,				Three months ended March 31,
	2008		2007		2009			2008
Numerator
Net income	$	186,830	$	179,457	$	80,581		$	186,830
Deduct dividends paid						(16,489	)		(14,173	)

Undistributed earnings					$	64,092		$	172,657


Denominator
Weighted average shares outstanding used in basic earnings per share calculations		117,883,761		122,149,873		117,891,543			118,103,519

Incremental common shares from assumed:
Incremental common shares from:
SARs		1,283,802		1,872,842		59,801			1,283,802
Restricted stock		113,417		88,819
PSUs						16,403			—

Weighted average shares used in diluted earnings per share calculations		119,280,980		124,111,534		117,967,747			119,387,321

Earnings per share
Basic	$	1.58	$	1.47
Diluted	$	1.57	$	1.45

Earnings per Common Share - Basic
Distributed earnings					$	0.14		$	0.12
Undistributed earnings						0.54			1.46

Net income					$	0.68		$	1.58


Earnings per Common Share - Diluted
Distributed earnings					$	0.14		$	0.12
Undistributed earnings						0.54			1.44

Net income					$	0.68		$	1.56

Average ~~restricted shares~~SARs totaling ~~17,172~~4,874,288 and 312,477 for the three months ended March 31, ~~2007 were outstanding but were anti-dilutive~~2009 and thus not included in the computation of diluted EPS under the treasury stock method. There were no restricted shares outstanding but anti-dilutive for the three months ended March 31, 2008. Average SARs totaling 312,477 and 1,410,325 for the three months ended March 31, 2008, ~~and 2007,~~ respectively, were ~~also~~ outstanding but were anti-dilutive and thus not included in the computation of diluted EPS under the treasury stock method.

The components of net periodic benefit cost for the Company’s qualified pension benefits plan, nonqualified pension benefits plan and retirement health benefits plan for the three months ended March 31, ~~2008~~2009 and ~~2007~~2008 were as follows:


	Qualified Pension Benefits						Nonqualified Pension Benefits (1)				Retirement Health Benefits						Qualified Pension Benefits						Nonqualified Pension Benefits (1)					Retirement Health Benefits
	For the three months ended March 31,						For the three months ended March 31,				For the three months ended March 31,						For the three months ended March 31,						For the three months ended March 31,					For the three months ended March 31,
	2008			2007			2008		2007		2008			2007			2009			2008			2009			2008		2009			2008
Service cost	$	5,300		$	5,050		$	475	$	500	$	775		$	750		$	5,450		$	5,300		$	550		$	475	$	675		$	775
Interest cost		6,575			6,050			1,475		1,375		950			900			7,350			6,575			1,600			1,475		1,050			950
Expected return on plan assets		(9,275	)		(7,800	)		—		—		(300	)		(300	)		(8,800	)		(9,275	)		—			—		(475	)		(300	)
Amortization of prior service cost		725			775			200		325		325			325			100			725			150			200		325			325
Amortization of net loss		1,050			1,600			350		625		—			—
Amortization of net loss (gain)																		125			1,050			275			350		(50	)		—
Curtailment credit/special termination benefits																		—			—			(549	)		—		—			—

Net periodic benefit cost	$	4,375		$	5,675		$	2,500	$	2,825	$	1,750		$	1,675		$	4,225		$	4,375		$	2,026		$	2,500	$	1,525		$	1,750

During the first three months of ~~2008, we~~2009, $10,000 was contributed ~~$5,000 to the qualified pension benefits plan. We expect to contribute an additional $15,000~~ to the qualified pension benefits plan (“Plan”). An additional $30,000 is expected to be contributed to the Plan over the ~~remaining course~~remainder of ~~2008.~~2009.

The Benefit Plans Investment Committee of the Company (“Investment Committee”) oversees the investment of the Plan assets and periodically conducts a review of the investment strategies and policies of the Plan. This includes a review of the strategic asset allocation, including the relationship of the Plan liabilities and portfolio structure. The current target asset allocation and their respective ranges are:

Effective January 1, 2009, the Company decided to modify its expected long-term return on plan assets assumption from 8.25% to 7.50%. The Company believes that this revised assumption better reflects the projected return on the invested assets, given the current market conditions and the modified portfolio structure.

The Company has five reportable segments, which are defined based on the nature of the products and services offered: Assurant Solutions, Assurant Specialty Property, Assurant Health, Assurant Employee Benefits, and Corporate & Other. Assurant Solutions provides ~~credit~~credit-related insurance, including life, disability and unemployment, debt protection administration services, warranties and ~~extended~~ service contracts, life insurance policies and annuity products that provide benefits to fund pre-arranged funerals. Assurant Specialty Property provides creditor-placed homeowners insurance and manufactured housing homeowners insurance. Assurant Health provides individual, short-term and small group health insurance. Assurant Employee Benefits provides employee and employer paid dental, disability, and life insurance products and related services. Corporate & Other includes activities of the holding company, financing and interest expenses, net realized gains (losses) on investments, interest income earned from short-term investments held and additional costs associated with excess of loss reinsurance programs reinsured and ceded to certain subsidiaries in the London market between 1995 and 1997. Corporate & Other also includes the amortization of deferred gains associated with the sales of Fortis Financial Group and Long-Term Care through reinsurance agreements.

The Company evaluates performance of the operating business segments based on after-tax segment income (loss) excluding realized gains (losses) on investments. The Company determines reportable segments in a manner consistent with the way the Company organizes for purposes of making operating decisions and assessing performance.


	Three Months Ended March 31, 2008														Three Months Ended March 31, 2009
	Solutions		Specialty Property		Health		Employee Benefits		Corporate & Other			Consolidated			Solutions		Specialty Property		Health		Employee Benefits		Corporate & Other			Consolidated
Revenues
Net earned premiums and other considerations	$	683,493	$	481,427	$	496,060	$	280,437	$	—		$	1,941,417		$	644,612	$	493,790	$	472,346	$	263,831	$	—		$	1,874,579
Net investment income		106,730		29,375		15,648		38,369		7,652			197,774			97,995		29,436		12,477		34,157		4,414			178,479
Net realized losses on investments		—		—		—		—		(43,143	)		(43,143	)		—		—		—		—		(55,689	)		(55,689	)
Amortization of deferred gain on disposal of businesses		—		—		—		—		7,379			7,379			—		—		—		—		6,802			6,802
Fees and other income		44,281		13,593		9,406		6,555		63			73,898			52,031		13,324		9,914		6,758		1,679			83,706

Total revenues		834,504		524,395		521,114		325,361		(28,049	)		2,177,325			794,638		536,550		494,737		304,746		(42,794	)		2,087,877

Benefits, losses and expenses
Policyholder benefits		286,680		144,813		306,565		197,025		—			935,083			272,022		167,800		321,960		198,728		(168	)		960,342
Amortization of deferred acquisition costs and value of business acquired		307,993		83,341		4,873		9,002		—			405,208			280,536		94,133		3,475		9,650		—			387,794
Underwriting, general and administrative expenses		167,540		105,501		152,308		94,275		16,193			535,818			195,068		115,784		146,765		85,637		23,431			566,685
Interest expense		—		—		—		—		15,288			15,288			—		—		—		—		15,189			15,189

Total benefits, losses and expenses		762,213		333,655		463,746		300,302		31,481			1,891,397			747,626		377,717		472,200		294,015		38,452			1,930,010

Segment income (loss) before provision benefit for income taxes		72,291		190,740		57,368		25,059		(59,530	)		285,928
Segment income (loss) before provision (benefit) for income tax																47,012		158,833		22,537		10,731		(81,246	)		157,867
Provision (benefit) for income taxes		24,734		65,996		20,105		8,727		(20,464	)		99,098			16,701		54,165		7,865		3,709		(5,154	)		77,286

Segment income (loss) after tax	$	47,557	$	124,744	$	37,263	$	16,332	$	(39,066	)				$	30,311	$	104,668	$	14,672	$	7,022	$	(76,092	)

Net income												$	186,830													$	80,581


	As of March 31, 2008														As of March 31, 2009
Segment assets:
Segments assets, excluding goodwill	$	11,947,911	$	3,296,071	$	1,218,037	$	2,776,678	$	6,378,679		$	25,617,376
Segment Assets:
Segment assets, excluding goodwill															$	10,867,501	$	3,266,046	$	1,015,213	$	2,510,592	$	5,156,265		$	22,815,617

Goodwill													829,039														1,005,027

Total assets												$	26,446,415													$	23,820,644


	Three Months Ended March 31, 2007													Three Months Ended March 31, 2008
	Solutions		Specialty Property		Health		Employee Benefits		Corporate & Other			Consolidated		Solutions		Specialty Property		Health		Employee Benefits		Corporate & Other			Consolidated
Revenues
Net earned premiums and other considerations	$	583,011	$	367,041	$	512,784	$	296,673	$	—		$	1,759,509	$	683,493	$	481,427	$	496,060	$	280,437	$	—		$	1,941,417
Net investment income		112,017		21,869		19,270		51,887		11,853			216,896		106,730		29,375		15,648		38,369		7,652			197,774
Net realized gains on investments		—		—		—		—		5,570			5,570
Net realized losses on investments															—		—		—		—		(43,143	)		(43,143	)
Amortization of deferred gain on disposal of businesses		—		—		—		—		8,349			8,349		—		—		—		—		7,379			7,379
Fees and other income		38,051		12,596		9,688		6,277		327			66,939		44,281		13,593		9,406		6,555		63			73,898

Total revenues		733,079		401,506		541,742		354,837		26,099			2,057,263		834,504		524,395		521,114		325,361		(28,049	)		2,177,325

Benefits, losses and expenses
Policyholder benefits		243,344		116,787		317,784		211,607		—			889,522		286,680		144,813		306,565		199,401		—			937,459
Amortization of deferred acquisition costs and value of business acquired		241,878		65,125		6,109		6,602		—			319,714		307,993		83,340		4,873		9,002		—			405,208
Underwriting, general and administrative expenses		185,767		105,674		155,301		92,351		16,119			555,212		167,540		105,502		152,308		91,899		16,193			533,442
Interest expense		—		—		—		—		15,297			15,297		—		—		—		—		15,288			15,288

Total benefits, losses and expenses		670,989		287,586		479,194		310,560		31,416			1,779,745		762,213		333,655		463,746		300,302		31,481			1,891,397

Segment income (loss) before provision benefit for income taxes		62,090		113,920		62,548		44,277		(5,317	)		277,518
Provision for income taxes		18,021		39,486		22,024		15,320		3,210			98,061
Segment income (loss) before provision (benefit) for income tax															72,291		190,740		57,368		25,059		(59,530	)		285,928
Provision (benefit) for income taxes															24,734		65,996		20,105		8,727		(20,464	)		99,098

Segment income (loss) after tax	$	44,069	$	74,434	$	40,524	$	28,957	$	(8,527	)			$	47,557	$	124,744	$	37,263	$	16,332	$	(39,066	)

Net income												$	179,457												$	186,830


	As of December 31, 2007													As of December 31, 2008
Segment assets:
Segments assets, excluding goodwill	$	11,936,776	$	2,956,414	$	1,236,591	$	2,807,698	$	6,980,181		$	25,917,660
Segment Assets:
Segment assets, excluding goodwill														$	11,151,178	$	3,335,130	$	1,040,761	$	2,559,065	$	5,426,553		$	23,512,687

Goodwill													832,656													1,001,899

Total assets												$	26,750,316												$	24,514,586

In the normal course of business, the Company issues letters of credit ~~are issued~~ primarily to support reinsurance arrangements. These letters of credit are supported by commitments with financial institutions. The Company had ~~$54,128~~$28,927 and ~~$31,813~~$29,617 of letters of credit outstanding as of March 31, ~~2008~~2009 and December 31, ~~2007,~~2008, respectively.

The Company is involved in litigation in the ordinary course of business, both as a defendant and as a plaintiff. The Company may from time to time be subject to a variety of legal and regulatory actions relating to the Company’s current and past business operations. While the Company cannot predict the outcome of any pending or future litigation, examination or investigation, and although no assurances can be given, the Company does not believe that any pending matter will have a material adverse effect individually or in the aggregate, on the Company’s financial condition, results of operations, or cash flows.

One of the Company’s subsidiaries, American Reliable Insurance Company (“ARIC”), participated in certain excess of loss reinsurance programs in the London market and, as a result, reinsured certain personal accident, ransom and kidnap insurance risks from 1995 to 1997. ARIC and a foreign affiliate ceded a portion of these risks to retrocessionaires. ARIC ceased reinsuring such business in 1997. However, certain risks continued beyond 1997 due to the nature of the reinsurance contracts written. ARIC and some of the other reinsurers involved in the programs are seeking to avoid certain treaties on various grounds, including material misrepresentation and non-disclosure by the ceding companies and intermediaries involved in the programs. Similarly, some of the retrocessionaires are seeking avoidance of certain treaties with ARIC and the other reinsurers and some reinsureds are seeking collection of disputed balances under some of the treaties. The disputes generally involve multiple layers of reinsurance, and allegations that the reinsurance programs involved interrelated claims “spirals” devised to disproportionately pass ~~claim~~claims losses to higher-level reinsurance layers.

Many of the companies involved in these programs, including ARIC, are currently involved in negotiations, arbitrations and/or litigation between multiple layers of retrocessionaires, reinsurers, ceding companies and intermediaries, including brokers, in an effort to resolve these disputes. Many of the disputes involving ARIC and an affiliate, Bankers Insurance Company Limited (“BICL”), relating to the 1995 and 1997 program years, were resolved by settlement or arbitration in 2005. As a result of the settlements and an arbitration (in which ARIC did not prevail) additional information became available in 2005, and based on management’s best estimate, the Company increased its reserves and recorded a total pre-tax charge of $61,943 for the year ended December 31, 2005.arbitration. Negotiations, arbitrations and litigation are still ongoing or will be scheduled for the remaining disputes. On February 28, 2006, there was a settlement relating to the 1996 program.

In 2007, there were two settlements relating to parts of the 1997 program. During 2008, there was a $35,000 settlement relating to the 1997 program. Loss accruals previously established relating to the 1996 ~~program~~and 1997 programs were adequate. The Company believes, based on information currently available, that the amounts accrued ~~for currently outstanding disputes~~ are adequate. However, the inherent uncertainty of arbitrations and lawsuits, including the uncertainty of estimating whether any settlements the Company may enter into in the future would be on favorable terms, makes it difficult to predict the outcomes with certainty.

As previously disclosed, the Company and certain of its officers and former employees have received subpoenas and requests from the SEC in connection with anits investigation by the SEC ~~staff~~Staff into certain finite reinsurance contracts entered into by the Company. The Company is cooperating fully and is complying with the requests.

The Company ~~has~~ conducted an evaluation of the transactions that could potentially fall within the scope of the subpoenas, as defined by the authorities, and the Company has provided information as requested. On the basis of our investigation, the Company has concluded that there was a verbal side agreement with respect to one of our reinsurers under our ~~catastrophic~~catastrophe reinsurance program. The contract to which this verbal side agreement applied was accounted for using reinsurance accounting as opposed to deposit accounting. While management believes that the difference resulting from the appropriate alternative accounting treatment would be immaterial to our financial position or results of operations, regulators may reach a different conclusion. In 2004 and 2003, premiums ceded to this reinsurer were $2,600 and $1,500, respectively, and losses ceded were $10,000 and zero, respectively. This contract expired in December 2004 and was not renewed.

In July 2007, the Company learned that each of the following five individuals, Robert B. Pollock, President and Chief Executive Officer, Philip Bruce Camacho, Executive Vice President and Chief Financial Officer, Adam Lamnin, Executive Vice President and Chief Financial Officer of Assurant Solutions/Assurant Specialty Property, Michael Steinman, Senior Vice President and Chief Actuary of Assurant Solutions/Assurant Specialty Property and Dan Folse, Vice President-Risk Management of Assurant Solutions/Assurant Specialty Property, received Wells notices from the SEC in connection with its ongoing investigation. A Wells notice is an indication that the staff of the SEC is considering recommending that the SEC bring a civil enforcement action against the recipient for violating provisions of the federal securities laws. Under SEC procedures, the recipients have the opportunity to respond to the SEC ~~staff~~Staff before a formal recommendation is finalized and before the Commissioners themselves consider any recommendations.

On July 17, 2007, the Company announced that the Board of Directors (the “Board”) had placed all five employees on administrative leave, pending further review of this matter. The Board’s actions were based on the recommendations of its Special Committee of non-management directors which thereafter undertook a thorough investigation of the events that had resulted in the receipt of the Wells notices. The Special Committee has reviewed relevant documents, conducted interviews and worked with outside counsel to investigate these matters and to recommend appropriate actions to the Board with respect to the SEC investigation. On August 9, 2007, Messrs. ~~Steinman~~Steinman’s and Folse’s employment with the Company was terminated.

On the basis of an extensive review of evidence concerning this matter and the work of the Special Committee, the Board unanimously voted to reinstate Mr. Pollock as President and Chief Executive Officer, effective January 28, 2008. Effective March 15, 2009, Mr. Camacho resigned from his position as Executive Vice President and Chief Financial Officer of the Company. Starting March 16, 2009, Mr. Camacho began assisting the Company as a consultant for a 12-month transition period. The Board also reinstated Mr. Lamnin, who returned to the Company reporting to Mr. Pollock, and initially, assisting with a variety of strategic projects. The Board’s decisions to reinstate Messrs. Pollock and Lamnin and Mr. Camacho’s decision to ~~reinstate Mr. Pollock implies~~resign imply no conclusion concerning the outcome of the SEC ~~staff’s~~Staff’s ongoing investigation, and the SEC ~~staff’s~~Staff’s Wells ~~notice~~notices to ~~him remains~~them remain in effect. The SEC ~~staff’s~~Staff’s inquiry continues and the ~~Company is cooperating fully. The~~ Company cannot predict the duration or outcome of the investigation.

In the course of its response to SEC ~~staff~~Staff inquiries, the Company identified certain problems related to ~~our~~its document production process. These production issues have delayed resolution of this matter. The Company believes that it has now completed its response to the SEC ~~staff’s~~Staff’s document request. ~~Messrs. Camacho and Lamnin remain on administrative leave.~~

In relation to the SEC investigation discussed above, the SEC may charge the Company and/or the individuals with violations of the federal securities laws, including alleging violations of Sections 10(b), 13(a), and/or 13(b) of the Securities Exchange Act of 1934, and/or Section 17(a) of the Securities Act of 1933, and may seek civil monetary penalties, injunctive relief and other remedies against the Company and individuals, including potentially seeking a bar preventing one or more ~~of the~~ individuals from serving as an officer or director of a public company. The SEC may also take the position that the Company should restate its consolidated financial statements to address the accounting treatment referred to above. No settlement of any kind can be reached without approval by the SEC and the Company has not accrued for any civil monetary penalties because the Company cannot reasonably estimate the probability or amount of such penalties at this time.

On May 1,5, 2009, the Company ~~sold~~entered into reinsurance agreements providing for $150,000 in multi-year, fully collateralized reinsurance from Ibis Re Ltd. (“Ibis Re”), a ~~subsidiary, United Family Life Insurance Company (“UFLIC”), to a third party for proceeds of $32,923. The Company estimates it will recognize a gain~~non-consolidated special purpose reinsurance company domiciled in the ~~range of $4,000~~Cayman Islands. Ibis Re financed the property catastrophe reinsurance coverage by issuing $150,000 in catastrophe bonds to ~~$7,000 from~~qualified institutional buyers in a private placement.

The new reinsurance coverage is designed to complement the ~~sale in the second quarter. In connection with the sale of UFLIC, the Company currently expects~~Company’s existing property catastrophe reinsurance and state-specific reinsurance programs and to ~~recognize a net tax benefit in the range of $14,000~~enhance its ability to ~~$22,000 in the second quarter. This amount could materially vary depending upon the impact of market conditions on any potential valuation allowance~~manage risk related to ~~capital loss carryforwards~~catastrophe losses. The reinsurance consists of two separate layers of coverage providing for an aggregate of $150,000 of reinsurance coverage against losses from individual hurricane events in Hawaii and ~~various other considerations.~~along the Gulf and Eastern Coasts of the United States until April 2012.

~~Item 2.~~

~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) addresses the financial condition of Assurant, Inc. and its subsidiaries (which we refer to collectively as ~~Assurant)~~“Assurant”) as of March 31, ~~2008,~~2009, compared with December 31, ~~2007,~~2008, and our results of operations for the three months ended March 31, ~~2008~~2009 and ~~2007.~~2008. This discussion should be read in conjunction with our MD&A and annual audited consolidated financial statements as of December 31, ~~2007~~2008 included in our Annual Report on Form 10-K for the year ended December 31, ~~2007~~2008 filed with the ~~U.S~~U.S. Securities and Exchange Commission ~~(“SEC”~~(the “SEC”) and the March 31, ~~2008~~2009 unaudited consolidated financial statements and related notes included elsewhere in this Form 10-Q.

Some of the statements included in this MD&A and elsewhere in this report, ~~may contain~~particularly those anticipating future financial performance, business prospects, growth and operating strategies and similar matters, are forward-looking statements ~~which reflect our current views with respect to, among other things, future events and financial performance.~~within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these ~~forward-looking~~ statements by the fact that they may use ~~of forward-looking~~ words such as ~~“outlook,~~“will,” ~~“believes,~~“may,” “anticipates,” “expects,” ~~“potential,~~“estimates,” ~~“continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,~~“projects,” “intends,” “plans,” ~~“estimates,~~“believes,” ~~“anticipates”~~“targets,” “forecasts,” “potential,” “approximately,” or the negative version of those words orand other ~~comparable words.~~words and terms with a similar meaning. Any forward-looking statements contained in this report are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. ~~Such~~Our actual results might differ materially from those projected in the forward-looking ~~statements are subject~~statements. The Company undertakes no obligation to ~~various risks and uncertainties. Accordingly, there are~~update or ~~will be important~~review any forward-looking statement, whether as a result of new information, future events or other developments.

In addition to the factors ~~that~~described in the section below entitled “Critical Factors Affecting Results,” the following risk factors could cause our actual results to differ materially from those ~~indicated in this report. We believe that these factors include but are not limited~~currently estimated by management: (i) failure to ~~those described under the subsection below entitled Critical Factors Affecting Results~~maintain significant client relationships, distribution sources and contractual arrangements; (ii) failure to attract and retain sales representatives; (iii) deterioration in the ~~subsection entitled “Risk Factors”~~Company’s market capitalization compared to its book value that could impair the Company’s goodwill; (iv) general global economic, financial market and political conditions (including difficult conditions in financial, capital and credit markets, the global economic slowdown, fluctuations in interest rates, mortgage rates, monetary policies and inflationary pressure); (v) diminished value of invested assets in our ~~2007 Annual Report~~investment portfolio (due to, among other things, the recent volatility in financial markets, the global economic slowdown, credit and liquidity risk, other than temporary impairments, environmental liability exposure and inability to target an appropriate overall risk level); (vi) inadequacy of reserves established for future claims losses; (vii) failure to predict or manage benefits, claims and other costs; (viii) losses due to natural and man-made catastrophes; (ix) increases or decreases in tax valuation allowances; (x) fluctuations in exchange rates and other risks related to our international operations; (xi) unavailability, inadequacy and unaffordable pricing of reinsurance coverage; (xii) current or new laws and regulations that could increase our costs or limit our growth; (xiii) inability of reinsurers to meet their obligations; (xiv) insolvency of third parties to whom we have sold or may sell businesses through reinsurance or modified co-insurance; (xv) credit risk of some of our agents in Assurant Specialty Property and Assurant Solutions; (xvi) a further decline in the manufactured housing industry; (xvii) a decline in our credit or financial strength ratings (including the currently heightened risk of ratings downgrades in the insurance industry); (xviii) failure to effectively maintain and modernize our information systems; (xix) failure to protect client information and privacy; (xx) failure to find and integrate suitable acquisitions and new insurance ventures; (xxi) inability of our subsidiaries to pay sufficient dividends; (xxii) failure to provide for succession of senior management and key executives; (xxiii) negative impact on ~~Form 10-K.~~our business and negative publicity due to unfavorable outcomes in litigation and regulatory investigations (including the potential impact on our reputation and business of a negative outcome in the ongoing SEC investigation); and (xxiv) significant competitive pressures in our businesses and cyclicality of the insurance industry. These risk factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report. ~~We undertake no obligation to publicly update or review any forward-looking statement, whether as~~For a ~~result~~more detailed discussion of ~~new information, future developments or otherwise. If one or more of these or other risks or uncertainties materialize, or if~~the risk factors that could affect our ~~underlying assumptions prove to be incorrect,~~ actual results, ~~may vary materially from what we projected. Any forward-looking statements you read~~please refer to the “Risk Factors” in ~~this report reflect~~Item 1A in our current views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, financial condition, growth strategy and liquidity.2008 Annual Report on Form 10-K.

Assurant is a premier provider of specialized insurance products and related services in North America and selected international markets. We have five reportable segments, four of which are operating segments, — Assurant ~~Solutions;~~Solutions, Assurant Specialty ~~Property;~~Property, Assurant ~~Health;~~Health, and Assurant Employee Benefits. These operating segments have partnered with clients who are leaders in their industries and have built leadership positions in a number of specialty insurance market segments in the United States of America (“U.S.”) and selected international markets. The Assurant business segments provide creditor-placed homeowners insurance; manufactured housing homeowners insurance; debt protection administration services; ~~credit~~credit-related insurance including life, disability and unemployment; warranties and ~~extended services~~service contracts; individual, short-term and small employer group health insurance; group dental insurance; group disability insurance; group life insurance; and pre-funded funeral insurance. Our remaining segment is Corporate & Other which includes activities of the holding company, financing and interest expenses, net realized gains (losses) on investments, interest income earned from short-term investments held and additional costs associated with excess of loss reinsurance programs reinsured and ceded to certain subsidiaries in the London market between 1995 and 1997. Corporate & Other also includes the amortization of deferred gains associated with the sales of Fortis Financial Group and Long-Term Care through reinsurance agreements.

Our results depend on the adequacy of our product pricing, underwriting and the accuracy of our methodology for the establishment of reserves for future policyholder benefits and claims, returns on and values of invested assets and our ability to manage our expenses. Therefore, factors affecting these items, including difficult conditions in financial markets and the global economic slowdown, may have a material adverse effect on our results of operations or financial ~~condition.~~

Management believes the Company will have sufficient liquidity to satisfy its needs over the next twelve months. For the three months ended March 31, 2009, net cash used in operating activities totaled $(267,156); net cash used in investing activities totaled $(35,155) and net cash used in financing activities totaled $(74,034). We had $664,339 in cash and cash equivalents as of March 31, 2009. Please see “—Liquidity and Capital Resources,” below for further details.

Our ~~2007~~2008 Annual Report on Form 10-K described the accounting policies and estimates that are critical to the understanding of our results of operations, financial condition and liquidity. The accounting policies and estimates described in the ~~2007~~2008 Annual Report on Form 10-K were consistently applied to the unaudited interim consolidated ~~interim~~ financial statements for the three months ended March 31, ~~2008.~~

~~On January 1, 2008, the Company adopted Statement of Financial Accounting Standards (“FAS”) No. 157,~~~~Fair Value Measurements~~ (“FAS 157”). FAS 157 defines fair value, addresses how companies should measure fair value when they are required to use a fair value measure for recognition or disclosure purposes under GAAP, and expands disclosures about fair value measurements. FAS 157 is applied prospectively for financial assets and liabilities measured on a recurring basis as of January 1, 2008 except for certain financial assets that were measured at fair value using a transaction price. For these financial instruments, which the Company has, FAS 157 requires limited retrospective adoption and thus the difference between the fair values using a transaction price and the fair values using an exit price of the relevant financial instruments will be shown as a cumulative-effect adjustment to January 1, 2008 retained earnings balance. At adoption, the Company recognized a $4,400 decrease to other assets, and a corresponding decrease of $2,860 (after-tax) to retained earnings. See Note 4 for further information regarding the adoption of FAS 157.

~~On January 1, 2008, the Company adopted FAS No. 159,~~~~The Fair Value Option for Financial Assets and Financial Liabilities~~ (“FAS 159”). FAS 159 provides a choice to measure many financial instruments and certain other items at fair value on specified election dates and requires disclosures about the election of the fair value option. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. The Company has chosen not to elect the fair value option for any financial or non-financial instruments as of the adoption date, thus the adoption of FAS 159 did not have an impact on the Company’s financial position or results of operations.

~~On January 1, 2008, the Company adopted Emerging Issues Task Force (“EITF”) Issue No. 06-10,~~~~Accounting for Deferred Compensation and Postretirement Benefit Aspects of Collateral Assignment Split-Dollar Life Insurance Arrangements~~(“EITF 06-10”). EITF 06-10 provides guidance regarding the employer’s recognition of the liability and the related compensation costs for collateral assignment split-dollar life insurance arrangements that provide a benefit to an employee that extends into postretirement periods. This consensus concludes that for a collateral assignment split-dollar life insurance arrangement, an employer should recognize a liability for future benefits in accordance with FAS No. 106,~~Employers’ Accounting For Postretirement Benefits Other-Than-Pensions,~~~~(if, in substance, a postretirement benefit plan exists) or Accounting Principles Board Opinion No. 12,~~~~Deferred Compensation Contracts,~~(“APB 12”) (if the arrangement is, in substance, an individual deferred compensation contract) based on the substantive agreement with the employee. All along the Company has been recording its liability for future benefits in accordance with APB 12, thus the adoption of EITF 06-10 did not have an impact on the Company’s financial position or results of operations.

~~In December 2007, the Financial Accounting Standards Board (“FASB”) issued FAS No. 141R,~~~~Business Combinations~~~~(“FAS 141R”). FAS 141R replaces FASB Statement No. 141,~~~~Business Combinations~~~~(“FAS 141”)~~.FAS 141R retains the fundamental requirements of FAS 141 that the purchase method of accounting be used for all business combinations, that an acquirer be identified for each business combination and for goodwill to be recognized and measured as a residual. FAS 141R expands the definition of transactions and events that qualify as business combinations to all transactions and other events in which one entity obtains control over one or more other businesses. FAS 141R broadens the fair value measurement and recognition of assets acquired, liabilities assumed, and interests transferred as a result of business combinations. FAS 141R also increases the disclosure requirements for business combinations in the financial statements. FAS 141R is effective for fiscal periods beginning after December 15, 2008. Therefore, the Company is required to adopt FAS 141R on January 1, 2009. ~~The Company is currently evaluating the requirements of FAS 141R and the potential impact on the Company’s financial position and results of operations.~~

~~In December 2007, the FASB issued FAS No. 160,~~~~Non—controlling Interest in Consolidated Financial Statements—an amendment of ARB No. 51~~(“FAS 160”). FAS 160 requires that a non-controlling interest in a subsidiary be separately reported within equity and the amount of consolidated net income attributable to the non-controlling interest be presented in the statement of operations. FAS 160 also calls for consistency in reporting changes in the parent’s ownership interest in a subsidiary and necessitates fair value measurement of any non-controlling equity investment retained in a deconsolidation. FAS 160 is effective for fiscal periods beginning after December 15, 2008. Therefore, the Company is required to adopt FAS 160 on January 1, 2009. The Company is currently evaluating the requirements of FAS 160 and the potential impact on the Company’s financial position and results of operations.

In February 2008, the FASB issued Financial Statement of Position FAS 157-2 (“FSP FAS 157-2”). FSP FAS 157-2 defers the effective date of FAS 157 for all non-financial assets and non-financial liabilities measured on a non-recurring basis to fiscal years beginning after November 15, 2008, and interim periods within those fiscal years, which for the Company is January 1, 2009. The Company is currently evaluating the requirements of FAS 157 for its non-financial assets and non-financial liabilities measured on a non-recurring basis and the potential impact on the Company’s financial position and results of operations.

The ~~tables~~table below ~~present~~presents information regarding our consolidated results of operations:


		For the Three Months Ended March 31,
		2008			2007		For the Three Months Ended March 31,
		(in thousands)					2009			2008
Revenues:
Net earned premiums and other considerations		$	1,941,417		$	1,759,509	$	1,874,579		$	1,941,417
Net investment income			197,774			216,896		178,479			197,774
Net realized (losses) gains on investments			(43,143	)		5,570
Net realized losses on investments								(55,689	)		(43,143	)
Amortization of deferred gain on disposal of businesses			7,379			8,349		6,802			7,379
Fees and other income			73,898			66,939		83,706			73,898

Total revenues			2,177,325			2,057,263		2,087,877			2,177,325

Benefits, losses and expenses:
Policyholder benefits			935,083			889,522		960,342			937,459
Selling, underwriting and general expenses (1)(2)			941,026			874,926
Selling, underwriting and general expenses (1)								954,479			938,650
Interest expense			15,288			15,297		15,189			15,288

Total benefits, losses and expenses			1,891,397			1,779,745		1,930,010			1,891,397

Income before provision for income taxes			285,928			277,518		157,867			285,928
Provision for income taxes			99,098			98,061		77,286			99,098

Net income		$	186,830		$	179,457	$	80,581		$	186,830
	��

The following discussion provides a high level analysis of how the consolidated results were affected by our four operating segments and our Corporate and Other segment for the three months ended March 31, ~~2008~~2009 (“First Quarter ~~2008”~~2009”) and ~~the~~ three months ended March 31, ~~2007~~2008 (“First Quarter ~~2007”~~2008”). Please see the discussion that follows, for each of these segments, for a more detailed analysis of the fluctuations.

For The Three Months Ended March 31, ~~2008~~2009 Compared to The Three Months Ended March 31, ~~2007.~~2008.

~~Net~~First Quarter 2009 had a net income ~~increased $7,373~~of $80,581, a decrease of $106,249, or 4%57%, tocompared with $186,830 in net income for First Quarter ~~2008 from $179,457 for First Quarter 2007.~~2008. The ~~increase~~decrease was primarily due to ~~the~~less favorable underwriting results from our four operating segments, a decline of the Assurant Specialty Property segment, whose net income increased $50,310 to $124,744 for First Quarter 2008, compared with $74,434 for First Quarter 2007 primarily due to higher net earned premium resulting from creditor placed homeowners insurance, continued favorable combined ratios and higher$12,542, after-tax, in net investment income due to ~~increased~~lower average invested ~~assets. Partially offsetting the strong results of the Assurant Specialty Property segment were~~assets and lower investment yields and an $8,155, after-tax, increase in net realized losses on investments ~~of $(28,043) (after-tax) in First Quarter 2008 compared with net realized gains of $3,621 (after-tax) in First Quarter 2007. The net~~due primarily to realized losses on ~~investments in First Quarter 2008 include $28,216 (after-tax)~~sales of realized losses from the write-down of other-than-temporary declines in our investment portfolio. In addition, net investment income declined $12,429 (after-tax) to $128,553 (after-tax) for First Quarter 2008, compared with $140,982 (after-tax) for First Quarter 2007. This decline is primarily due to $21,801 (after-tax) of real estate joint venture partnership income included in First Quarter 2007, while First Quarter 2008 had no net investment income from real estate joint venture partnerships.investments.

The tables below present information regarding our Assurant Solutions’ segment results of operations:


	For the Three Months Ended March 31,
	2008		2007		For the Three Months Ended March 31,
	(in thousands)				2009			2008
Revenues:
Net earned premiums and other considerations	$	683,493	$	583,011	$	644,612		$	683,493
Net investment income		106,730		112,017		97,995			106,730
Fees and other income		44,281		38,051		52,031			44,281

Total revenues		834,504		733,079		794,638			834,504

Benefits, losses and expenses:
Policyholder benefits		286,680		243,344		272,022			286,680
Selling, underwriting and general expenses (4)(5)		475,533		427,645
Selling, underwriting and general expenses						475,604			475,533

Total benefits, losses and expenses		762,213		670,989		747,626			762,213

Segment income before provision for income taxes		72,291		62,090		47,012			72,291
Provision for income taxes		24,734		18,021		16,701			24,734

Segment net income	$	47,557	$	44,069	$	30,311		$	47,557

Net earned premiums and other considerations:
Domestic:
Credit	$	73,253	$	80,921	$	65,941		$	73,253
Service contracts		319,515		261,863		346,508			319,515
Other (1)		15,434		16,689		14,579			15,434

Total Domestic		408,202		359,473		427,028			408,202

International:
Credit		98,264		96,877		74,173			98,264
Service contracts		77,667		42,717		87,903			77,667
Other (1)		9,598		8,979		3,660			9,598

Total International		185,529		148,573		165,736			185,529

Preneed		89,762		74,965		51,848			89,762

Total	$	683,493	$	583,011	$	644,612		$	683,493

Fee and other income:
Domestic:
Fees and other income:
Domestic:
Debt protection	$	7,915	$	8,750	$	9,271		$	7,915
Service contracts		18,370		16,877		27,709			18,370
Other (1)		5,735		6,493		3,947			5,735

Total Domestic		32,020		32,120		40,927			32,020

International		9,740		4,492		6,072			9,740
Preneed		2,521		1,439		5,032			2,521

Total	$	44,281	$	38,051	$	52,031		$	44,281

Gross written premiums (2):
Domestic:
Credit					$	135,346		$	152,341
Service contracts						246,883			393,811
Other (1)						15,074			16,758

Total Domestic						397,303			562,910

International:
Credit						171,379			219,212
Service contracts						107,070			101,002
Other (1)						5,387			11,348

Total International						283,836			331,562

Total					$	681,139		$	894,472

Preneed (face sales)					$	103,124		$	104,424
Combined ratio (3):
Domestic						98.3	%		96.5	%
International						107.3	%		102.3	%

   For the Three Months
Ended March 31,
   2008 2007
   (in thousands)
Gross written premiums (2):

Domestic:

Credit
   $ 152,341 $ 161,843
Service contracts
   393,811 454,404
Other (1)
   16,758 20,865

Total Domestic
   562,910 637,112

International:

Credit
   219,212 191,415
Service contracts
   101,002 79,582
Other (1)
   11,348 10,422

Total International
   331,562 281,419

Total
   $ 894,472 $ 918,531

Preneed (face sales)
   $ 104,424 $ 86,058
Combined ratio (3):

Domestic
   96.5 % 100.9 %
International
   102.3 % 102.1 %

Solutions reinsures a portion of its premiums to insurance subsidiaries of its clients.

For The Three Months Ended March 31, ~~2008~~2009 Compared to The Three Months Ended March 31, ~~2007.~~2008.

Segment net income ~~increased $3,488,~~decreased $17,246, or 8%36%, to $30,311 for First Quarter 2009 from $47,557 for First Quarter ~~2008 from $44,069 for First Quarter 2007.~~2008. The ~~increase is~~decrease was primarily due to $11,700 (after-tax) of income related to the accrual of contractual receivables established ~~from~~for certain domestic service ~~contract clients. Partially offsetting this increase was reduced~~contracts and unfavorable loss experience primarily in our United Kingdom (“UK”) credit insurance business in First Quarter 2009 compared with First Quarter 2008. In addition, net investment income decreased $5,678 (after-tax) in First Quarter ~~2008~~2009 compared with the same period last year ~~as First Quarter 2007 included $9,400 (after-tax)~~due to lower average invested assets and lower investment yields. These decreases were partially offset by improved underwriting results from our domestic businesses including earnings from acquisitions made in our domestic service contract business in the latter part of ~~net investment income from real estate joint venture partnerships. Absent these items, net income~~2008 and improved underwriting results in ~~First Quarter 2008 decreased $1,188 compared with First Quarter 2007 primarily as a result of continued investments made to support~~our international business, excluding the ~~segments strategic international expansion.~~UK credit business discussed above.

Total revenues ~~increased $101,425,~~decreased $39,866, or ~~14%~~5%, to $794,638 for First Quarter 2009 from $834,504 for First Quarter ~~2008 from $733,079 for First Quarter 2007.~~2008. The ~~increase~~decrease is primarily attributable to ~~an increase in~~reduced net earned premiums and other considerations of ~~$100,482, due to growth in~~$38,881, primarily resulting from our ~~domestic~~application of Statement of Financial Accounting Standards (“FAS”) No. 97,Accounting and ~~international extended service contract business as well as growth in our~~Reporting by Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from the Sale of Investments (“FAS 97”), beginning January 1, 2009 for new Preneed life insurance ~~(“Preneed”) business. Growth~~policies in ~~our~~which death benefit increases are determined at the discretion of the Company. These types of policies will now be accounted for as universal life contracts. For contracts sold prior to January 1, 2009, these types of Preneed ~~business~~life insurance sales were accounted for and will continue to be accounted for under FAS No. 60,Accounting and Reporting by Insurance Enterprises(“FAS 60”). The difference between reporting in accordance with FAS 97 compared with FAS 60 is ~~mainly due to the acquisition of Mayflower National Life Insurance Company (“Mayflower”) in late 2007. Also contributing to the increase in revenues was an increase in fees~~not material but impacted various income statement captions including net earned premiums and other ~~income of $6,230~~considerations; however it had no impact on our overall net income. Absent this item, net earned premiums would have decreased by approximately $7,000, or 1%. The decrease in ~~First Quarter 2008, or 16%, compared with First Quarter 2007, primarily from various international acquisitions made subsequent~~net earned premiums was also related to ~~First Quarter 2007 combined with the continued growth of our extended service contract business. These increases were slightly offset by~~ the continued runoff of our domestic credit insurance ~~business. Net investment income decreased $5,287~~and the Preneed independent U.S. businesses and the unfavorable impact of foreign exchange. These declines were partially offset by higher revenues in ~~First Quarter 2008, or 5%, compared with First Quarter 2007 primarily attributable to $14,448 of net investment income~~our domestic service contract business from ~~real estate joint venture partnerships recognized~~premiums written in ~~the~~ prior year. Absent this investment income from real estate joint venture partnerships, Assurant Solutions’ net investment income increased $9,161, or 9%, primarily attributable to higher average invested assets fromperiods as well as growth in our international ~~businesses, partially offset by~~service contract business from both new and existing clients. Also contributing to the decrease in revenues was lower net investment income of $8,735, or 8%, due primarily to lower average ~~portfolio~~invested assets and lower investment yields. Fees and other income increased $7,750, or 18%, primarily from the continued growth of our service contract businesses mostly resulting from acquisitions made in the latter part of 2008 and the application of FAS 97 for our Preneed business.

~~We experienced growth in gross~~Gross written ~~premium~~premiums decreased $213,333, or 24%, to $681,139 for First Quarter 2009 from ~~international and Preneed businesses and a decline in gross~~$894,472 for First Quarter 2008. Gross written ~~premium~~premiums from our domestic ~~extended~~ service contract business decreased $146,928, primarily due to a client bankruptcy as well as lower retail and ~~credit insurance businesses.~~auto sales. Gross written premiums from our international credit business ~~increased $27,797 in First Quarter 2008 compared with First Quarter 2007,~~decreased $47,833 primarily driven by the unfavorable impact of foreign exchange rates as the U.S. dollar strengthened against international currencies and the slowdown in the UK mortgage market. This was partially offset by growth in other countries from increased marketing efforts and strong client ~~performance, which led~~production. Gross written premiums from our domestic credit insurance business decreased $16,995, due to ~~greater outstanding credit card balances and~~ the ~~favorable impact~~continued runoff of ~~foreign currency exchange rates.~~this product line. Gross written premiums in our international service contract business increased ~~$21,420, in First Quarter 2008 compared with First Quarter 2007, primarily~~$6,068 attributable to growth from both new and existing clients, which is consistent with our ~~strategic~~ international expansion ~~plan. We experienced an increase in our~~strategy. This growth was partially offset by the unfavorable impact of foreign exchange rates. Preneed face sales of $18,366 in First Quarter 2008, compared with First Quarter 2007, primarily due to the acquisition of Mayflower during the third quarter of 2007. Gross written premiums in our domestic service contract business decreased $60,593, in First Quarter 2008 compared with First Quarter 2007, primarily due to the bankruptcy of a client and the impact of lower retail sales from other clients. Gross written premiums from our domestic credit insurance business decreased $9,502 in First Quarter 2008 compared with First Quarter 2007, due to the continued decline of this product line.were relatively consistent, decreasing $1,300.

Total benefits, losses and expenses ~~increased $91,224,~~decreased $14,587, or ~~14%~~2%, to $747,626 for First Quarter 2009 from $762,213 for First Quarter ~~2008 from $670,989 for First Quarter 2007.~~2008. Policyholder benefits ~~increased $43,336,~~decreased $14,658, primarily ~~driven~~due to the above-mentioned application of FAS 97 in our Preneed business. This was offset by higher losses related to growth in net earned premiums from our ~~international and~~ domestic service contract ~~net earned premium.~~business, combined with unfavorable loss experience in our UK credit business, sold through the internet resulting from higher unemployment rates. Selling, underwriting and general expenses increased ~~$47,888 in First Quarter 2008 compared~~$71. General expenses increased $17,340, primarily due to higher expenses associated with ~~First Quarter 2007.~~the recent domestic service contract business acquisitions. Commissions, taxes, licenses and fees, of which amortization of DAC is a component, ~~increased $30,819,~~decreased $17,269, primarily due to the ~~overall commission rate increases caused by the change~~decrease in ~~business mix. This was evidenced by higher earnings~~net earned premiums in our ~~service contract~~international business ~~which has higher~~favorable impact of foreign exchange rates, and reduced commission ~~rates compared to~~expense resulting from the ~~lower commission rates on~~acquisitions in the ~~decreasing domestic credit business. Partially offsetting this increase was~~latter part of 2008. These declines in First Quarter 2009 were partially offset by an $18,000 reduction in commission expense related to the accrual of contractual receivables established from certain domestic service contract ~~clients. General expenses increased $17,069~~clients recorded in First Quarter ~~2008 compared with First Quarter 2007, due to additional costs associated with growth of the domestic service contract business as well as continued investment in international expansion.~~2008.

The tables below present information regarding our Assurant Specialty Property’s segment results of operations:


	For the Three Months Ended March 31,
	2008			2007			For the Three Months Ended March 31,
	(in thousands)						2009			2008
Revenues:
Net earned premiums and other considerations	$	481,427		$	367,041		$	493,790		$	481,427
Net investment income		29,375			21,869			29,436			29,375
Fees and other income		13,593			12,596			13,324			13,593

Total revenues		524,395			401,506			536,550			524,395

Benefits, losses and expenses:
Policyholder benefits		144,813			116,787			167,800			144,813
Selling, underwriting and general expenses (5)(6)		188,842			170,799
Selling, underwriting and general expenses								209,917			188,842

Total benefits, losses and expenses		333,655			287,586			377,717			333,655

Segment income before provision for income taxes		190,740			113,920			158,833			190,740
Provision for income taxes		65,996			39,486			54,165			65,996

Segment net income	$	124,744		$	74,434		$	104,668		$	124,744

Net earned premiums and other considerations by major product groupings:

Homeowners (Creditor Placed and Voluntary)	$	342,335		$	250,889
Manufactured Housing (Creditor Placed and Voluntary)		57,061			50,670
Homeowners (creditor placed and voluntary)							$	348,447		$	342,335
Manufactured housing (creditor placed and voluntary)								55,876			57,061
Other (1)		82,031			65,482			89,467			82,031

Total	$	481,427		$	367,041		$	493,790		$	481,427

Gross written premiums for selected product groupings:
Gross earned premiums by major product groupings:
Homeowners (creditor placed and voluntary)							$	437,391		$	402,062
Manufactured housing (creditor placed and voluntary)								77,484			80,850
Other								151,429			140,793

Homeowners (Creditor Placed and Voluntary)	$	419,501		$	319,053
Manufactured Housing (Creditor Placed and Voluntary)		70,131			67,785
Other		125,316			112,322
Total							$	666,304		$	623,705

Gross written premiums by major product groupings:
Homeowners (creditor placed and voluntary)							$	412,706		$	419,501
Manufactured housing (creditor placed and voluntary)								69,852			70,131
Other (1)								131,701			125,316

Total	$	614,948		$	499,160		$	614,259		$	614,948

Ratios:
Loss ratio (2)		30.1	%		31.8	%		34.0	%		30.1	%
Expense ratio (3)		38.1	%		45.0	%		41.4	%		38.1	%
Combined ratio (4)		67.4	%		75.8	%		74.5	%		67.4	%

(1)	This primarily includes flood, ~~agricultural,~~miscellaneous specialty ~~auto~~property and renters insurance products.

(2)	The loss ratio is equal to policyholder benefits divided by net earned premiums and other considerations.

(3)	The expense ratio is equal to selling, underwriting and general expenses divided by net earned premiums and other considerations and fees and other income.

(4)	The combined ratio is equal to total benefits, losses and expenses divided by net earned premiums and other considerations and fees and other income.

~~(5)~~

~~Includes amortization of DAC and VOBA.~~

~~(6)~~

~~Includes commissions, taxes, licenses and fees.~~

For The Three Months Ended March 31, ~~2008~~2009 Compared to The Three Months Ended March 31, ~~2007.~~2008.

Segment net income ~~increased $50,310,~~decreased $20,076, or ~~68%~~16%, to $104,668 for First Quarter 2009 from $124,744 for First Quarter ~~2008 from $74,434 for First Quarter 2007. This increase~~2008. The decrease in net income is primarily due to ~~higher net earned premium resulting from our creditor placed homeowners insurance~~increased catastrophe reinsurance costs of $8,427, after-tax, and ~~continued favorable combined ratios due to our ability to leverage~~increased benefits, ~~of scale. Net income also improved due to an increase in net investment income of $4,879 (after-tax) in~~losses and expenses. In addition, First Quarter 2008 ~~compared with First Quarter 2007 due to higher average invested assets resulting~~included $4,618, after-tax, of income from ~~the continued growth of the business.~~a client-related settlement.

Total revenues increased ~~$122,889,~~$12,155 or ~~31%~~2%, to $536,550 for First Quarter 2009 from $524,395 for First Quarter ~~2008 from $401,506 for First Quarter 2007.~~2008. The increase in revenues is primarily due to increased net earned premiums of ~~$114,386, or 31% in First Quarter 2008 compared with First Quarter 2007.~~$12,363. The increase is attributable to the growth of creditor placed homeowners insurance, ~~which was~~ primarily driven by ~~the rise~~an increase in average insured value ~~for property~~of properties and an increased percentage of policies placed per loans tracked. ~~Also, net investment income increased $7,506 or 34%,~~Partially offsetting these increases is a $12,965 increase in ~~First Quarter 2008~~catastrophe reinsurance costs and a 1,100 decrease in loans tracked compared with First Quarter ~~2007,~~2008, primarily in sub-prime mortgages, due to ~~higher invested assets.~~market consolidation.

Total benefits, losses and expenses increased ~~$46,069,~~$44,062 or ~~16%~~13%, to $377,717 for First Quarter 2009 from $333,655 for First Quarter ~~2008 from $287,586 for First Quarter 2007.~~2008. This increase was due to an increase in policyholder benefits of ~~$28,026~~$22,987 and higher selling, underwriting, and general expenses of ~~$18,043.~~$21,075. The increase in policyholder benefits is ~~primarily~~ attributable to increased non-catastrophe losses associated with a normal winter weather compared to the ~~corresponding growth in creditor placed homeowners insurance.~~mild winter of 2008. There were no reportable catastrophe losses for First Quarter ~~2008~~2009 or First Quarter ~~2007. The combined ratio improved to 67.4% from 75.8%, primarily due to the benefits of scale.~~2008. Commissions, taxes, licenses and fees increased ~~$9,889,~~$6,833, primarily due to ~~the associated increase in revenues significantly offset by the~~a $7,104 release of an expense reimbursement accrual in 2008 no longer required as a result of a new contract. General expenses increased ~~$8,154 in First Quarter 2008 compared with First Quarter 2007,~~$14,242 primarily due to ~~increases~~additional services provided to our clients, such as loss drafts, along with investment in ~~employment related expenses resulting from~~technology and infrastructure initiatives. First Quarter 2009 combined ratio was 74.5% compared with 67.4% for First Quarter 2008. Excluding the ~~growth of the business.~~additional catastrophe reinsurance costs, First Quarter 2009 combined ratio would have been 72.6%.

The tables below present information regarding Assurant Health’s segment results of operations:


	For the Three Months Ended March 31,
	2008			2007			For the Three Months Ended March 31,
	(in thousands)						2009			2008
Revenues:
Net earned premiums and other considerations	$	496,060		$	512,784		$	472,346		$	496,060
Net investment income		15,648			19,270			12,477			15,648
Fees and other income		9,406			9,688			9,914			9,406

Total revenues		521,114			541,742			494,737			521,114

Benefits, losses and expenses:
Policyholder benefits		306,565			317,784			321,960			306,565
Selling, underwriting and general expenses (4)(5)		157,181			161,410
Selling, underwriting and general expenses								150,240			157,181

Total benefits, losses and expenses		463,746			479,194			472,200			463,746

Segment income before provision for income taxes		57,368			62,548			22,537			57,368
Provision for income taxes		20,105			22,024			7,865			20,105

Segment net income	$	37,263		$	40,524		$	14,672		$	37,263

Net earned premiums and other considerations:
Individual markets:
Individual medical	$	319,756		$	314,662		$	317,070		$	319,756
Short term medical		23,539			22,561
Short-term medical								26,048			23,539

Subtotal		343,295			337,223			343,118			343,295
Small employer group:		152,765			175,561
Small employer group								129,228			152,765

Total	$	496,060		$	512,784		$	472,346		$	496,060

Membership by product line:
Individual markets:
Individual medical		599			641			572			599
Short term medical		87			85
Short-term medical								94			87

Subtotal		686			726			666			686
Small employer group:		152			191			123			152

Total		838			917			789			838

Ratios:
Loss ratio (1)		61.8	%		62.0	%		68.2	%		61.8	%
Expense ratio (2)		31.1	%		30.9	%		31.2	%		31.1	%
Combined ratio (3)		91.7	%		91.7	%		97.9	%		91.7	%

(2)	The expense ratio is equal to selling, underwriting and general expenses divided by net earned premiums and other considerations and fees and other income.

(3)	The combined ratio is equal to total benefits, losses and expenses divided by net earned premiums and other considerations and fees and other income.

~~(4)~~

~~Includes amortization of DAC and VOBA.~~

~~(5)~~

~~Includes commissions, taxes, licenses and fees.~~

For the Three Months Ended March 31, ~~2008~~2009 Compared to the Three Months Ended March 31, ~~2007.~~2008.

Segment net income decreased ~~$3,261,~~$22,591, or 8%61%, to $14,672 for First Quarter 2009 from $37,263 for First Quarter ~~2008 from $40,524 for First Quarter 2007.~~2008. The decrease is primarily attributable to unfavorable claim reserve development in both the ~~continued~~individual medical and small employer group businesses, and the continuing decline in small employer group net earned premiums. ~~Also,~~The unfavorable claim reserve development is primarily due to claims paid in First Quarter ~~2007 included $2,215(after-tax)~~2009 that related to services rendered in Fourth Quarter 2008 being higher than expected as a result of ~~real estate joint venture partnership income, compared with none for First Quarter 2008.~~changing consumer and provider behavior caused by the deteriorating economic conditions.

Total revenues decreased ~~$20,628,~~$26,377, or 4%5%, to $494,737 for First Quarter 2009 from $521,114 for First Quarter ~~2008 from $541,742 for First Quarter 2007.~~2008. Net earned premiums and other considerations from our individual medical business ~~our targeted growth area, increased $5,094,~~decreased $2,686, or 2%1%, ~~primarily~~ due to reduced membership, partially offset by premium rate increases. ~~However, this~~This market has become increasingly competitive as established players and new regional entrants are more aggressively targeting this growing segment of the health insurance market. Net earned premiums and other considerations from our small employer group business decreased ~~$22,796,~~$23,537, or ~~13%~~15%, due to a decline in members, partially offset by premium rate increases. The decline in the small employer group members is due to increased competition and our adherence to strict underwriting guidelines. ~~Also,~~In addition, net investment income decreased ~~$3,622 primarily~~$3,171 due to lower ~~investment income from real estate joint venture partnerships.~~average invested assets.

Total benefits, losses and expenses ~~decreased $15,448,~~increased $8,454, or 3%2%, to $472,200 for First Quarter 2009 from $463,746 for First Quarter ~~2008 from $479,194 for First Quarter 2007.~~2008. Policyholder benefits ~~decreased $11,219,~~increased $15,395, or 4%5%, and the benefit loss ratio increased to 68.2% from 61.8%. As referred to above, the increase in ~~First Quarter 2008 compared with First Quarter 2007. The decrease is consistent with~~ the ~~decrease in net earned premiums. Our~~benefit loss ratio was primarily attributable to higher claims experience on both individual medical business and small employer group business ~~had more favorable loss experience~~for services provided in ~~First~~the Fourth Quarter 2008 ~~compared~~coupled with ~~First Quarter 2007. This was offset by less favorable loss experience~~a non-proportionate decline in ~~our individual medical business.~~small employer group net earned premiums. Selling, underwriting and general expenses decreased ~~$4,229,~~$6,941, or 3%4%, ~~in First Quarter 2008 compared with First Quarter 2007,~~ primarily due to lower ~~commission expenses for both individual medical~~technology costs and ~~small employer group business.~~general expenses.

The tables below present information regarding the Assurant Employee ~~Benefits’~~Benefits segment results of operations:


	For the Three Months Ended March 31,
	2008			2007			For the Three Months Ended March 31,
	(in thousands)						2009			2008
Revenues:
Net earned premiums and other considerations	$	280,437		$	296,673		$	263,831		$	280,437
Net investment income		38,369			51,887			34,157			38,369
Fees and other income		6,555			6,277			6,758			6,555

Total revenues		325,361			354,837			304,746			325,361

Benefits, losses and expenses:
Policyholder benefits		197,025			211,607			198,728			199,401
Selling, underwriting and general expenses (4)(5)		103,277			98,953
Selling, underwriting and general expenses								95,287			100,901

Total benefits, losses and expenses		300,302			310,560			294,015			300,302

Segment income before provision for income taxes		25,059			44,277			10,731			25,059
Provision for income taxes		8,727			15,320			3,709			8,727

Segment net income	$	16,332		$	28,957		$	7,022		$	16,332

Ratios:
Loss ratio (1)		70.3	%		71.3	%		75.3	%		71.1	%
Expense ratio (2)		36.0	%		32.7	%		35.2	%		35.2	%
Net earned premiums and other considerations
By major product grouping:
Group dental	$	106,073		$	101,535		$	105,565		$	106,073
Group disability single premiums for closed blocks (3)		5,500			22,847			—			5,500
All Other group disability		116,300			118,189
All other group disability								109,704			116,300
Group life		52,564			54,102			48,562			52,564

Total	$	280,437		$	296,673		$	263,831		$	280,437

For The Three Months Ended March 31, ~~2008~~2009 Compared to The Three Months Ended March 31, ~~2007.~~2008.

Segment net income decreased ~~$12,625~~$9,310, or ~~44%~~57%, to $7,022 for First Quarter 2009 from $16,332 for First Quarter ~~2008 from $28,957 for First Quarter 2007.~~2008. The decrease in net income was ~~primarily~~ driven by less favorable loss experience and lower net investment income, partially offset by a decrease ~~in net investment income of $8,787 (after-tax) and an increase~~ in selling, underwriting and general expenses in First Quarter 2008 compared with First Quarter 2007. We continue to have favorable loss experience in our group disability business while our group life and group dental businesses had less favorable results in First Quarter 2008 compared with First Quarter 2007.expenses.

Total revenues decreased ~~$29,476~~$20,615, or 8%6%, to ~~325,361~~$304,746 for First Quarter ~~2008~~2009 from ~~$354,837~~$325,361 for First Quarter ~~2007. The decrease in revenue is primarily driven by a decrease in~~2008. First Quarter 2008 net ~~investment income and a decrease in~~earned premiums include $5,500 of single ~~premium~~premiums on closed blocks of business. Net investment income decreased $13,518, primarily due to real estate joint venture partnership income of $14,164 in First Quarter 2007 which did not repeat in First Quarter 2008. Net earned premium includes single premium on closed blocks of business in the amount of $5,500 in the current year and $22,847 in the prior year. Excluding single ~~premium~~premiums on closed blocks of business, net earned premiums ~~increased $1,111,~~decreased $11,106 or 4% primarily driven by a decrease in assumed premium through our Disability RMS distribution channel as three clients made strategic decisions to discontinue their reinsurance relationship with Disability RMS during 2007 and 2008 and have been recapturing business since terminating the relationship. In addition, we have ~~begun~~seen an increase in

lapses of larger employer cases and the increased unemployment environment will present a challenge to ~~see overall growth in net earned premiums, specifically in our small case business.~~revenue growth. Net investment income decreased $4,212 or 11% driven by lower invested assets and lower investment yields.

Total benefits, losses and expenses decreased ~~$10,258~~$6,287 or 3%2% to $294,015 for First Quarter 2009 from $300,302 for First Quarter ~~2008 from $310,560 for First Quarter 2007.~~2008. The loss ratio ~~decreased~~increased to ~~70.3%~~75.3% from 71.1%, primarily driven by less favorable group disability experience. Disability recovery rates, including claimants who returned to work, were unfavorable in First Quarter ~~2008~~2009 compared to the prior year period mainly due to the ailing economy, which led to a reduction in the number of claimants recovering from ~~71.3%~~disabilities. In addition, we experienced an increase in high dollar disability claims in First Quarter ~~2007. We continue to see favorable disability experience in~~2009 compared with First Quarter ~~2008 driven by continued favorable incidence,~~2008. Group life and ~~disability recovery rates, which includes claimants who return to work. Group~~ dental experience ~~was unfavorable compared with the First Quarter 2007. Group life experience, while~~were also less favorable when compared ~~with~~to the prior year ~~is favorable from a historical standpoint. The expense ratio increased to 36.0% in First Quarter 2008 from 32.7%, or 330 basis points, in First Quarter 2007. However, excluding~~period. Excluding the single ~~premium~~premiums on closed blocks of business in the prior year period, the expense ratio ~~increased 140 points,~~decreased to 35.2% from 35.8% driven by ~~an increase in~~lower sales related ~~expenses.~~costs and a continued focus on expense management.

The Corporate ~~and~~& Other segment includes activities of the holding company, financing expenses, net realized ~~(losses) gains~~losses on investments, interest income earned from short-term investments held and additional costs associated with excess of loss reinsurance programs reinsured and ceded to certain subsidiaries in the London market between 1995 and 1997. The Corporate ~~and~~& Other segment also includes the amortization of deferred gains associated with the sales of Fortis Financial Group (“FFG”) (a business we sold via reinsurance onin April 2, 2001) and Long Term Care (“LTC”) (a business we sold via reinsurance in March 2000).

The table below ~~present~~presents information regarding the Corporate & Other segment’s results of operations:


	For the Three Months Ended March 31,
	2009			2008
Revenues:
Net investment income	$	4,414		$	7,652
Net realized losses on investments		(55,689	)		(43,143	)
Amortization of deferred gain on disposal of businesses		6,802			7,379
Fees and other income		1,679			63

Total losses		(42,794	)		(28,049	)

Benefits, losses and expenses:
Policyholder benefits		(168	)		—
Selling, underwriting and general expenses		23,431			16,193
Interest expense		15,189			15,288

Total benefits, losses and expenses		38,452			31,481

Segment loss before benefit for income taxes		(81,246	)		(59,530	)
Benefit for income taxes		(5,154	)		(20,464	)

Segment net loss	$	(76,092	)	$	(39,066	)

For The Three Months Ended March 31, ~~2008~~2009 Compared to The Three Months Ended March 31, ~~2007.~~2008.

Segment net loss increased ~~$30,539~~$37,026, or 95%, to $(76,092) for First Quarter 2009 compared with a net loss of $(39,066) for First Quarter ~~2008 from $(8,527)~~2008. The increased net loss was a result of an $8,155, after tax, increase in net realized losses on investments due primarily to realized losses on sales of investments, a decline in net investment income and an increase in expenses primarily due to compensation related costs. Additionally, the benefit for income taxes declined $15,310 primarily related to a $21,000 increase to the tax valuation allowance related to deferred tax assets driven by additional realized capital losses and other-than-temporary impairments during First Quarter 2009. Partially offsetting these amounts was a $1,882, after-tax, expense reduction relating to the ongoing SEC investigation regarding certain loss mitigation products due to reduced expenses and the reimbursement of certain SEC investigation related expenses through our director and officer insurance coverage.

Total revenues decreased $14,745, or 53%, to $(42,794) for First Quarter ~~2007, primarily~~2009 compared with $(28,049) for First Quarter 2008. The decline in revenues was mainly due to an increase in net realized losses on investments of ~~$(28,043) (after-tax)~~$12,546 compared to the prior year period and a decline in net investment income of $3,238 resulting from lower short-term and overnight interest rates in First Quarter ~~2008 compared with net realized gains on investments of $3,621 (after-tax) in~~2009. First Quarter ~~2007. The~~2009 and First Quarter 2008 net realized losses on investments ~~in First Quarter 2008~~ include ~~$28,216 (after-tax) of realized losses from the write-down of other-than-temporary declines in our investment portfolio compared with none for First Quarter 2007.~~

~~The change in total revenues in First Quarter 2008 compared with First Quarter 2007 was $54,148. The change was primarily due to~~$25,439 and $43,409, ~~of realized losses~~respectively, from the write-down of other-than-temporary declines in our investment portfolio.

Total ~~benefits, losses and~~ expenses ~~remained relatively consistent at~~increased $6,971, or 22%, to $38,452 for First Quarter 2009 compared with $31,481 for First Quarter ~~2008 compared with $31,416 for First Quarter 2007.~~2008. The increase in expenses was primarily due to $7,000 in compensation related expense accruals.

The following ~~table shows~~tables show the ~~carrying~~cost or amortized cost, gross unrealized gains and losses and fair value of our ~~investments by type of security as of the dates indicated:~~

~~Of our~~ fixed maturity ~~securities shown above, 68% and 69% (based on total fair value) were invested in securities rated “A” or better as of March 31, 2008 and December 31, 2007, respectively.~~

~~The following table provides the cumulative net unrealized gains (losses), pre-tax, on fixed maturity securities~~ and equity securities as of the dates indicated:

The industry categories that comprise our “All other corporate” and “Public utilities” fixed maturity securities ~~decreased $94,842 to a net unrealized gain of $5,218~~captions above as of ~~March 31, 2008~~the dates indicated are:

The following table shows the credit quality of our fixed maturity securities portfolio as of the dates indicated:

Net investment income decreased $19,295, or 10%, to $178,479 for First Quarter 2009 from ~~December 31, 2007.~~$197,774 for First Quarter 2008. The decrease was primarily due to ~~increases~~lower average invested assets and lower investment yields.

Throughout 2008 and continuing into 2009, the fixed maturity and equity security markets experienced significant volatility and declines in bond spreads across many sectors during the quarter, partially offset by a decrease in treasury yields. The ten year A-rated corporate bond spread, which started the year at 160 basis points over treasury securities, increased to 232 basis points over treasury securities in the first quarter of 2008. The yield on 10-year treasury securities decreased 61 basis points between December 31, 2007 and March 31, 2008. The net unrealized loss on equity securities decreased to $(56,038) at March 31, 2008 from $(66,697) at December 31, 2007. The decrease wasmarket values. These declines were primarily due to ~~changes~~declines in the ~~preferred stock~~housing market, credit availability, as ~~spreads decreased~~well as a general economic slowdown. As a result, certain securities directly exposed to these factors have had significant market value declines.

In connection with these market declines, we recorded net realized losses, including other-than-temporary impairments, in the ~~first quarter~~statement of ~~2008.~~operations as follows:

We regularly monitor our investment portfolio to ensure investments that may be other-than-temporarily impaired are identified in a timely fashion, properly valued, and any impairments are charged against earnings in the proper period. The determination that a security has incurred an other-than-temporary decline in value requires the judgment of management. Assessment factors include, but are not limited to, the length of time and the extent to which the market value has been less than cost, the financial condition and rating of the issuer, whether any collateral is held, and the intent and ability of the Company to retain the investment for a period of time sufficient to allow for recovery. Inherently, there are risks and uncertainties involved in making these judgments. Changes in circumstances and critical assumptions such as a continued weak economy, a more pronounced economic downturn or unforeseen events which affect one or more companies, industry sectors, or countries could result in additional impairments in future periods for other-than-temporary declines in value. Any security whose price ~~return~~decrease is deemed other-than-temporary is written down to its then current market value with the amount of ~~Merrill Lynch Global Bond Index - Preferred Stock, Hybrid index increased 5.47% between December 31, 2007~~the impairment reported as a realized loss in that period. Realized gains and ~~March 31, 2008.~~losses on sales of investments are recognized on the specific identification basis.

~~Net~~When we determine that there is an other-than-temporary impairment, we write down the value of the security to the current market value, which reduces the cost basis. In periods subsequent to the recognition of an other-than-temporary impairment, we generally accrete into net investment income ~~decreased $19,122, or 9%, to $197,774 for~~ the ~~three months ended March 31, 2008~~discount (or amortize the reduced premium) resulting from ~~$216,896 for~~ the ~~three months ended March 31, 2007. The decrease is primarily due to lower investment income from real estate joint venture partnerships, partially offset by an increase~~reduction in ~~average invested assets.~~cost basis, based upon the amount and timing of the expected future cash flows over the remaining life of the security.

The investment category and duration of ~~the Company’s~~our gross unrealized losses on fixed maturity securities and equity securities at March 31, ~~2008~~2009 and ~~the length of time the securities have been in an unrealized loss position~~December 31, 2008 were as follows:

The total gross unrealized losses represent less than 7%21% and 17% of the aggregate fair value of the related ~~securities.~~securities at March 31, 2009 and December 31, 2008, respectively. Approximately ~~72%~~38% and 53% of these gross unrealized losses have been in a continuous loss position for less than twelve ~~months.~~months at March 31, 2009 and December 31, 2008, respectively. The total gross ~~total~~ unrealized losses are comprised of ~~1,137~~1,331 and 1,409 individual securities ~~with 68%~~in March 31, 2009 and December 31, 2008, respectively. At March 31, 2009, 51%, 11% and 9% of the ~~individual securities having an unrealized loss of less than $200. The total~~

gross unrealized losses onfor fixed maturity securities ~~that~~and equity securities were ~~in a continuous unrealized loss position for greater than six months but less than 12 months were approximately $113,172.~~

As part of our ongoing monitoring process, we regularly review our investment portfolio to ensure that investments that may be other-than-temporarily impaired are identified on a timely basis and that any impairment is charged against earningsconcentrated in the ~~proper period. We have reviewed these~~financial, consumer cyclical and industrial industries, respectively.

For fixed maturity securities, 39.4% and ~~recorded $43,409~~31.5% of ~~additional other-than-temporary impairments for~~ the ~~three months ended~~gross unrealized losses at March 31, 2008. There were no other –than-temporary impairments for the three months ended March 31, 2007. Due to issuers’ continued satisfaction of the securities’ obligations in accordance with their contractual terms2009 and their continued expectations to do so, as well as our evaluation of the fundamentals of the issuers’ financial condition, we believe that the prices of the remaining securities in an unrealized loss position as of MarchDecember 31, 2008 were ~~temporarily depressed primarily as~~from $444,404 and $373,385 of securities with a ~~result~~fair value below 70% of ~~the prevailing level~~amortized cost, or 5.2% and 4.4%, respectively, of ~~interest rates~~our fixed maturity security portfolio. The percentage of fair value to amortized cost for fixed maturity securities with gross unrealized losses at ~~the time the securities were purchased. We have the ability~~March 31, 2009 and intent to hold these assets until the date of recovery. Therefore, the decision to sell any security in an unrealized loss position reflects the judgment of management that the security sold is unlikely to provide, on a relative value basis, as attractive a returnDecember 31, 2008 are shown in the ~~future as alternative securities entailing comparable risks.~~following tables.

As of March 31, ~~2008,~~2009, the Company ~~owns $359,936~~owned $269,088 of securities guaranteed by financial guarantee insurance companies. Included in this amount were ~~$272,763~~$229,318 of municipal securities, whose credit rating was ~~AAA~~A+ both with ~~the guarantee, but would have had a rating of AA-without~~and without the guarantee. Due to the credit rating downgrades of the financial guarantee insurance companies in 2008, their financial guarantee is providing minimal or no value in the current market environment.

The ~~following table represents our~~Company has exposure to sub-prime and related mortgages within our fixed maturity security ~~portfolio as well as the current net unrealized loss position at March 31, 2008.~~

portfolio. At March 31, 2009 and December 31, 2008, approximately ~~7.1%~~1.9% and 2.3%, respectively, of the mortgage-backed ~~securities~~holdings had exposure to ~~the~~ sub-prime mortgage ~~collateral.~~collateral which consisted of first and second lien mortgages. This ~~represents 0.7%~~represented approximately 0.2% and 0.3% of the total fixed maturity portfolio and ~~2.3%~~0.1% and 0.1% of the total unrealized loss ~~position.~~position at March 31, 2009 and December 31, 2008, respectively. Of the securities with sub-prime exposure, ~~all are~~approximately 81% and 84% were rated as investment grade ~~rated.~~as of March 31, 2009 and December 31, 2008, respectively. We ~~have~~had no sub-prime exposure to collateralized debt ~~obligations.~~obligations as of March 31, 2009 and December 31, 2008. All mortgage-backed securities, including those with sub-prime exposure, are reviewed as part of the ongoing other-than-temporary impairment monitoring process.

As required by FAS 157, the Company has identified and disclosed its financial assets in a fair value hierarchy, which consists of the following three levels:

Level 2 ~~valuations~~inputs utilize other than quoted prices included in Level 1 that are observable for the asset, either directly or indirectly, for substantially the full term of the asset. Level 2 inputs include quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and inputs other than quoted prices that are observable in the marketplace for the asset. The observable inputs are used in valuation models to calculate the fair value for the asset. Financial assets utilizing Level 2 inputs include corporate, municipal, foreign government and public utilities bonds, private placement bonds, U.S. Government and agency securities, mortgage and asset backed securities, preferred stocks and certain U.S. and foreign mutual funds.

Level 3 inputs are unobservable but are significant to the fair value measurement for the asset, and include situations where there is little, if any, market activity for the asset. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. Financial assets utilizing Level 3 inputs include certain preferred stocks, corporate bonds and mortgage-backed securities that were quoted by brokers and could not be corroborated by Level 2 inputs and derivatives.

A review of the fair value hierarchy classifications is conducted on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

The following tables present the Company’s fair value hierarchy for those recurring basis assets and liabilities as of March 31, 2009 and December 31, 2008.


	December 31, 2008
Financial Assets	Total		Level 1			Level 2			Level 3
Fixed maturity securities	$	8,591,266	$	2,398		$	8,427,643		$	161,225
Equity securities		474,873		3,165	a		455,352			16,356
Short-term investments		703,402		611,460			91,942			—
Collateral held under securities lending		159,028		54,192			104,836			—
Other investments		239,605		56,296	b		176,285	c		7,024	c
Cash equivalents		674,390		674,390			—			—
Other assets		7,080		—			—			7,080
Assets held in separate accounts		1,701,996		1,523,024	a		178,972			—

Total financial assets	$	12,551,640	$	2,924,925		$	9,435,030		$	191,685


Financial Liabilities
Other liabilities	$	56,296	$	56,296	b	$	—		$	—

Level 1 and Level 2 securities are valued using various observable market inputs obtained from a pricing service. The pricing service prepares estimates of fair value measurements for our Level 2 securities using proprietary valuation models based on techniques such as matrix pricing which include observable market inputs. FAS 157 defines observable market inputs as the assumptions market participants would use in pricing the asset or liability developed on market data obtained from sources independent of the Company. The extent of the use of each observable market input for a security depends on the type of security and the market conditions at the balance sheet date. Depending on the security, the priority of the use of observable market inputs may change as some observable market inputs may not be relevant or additional inputs may be necessary. The following observable market inputs, listed in the approximate order of priority, are utilized in the pricing evaluation of Level 2 securities: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data. ~~Each~~The pricing service also evaluates each security ~~is evaluated~~ based on relevant market information including: relevant credit information, perceived market movements and sector news. Valuation models can change period to period, depending on the appropriate observable inputs that are available at the balance sheet date to price a security. When market observable inputs are unavailable, the remaining un-priced securities are submitted to independent brokers who provide non-binding broker quotes or are priced by other qualified sources and are categorized as Level 3 securities.

Management uses the following criteria in order to determine whether the market for a financial asset is inactive:

Illiquidity did not have a material impact in the fair value determination of the Company’s financial assets.

procedures performed include, but are not limited to, initial and on-going review of pricing service methodologies, review of the ~~evaluated~~ prices received from the pricing service, review of pricing statistics and trends, and comparison of prices for certain securities with two different appropriate price sources for reasonableness. As a result of this analysis, if the Company determines there is a more appropriate fair value based upon available market data, which happens infrequently, the price of a security is adjusted accordingly. The pricing service provides information to indicate which securities were priced using market observable inputs so that the Company can properly categorize our financial assets in the fair value hierarchy.

The Company engages in transactions in which fixed maturity securities, especially bonds issued by the United States government, government agencies and authorities, and U.S. corporations, are loaned to selected broker/dealers. Collateral, greater than or equal to 102% of the fair value of the securities lent plus accrued interest, is received in the form of cash and cash equivalents held by a custodian bank for the benefit of the Company. The use of cash collateral received is unrestricted. The Company reinvests the cash collateral received, generally in investments of high credit quality and are designated as available-for-sale under FASB Statement No. 115,Accounting for Certain Investments in Debt and Equity Securities(“FAS 115”). The Company monitors the fair value of securities loaned and the collateral received, with additional collateral obtained as necessary. The Company is subject to the risk of loss to the extent there is a loss in the re-investment of cash collateral.

Assurant, Inc. is a holding company, and as such, has limited direct operations of its own. Our holding ~~company~~company’s assets consist primarily of the capital stock of our subsidiaries. Accordingly, our future cash flows depend upon the availability of dividends and other statutorily permissible payments from our subsidiaries, such as payments under our tax allocation agreement and under management agreements with our subsidiaries. The ability to pay such dividends and to make such other payments will be limited by applicable laws and regulations of the states in which our subsidiaries are domiciled, which subject our subsidiaries to significant regulatory restrictions. The dividend requirements and regulations vary from state to state and by type of insurance provided by the

applicable subsidiary. These laws and regulations require, among other things, our insurance subsidiaries to maintain minimum solvency requirements and limit the amount of dividends these subsidiaries can pay to the holding company. ~~Solvency~~Along with solvency regulations, ~~capital requirements and rating agency requirements are some of~~ the ~~factors used~~primary driver in determining the amount of capital used for ~~dividends.~~dividends is the level of capital needed to maintain desired financial strength ratings from A.M. Best. Given recent economic events that have affected the insurance industry, both regulators and rating agencies could become more conservative in their methodology and criteria, including increasing capital requirements for our insurance subsidiaries which, in turn, could negatively affect our capital resources. For ~~2008,~~2009, the maximum amount of distributions our subsidiaries could pay, under applicable laws and regulations without prior regulatory approval, ~~for our statutory subsidiaries,~~ is approximately ~~$445,154.~~$437,017. This amount decreased by $45,126 from what was reported in our Annual Report on Form 10-K due to realized and unrealized capital losses in First Quarter 2009.

Rating organizations review the financial strength of insurers, including our insurance subsidiaries. For details on the ratings of our insurance subsidiaries as of December 31, 2008, refer to “Item 1—Business—Ratings” in our 2008 Annual Report on Form 10-K.

Dividends or returns of capital paid by our subsidiaries were ~~$10,000 and $436,900 for the three months ended March 31, 2008 and~~$453,303 for the year ended December 31, ~~2007, respectively.~~2008. We ~~use~~used these cash inflows primarily to pay expenses, to make interest payments on indebtedness, to make dividend payments to our stockholders, to make subsidiary capital contributions, to fund acquisitions and to repurchase our outstanding ~~common stock.~~shares. No dividends or returns of capital were paid by our subsidiaries for First Quarter 2009.

The primary sources of funds for our subsidiaries consist of premiums and fees collected, the proceeds from the sales and maturity of investments and net investment income. Cash is primarily used to pay insurance claims, agent commissions, operating expenses and taxes. We generally invest our subsidiaries’ excess funds in order to generate investment income.

Generally, our subsidiaries’ premiums, fees and investment income, along with planned asset sales and maturities, provide sufficient cash to pay claims and expenses. However, there are instances where unexpected cash needs arise in excess of that available from usual operating sources. In such instances, we have several options to raise needed funds, including selling assets from the subsidiaries’ investment portfolios, using holding company cash (if available), issuing commercial paper, ~~and~~or drawing funds from our revolving credit facility. WeIn addition, on November 6, 2008, we filed an automatically effective shelf registration statement on Form S-3 with the SEC. This registration statement allows us to issue equity, debt or other types of securities through one or more methods of distribution. The terms of any offering would be established at the time of the offering, subject to market conditions. If we decide to make an offering of securities, we will consider the ~~permanence~~nature of the cash ~~need~~requirement as well as the cost of ~~each source of funds~~capital in determining ~~which option to utilize.~~what type of securities we may offer.

We paid dividends of ~~$0.12~~$0.14 per common share on March ~~10, 2008~~9, 2009 to ~~shareholders~~stockholders of record as of February ~~25, 2008.~~23, 2009. Any determination to pay future dividends will be at the discretion of our Board of Directors and will ~~be dependent~~depend upon: our subsidiaries’ payment of dividends and/or other statutorily permissible payments to us; our results of operations and cash flows; our financial position and capital requirements; general business conditions; any legal, tax, regulatory and contractual restrictions on the payment of dividends; and any other factors our Board of Directors deems relevant.

Management believes the Company will have sufficient liquidity to satisfy its needs over the next twelve months, including the ability to pay interest on our Senior Notes and dividends on our common shares.

Our qualified pension benefits plan (the “Plan”) was ~~$30,283 over-funded~~$200,855 under-funded at ~~December~~March 31, ~~2007.~~2009. In prior years we established a funding policy in which service cost plus 15% of qualified plan deficit will be contributed annually. During ~~the first three months of 2008,~~First Quarter 2009, we contributed ~~$5,000~~$10,000 to the ~~qualified pension benefits plan.~~Plan. We expect to contribute an additional ~~$15,000~~$30,000 to the ~~qualified pension benefits plan~~Plan over the ~~remaining course~~remainder of ~~2008.~~2009.

Effective January 1, 2009, we decided to modify our expected long-term return on plan assets assumption from 8.25% to 7.50%. We believe that this revised assumption better reflects the projected return on the invested assets, given the current market conditions and the modified portfolio structure. This change in assumption will increase full year 2009 plan expenses by approximately $9,200.

~~In March 2004, we established~~We have a $500,000 commercial paper program, which is available for working capital and other general corporate purposes. This program is backed up by a $500,000 senior revolving ~~credit.~~credit facility. We did not use the commercial paper program or the revolving credit facility during the three months ended March 31, ~~2008.~~2009. The $500,000 senior revolving credit facility contains a $30,000 commitment from Lehman Brothers Bank, FSB (“Lehman”). Based on the financial condition of Lehman, we are not relying on Lehman’s commitment.

The revolving credit facility contains restrictive ~~covenants and requires~~covenants. The terms of the revolving credit facility also require that ~~the Company~~we maintain certain specified minimum ratios and thresholds. ~~We are~~Among others, these covenants include maintaining a maximum debt to capitalization ratio and a minimum consolidated adjusted net worth. At March 31, 2009, we were in compliance with all covenants, minimum ratios and ~~thresholds.~~thresholds, and there have been no material changes to the financial ratios presented in our 2008 Annual Report on Form 10-K.

On February 18, 2004, we issued two series of senior notes inwith an aggregate principal amount of $975,000. The first series is $500,000 in principal amount, bears interest at 5.625% per year and is payable in a single installment due February 15, 2014. The second series is $475,000 in principal amount, bears interest at ~~6.750%~~6.75% per year and is payable in a single installment due February 15, ~~2034. Our senior notes are~~2034 (collectively, the “Senior Notes”). The Senior Notes were rated bbb by A.M. Best Company, Baa1 by Moody’s Investor Services and BBB+ by Standard & ~~Poors~~Poor’s Inc., as of March 31, 2009.

Interest on ~~our senior notes~~the Senior Notes is payable semi-annually on February 15 and August 15 of each year. The ~~senior notes~~interest expense incurred related to the Senior Notes was $15,047, including $7,523 of accrued interest, for the three months ended March 31, 2009 and 2008, respectively. The Company made an interest payment of $30,094 on February 15, 2009. The Senior Notes are unsecured obligations and rank equally with all of our other senior unsecured indebtedness. The ~~senior notes~~Senior Notes are not redeemable prior to maturity.

In management’s opinion, our subsidiaries’ cash flow from operations together with our income and realizable gains from our investment portfolio will provide sufficient liquidity to meet our needs in the ordinary course of business.

We monitor cash flows at the consolidated, holding company and subsidiary levels. Cash flow forecasts at the consolidated and subsidiary levels are provided on a monthly basis, and we use trend and variance analyses to project future cash needs making adjustments to the forecasts when needed.


	For The Three Months Ended March 31,						For The Three Months Ended March 31,
	2008			2007			2009			2008
	(in thousands)
Net cash provided by (used in):
Net cash (used in) provided by:
Operating activities (1)	$	449,418		$	170,949		$	(267,156	)	$	449,418
Investing activities		(189,911	)		(523,141	)		(35,155	)		(189,911	)
Financing activities		(43,877	)		124,355			(74,034	)		(43,877	)

Net change in cash	$	215,630		$	(227,837	)	$	(376,345	)	$	215,630

Net cash (used in) provided by operating activities was $(267,156) and $449,418 for First Quarter 2009 and ~~$170,949 for the three months ended March 31,~~First Quarter 2008, ~~and 2007,~~ respectively. The ~~increase~~decrease in ~~net~~operating activity cash ~~provided by operating activities is~~flow was primarily due to ~~the increase in~~a combination of reduced gross written premiums ~~from our creditor placed homeowners business.~~and higher paid claims primarily the result of deteriorating economic conditions and hurricanes Ike and Gustav, which occurred in 2008.

Net cash used in investing activities was $35,155 and $189,911 for First Quarter 2009 and ~~$523,141 for the three months ended March 31,~~First Quarter 2008, ~~and 2007,~~ respectively. The ~~decrease~~change in net cash used in investing activities is ~~mainly~~ due to ~~the change~~decreases in purchases of fixed maturity and equity securities, coupled with a decrease in collateral held under securities ~~lending. Also contributing to the overall decrease in net cash used were fewer purchases~~lending, short-term investments and commercial mortgage loans, partially offset by lower sales of fixed maturity ~~securities during the three months ended March 31, 2008 over the comparable period in 2007.~~and equity securities.

Net cash used in financing activities was $74,034 and $43,877 for First Quarter 2009 and ~~net cash provided by financing activities was $124,355 for the three months ended March 31,~~First Quarter 2008, ~~and 2007,~~ respectively. The change in net cash used in financing activities iswas primarily ~~attributable~~due to ~~the change~~changes in obligation under securities lending ~~partially~~and dividends paid to shareholders, offset by ~~purchases~~a decrease in the redemption of ~~treasury stock during 2007.~~our mandatorily redeemable preferred stock.

The table below shows our cash outflows for ~~distributions~~interest and dividends for the periods indicated:


	For the three Months Ended March 31,				For the Three Months Ended March 31,
Security	2008		2007		2009		2008
	(in thousands)
Mandatorily redeemable preferred stock dividends and interest paid	$	30,312	$	30,322
Interest paid on mandatorily redeemable preferred stock and debt					$	30,212	$	30,312
Common stock dividends		14,173		12,233		16,489		14,173

Total	$	44,485	$	42,555	$	46,701	$	44,485

In the normal course of business, we issue letters of credit ~~are issued~~primarily to support reinsurance arrangements. These letters of credit are supported by commitments with financial institutions. We had ~~$54,128~~$28,927 and ~~$31,813~~$29,617 of letters of credit outstanding as of March 31, ~~2008~~2009 and December 31, ~~2007,~~2008, respectively.

For a discussion of recent accounting pronouncements see Note 3 of the Notes to Consolidated Financial Statements.

Our ~~2007~~2008 Annual Report on Form 10-K described our Quantitative and Qualitative Disclosures About Market Risk. There were no material changes to the assumptions or risks during the three months ended March 31, ~~2008.~~2009.

The Company’s Chief Executive Officer and ~~interim~~ Chief Financial Officer have evaluated the effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of March 31, ~~2008.~~2009. Based on that review, the Company’s Chief Executive Officer and ~~interim~~ Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective to provide reasonable assurance that information the Company is required to disclose in its reports under the ~~Securities~~ Exchange Act ~~of 1934~~ is recorded, processed, summarized and reported accurately including, without limitation, ensuring that such information is accumulated and communicated to the Company’s management as appropriate to allow timely decisions regarding required disclosure.

~~No material weaknesses were identified at March 31, 2008.~~ During the quarter ending March 31, ~~2008,~~2009, we have made no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~We are regularly~~The Company is involved in litigation in the ordinary course of business, both as a defendant and as a plaintiff. WeThe Company may from time to time be subject to a variety of legal and regulatory actions relating to our current and past business operations. While wethe Company cannot predict the outcome of any pending or future litigation, examination or investigation and although no assurances can be given, ~~we do~~the Company does not believe that any pending matter will have a material adverse effect individually or in the aggregate, on ~~our~~the Company’s financial position, or results of ~~operations.~~operations, or cash flows.

As previously disclosed, the Company and certain of its officers and former employees have received subpoenas and requests from the SEC in connection with an investigation by the SEC ~~staff~~Staff into certain finite reinsurance contracts entered into by the Company. ~~We are~~The Company is cooperating fully and ~~are~~is complying with the requests.

~~We have~~The Company conducted an evaluation of the transactions that could potentially fall within the scope of the subpoenas, as defined by the authorities, and the Company has provided information as requested. On the basis of our investigation, ~~we have~~the Company has concluded that there was a verbal side agreement with respect to one of our reinsurers under our ~~catastrophic~~catastrophe reinsurance program. The contract to which this verbal side agreement applied was accounted for using reinsurance accounting as opposed to deposit accounting. While management believes that the difference resulting from the appropriate alternative accounting treatment would be immaterial to our financial position or results of operations, regulators may reach a different conclusion. In 2004 and 2003, premiums ceded to this reinsurer were $2,600 and $1,500, respectively, and losses ceded were $10,000 and zero, respectively. This contract expired in December 2004 and was not renewed.

In July 2007, wethe Company learned that each of the following five individuals, Robert B. Pollock, President and Chief Executive Officer, Philip Bruce Camacho, Executive Vice President and Chief Financial Officer, Adam Lamnin, Executive Vice President and Chief Financial Officer of Assurant Solutions/Assurant Specialty Property, Michael Steinman, Senior Vice President and Chief Actuary of Assurant Solutions/Assurant Specialty Property and Dan Folse, Vice President-Risk Management of Assurant Solutions/Assurant Specialty Property, received Wells notices from the SEC in connection with its ongoing investigation. A Wells notice is an indication that the staff of the SEC is considering recommending that the SEC bring a civil enforcement action against the recipient for violating various provisions of the federal securities laws. Under SEC procedures, the recipients have the opportunity to respond to the SEC ~~staff~~Staff before a formal recommendation is finalized and before the Commissioners themselves consider any recommendations.

On July 17, 2007, wethe Company announced that the Board of Directors (the “Board”) had placed all five employees on administrative leave, pending further review of this matter. The Board’s actions were based on the recommendations of its Special Committee of non-management directors which thereafter undertook a thorough investigation of the events that had resulted in the receipt of the Wells notices. The Special Committee has reviewed relevant documents, conducted interviews and worked with outside counsel to investigate these matters and to recommend appropriate actions to the Board with respect to the SEC investigation. On August 9, 2007, Messrs. ~~Steinman~~Steinman’s and Folse’s employment with the Company was terminated.

On the basis of an extensive review of evidence concerning this matter and the work of the Special Committee, the Board unanimously voted to reinstate Mr. Pollock as President and Chief Executive Officer, effective January 28, 2008. Effective March 15, 2009, Mr. Camacho resigned from his position as Executive Vice President and Chief Financial Officer of the Company. Starting March 16, 2009, Mr. Camacho began assisting the Company as a consultant for a 12-month transition period. The Board also reinstated Mr. Lamnin, who returned to the Company reporting to Mr. Pollock, and initially, assisting with a variety of strategic projects. The Board’s decisions to reinstate Messrs. Pollock and Lamnin and Mr. Camacho’s decision to ~~reinstate Mr. Pollock implies~~resign imply no conclusion concerning the outcome of the SEC ~~staff’s~~Staff’s ongoing investigation, and the SEC ~~staff’s~~Staff’s Wells ~~notice~~notices to ~~him remains~~them remain in effect. The SEC ~~staff’s~~Staff’s inquiry continues and we ~~are cooperating fully. We~~ cannot predict the duration or outcome of the investigation.

In the course of its response to SEC ~~staff~~Staff inquiries, wethe Company identified certain problems related to ~~our~~its document production process. These production issues have delayed resolution of this matter. The Company believes that it has now completed its response to the SEC ~~staff’s~~Staff’s document request. ~~Messrs. Camacho and Lamnin remain on administrative leave.~~

In relation to the SEC investigation discussed above, the SEC may charge the Company and/or ~~the~~ individuals with violations of the federal securities laws, including alleging violations of Sections 10(b), 13(a), and/or 13(b) of the Securities Exchange Act of 1934, and/or Section 17(a) of the Securities Act of 1933, and may seek civil monetary penalties, injunctive relief and other remedies against the Company and individuals, including potentially seeking a bar preventing one or more of the individuals from serving as an officer or director of a public company. The SEC may also take the position that the Company should restate its consolidated financial statements to address the accounting treatment referred to above. No settlement of any kind can be reached without approval by the SEC and we have not accrued for any civil monetary penalties because wethe Company cannot reasonably estimate the probability or amount of such penalties at this time.

Our ~~2007~~2008 Annual Report on Form 10-K described our Risk Factors. ~~There~~Other than as discussed in Item 1, there have been no material changes to the Risk Factors during the three months ~~ending~~ended March 31, ~~2008.~~2009.

Pursuant to the rules and regulations of the SEC, the Company has filed or incorporated by reference certain agreements as exhibits to this quarterly report on Form 10-Q. These agreements may contain representations and warranties by the parties. These representations and warranties have been made solely for the benefit of the other party or parties to such agreements and (i) may have been qualified by disclosures made to such other party or parties, (ii) were made only as of the date of such agreements or such other date(s) as may be specified in such agreements and are subject to more recent developments, which may not be fully reflected in the Company’s public disclosure, (iii) may reflect the allocation of risk among the parties to such agreements and (iv) may apply materiality standards different from what may be viewed as material to investors. Accordingly, these representations and warranties may not describe the Company’s actual state of affairs at the date hereof and should not be relied upon.

The following exhibits either (a) are filed with this report or (b) have previously been filed with the SEC and are incorporated herein by reference to those prior filings. Exhibits are available upon request at the investor relations section of our website at~~www.assurant.com~~. www.assurant.com. Our website is not a part of this report and is not incorporated by reference in this report.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	March 31, 2009
	Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Fixed maturity securities:
United States Government and government agencies and authorities	$	120,273	$	8,822	$	(23	)	$	129,072
States, municipalities and political subdivisions		871,498		28,901		(8,594	)		891,805
Foreign governments		528,041		17,412		(12,043	)		533,410
Public utilities		1,198,744		17,693		(61,112	)		1,155,325
Mortgage-backed		989,841		39,616		(45,918	)		983,539
All other corporate		5,611,641		55,731		(743,925	)		4,923,447

Total fixed maturity securities	$	9,320,038	$	168,175	$	(871,615	)	$	8,616,598

Equity securities:
Industrial, miscellaneous and all other	$	5,384	$	283	$	(2,008	)	$	3,659
Non-sinking fund preferred stocks		535,519		3,244		(168,046	)		370,717

Total equity securities	$	540,903	$	3,527	$	(170,054	)	$	374,376


	December 31, 2008
	Cost or Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Fixed maturity securities:
United States Government and government agencies and authorities	$	136,725	$	13,784	$	(22	)	$	150,487
States, municipalities and political subdivisions		874,134		14,122		(14,676	)		873,580
Foreign governments		503,620		19,391		(9,693	)		513,318
Public utilities		1,162,447		23,868		(59,604	)		1,126,711
Mortgage-backed		981,275		29,887		(46,877	)		964,285
All other corporate		5,546,027		79,407		(662,549	)		4,962,885

Total fixed maturity securities	$	9,204,228	$	180,459	$	(793,421	)	$	8,591,266

Equity securities:
Industrial, miscellaneous and all other	$	5,384	$	283	$	(1,618	)	$	4,049
Non-sinking fund preferred stocks		571,972		11,114		(112,262	)		470,824

Total equity securities	$	577,356	$	11,397	$	(113,880	)	$	474,873


	Three Months Ended March 31,
	2009			2008
Net realized (losses) gains related to sales:
Fixed maturity securities	$	(8,574	)	$	4,212
Equity securities		(21,639	)		(3,553	)
Other investments		(37	)		(393	)

Total net realized (losses) gains related to sales		(30,250	)		266

Net realized losses related to other-than-temporary impairments:
Fixed maturity securities		(23,136	)		(38,565	)
Equity securities		(2,303	)		(4,844	)

Total net realized losses related to other-than-temporary impairments		(25,439	)		(43,409	)

Total net realized losses	$	(55,689	)	$	(43,143	)


	March 31, 2009
	Less than 12 Months					12 Months or More					Total
	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
Fixed maturity securities:
United States Government and government agencies and authorities	$	1,086	$	(23	)	$	—	$	—		$	1,086	$	(23	)
States, municipalities and political subdivisions		110,602		(4,661	)		75,984		(3,933	)		186,586		(8,594	)
Foreign governments		164,947		(5,902	)		21,006		(6,141	)		185,953		(12,043	)
Public utilities		353,368		(21,661	)		297,322		(39,451	)		650,690		(61,112	)
Mortgage-backed		127,923		(14,557	)		126,634		(31,361	)		254,557		(45,918	)
All other corporate		2,092,729		(287,963	)		1,423,755		(455,962	)		3,516,484		(743,925	)

Total fixed maturity securities	$	2,850,655	$	(334,767	)	$	1,944,701	$	(536,848	)	$	4,795,356	$	(871,615	)

Equity securities:
Industrial, miscellaneous and all other	$	2,930	$	(2,008	)	$	—	$	—		$	2,930	$	(2,008	)
Non-sinking fund preferred stocks		134,514		(58,203	)		209,431		(109,843	)		343,945		(168,046	)

Total equity securities	$	137,444	$	(60,211	)	$	209,431	$	(109,843	)	$	346,875	$	(170,054	)


	December 31, 2008
	Less than 12 Months					12 Months or More					Total
	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
Fixed maturity securities:
United States Government and government agencies and authorities	$	983	$	(22	)	$	—	$	—		$	983	$	(22	)
States, municipalities and political subdivisions		361,383		(12,397	)		27,545		(2,279	)		388,928		(14,676	)
Foreign governments		117,133		(5,853	)		28,478		(3,840	)		145,611		(9,693	)
Public utilities		474,251		(34,099	)		185,491		(25,505	)		659,742		(59,604	)
Mortgage-backed		155,781		(27,512	)		84,046		(19,365	)		239,827		(46,877	)
All other corporate		2,430,886		(346,331	)		1,140,375		(316,218	)		3,571,261		(662,549	)

Total fixed maturity securities	$	3,540,417	$	(426,214	)	$	1,465,935	$	(367,207	)	$	5,006,352	$	(793,421	)

Equity securities:
Industrial, miscellaneous and all other	$	3,366	$	(1,618	)	$	—	$	—		$	3,366	$	(1,618	)
Non-sinking fund preferred stocks		171,637		(49,291	)		212,669		(62,971	)		384,306		(112,262	)

Total equity securities	$	175,003	$	(50,909	)	$	212,669	$	(62,971	)	$	387,672	$	(113,880	)


	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Total			Shares of Common Stock Issued
Balance, December 31, 2007	$	1,438	$	2,904,970	$	2,269,107		$	53,911		$	(1,140,523	)	$	4,088,903		144,009,979
Stock plan exercises		2		2,286		—			—			—			2,288		170,427
Stock plan compensation expense		—		5,036		—			—			—			5,036		—
Tax benefit of exercise of stock options		—		599		—			—			—			599		—
Dividends		—		—		(14,173	)		—			—			(14,173	)	—
Cumulative effect of change in accounting principles (Note 2)		—		—		(2,860	)		—			—			(2,860	)	—
Comprehensive income:
Net income		—		—		186,830			—			—			186,830		—
Other comprehensive loss:
Net change in unrealized (losses) on securities, net of taxes		—		—		—			(54,512	)		—			(54,512	)	—
Net change in foreign currency translation, net of taxes		—		—		—			(6,609	)		—			(6,609	)	—
Amortization of pension and postretirement unrecognized net periodic benefit, net of taxes		—		—		—			1,713			—			1,713		—

Total other comprehensive loss															(59,408	)

Total comprehensive income:															127,422

Balance, March 31, 2008	$	1,440	$	2,912,891	$	2,438,904		$	(5,497	)	$	(1,140,523	)	$	4,207,215		144,180,406


	March 31, 2009
	Par Value		Unrealized (Loss) Gain			Fair Value		% to Total Fixed Maturity Securities
> 80% of amortized cost	$	4,011,764	$	(307,252	)	$	3,677,051	42.7	%
70% to 80% of amortized cost		895,213		(221,109	)		673,901	7.8	%
<70% of amortized cost		799,490		(343,254	)		444,404	5.2	%

Gross unrealized losses on fixed maturity securities		5,706,467		(871,615	)		4,795,356	55.7	%
Gross unrealized gains on fixed maturity securities		3,854,177		168,175			3,821,242	44.3	%

Net unrealized loss on fixed maturity securities	$	9,560,644	$	(703,440	)	$	8,616,598	100.0	%


	December 31, 2008
	Par Value		Unrealized (Loss) Gain			Fair Value		% to Total Fixed Maturity Securities
> 80% of amortized cost	$	4,282,068	$	(322,856	)	$	3,941,539	45.9	%
70% to 80% of amortized cost		911,984		(220,308	)		691,428	8.0	%
<70% of amortized cost		627,811		(250,257	)		373,385	4.4	%

Gross unrealized losses on fixed maturity securities		5,821,863		(793,421	)		5,006,352	58.3	%
Gross unrealized gains on fixed maturity securities		3,614,294		180,459			3,584,914	41.7	%

Net unrealized loss on fixed maturity securities	$	9,436,157	$	(612,962	)	$	8,591,266	100.0	%


	Total Level 3 Assets			Fixed Maturity Securities			Equity Securities			Other Investments			Other Assets
Balance, beginning of period	$	282,581		$	256,937		$	12,116		$	10,368		$	3,160
Total gains or (losses) (realized/unrealized) included in earnings		(1,643	)		(950	)		—			3			(696	)
Unrealized (losses) relating to instruments still held at the reporting date		(6,017	)		(4,959	)		(646	)		(412	)		—
Purchases, issuances, (sales) and (settlements)		3,731			2,853			—			(346	)		1,224
Transfers in and/or (out of) Level 3		(62,445	)		(62,601	)		156			—			—

Balance, end of period	$	216,207		$	191,280		$	11,626		$	9,613		$	3,688


	Low		Target		High
Debt securities	45	%	50	%	55	%
Equity securities *	45	%	50	%	55	%


	As of March 31, 2008				As of December 31, 2007
Fixed maturity securities	$	9,692,529	71	%	$	10,126,415	73	%
Equity securities		728,473	5	%		636,001	5	%
Commercial mortgage loans on real estate		1,470,477	11	%		1,433,626	10	%
Policy loans		56,978	1	%		57,107	1	%
Short-term investments		652,305	4	%		410,878	3	%
Collateral held under securities lending		521,347	4	%		541,650	4	%
Other investments		535,862	4	%		541,474	4	%

Total investments	$	13,657,971	100	%	$	13,747,151	100	%


	As of
Fixed Maturity Securities by Credit Quality (Fair Value)	March 31, 2009				December 31, 2008
Aaa / Aa / A	$	5,638,489	65.4	%	$	5,706,913	66.4	%
Baa		2,384,793	27.7	%		2,364,693	27.5	%
Ba		467,895	5.4	%		402,942	4.7	%
B and lower		125,421	1.5	%		116,718	1.4	%

Total	$	8,616,598	100.0	%	$	8,591,266	100.0	%


	Three Months Ended March 31,
	2009			2008
Fixed maturity securities	$	138,411		$	147,992
Equity securities		10,232			11,613
Commercial mortgage loans on real estate		23,683			23,763
Policy loans		775			872
Short-term investments		2,538			4,646
Other investments		5,787			7,038
Cash and cash equivalents		3,845			8,285

Total investment income		185,271			204,209

Investment expenses		(6,792	)		(6,435	)

Net investment income	$	178,479		$	197,774


	Market Value		Percentage of Portfolio		Net Unrealized Loss
	(in thousands)
Fixed maturity portfolio:
Sub-prime first lien mortgages	$	48,795	0.5	%	$	(4,732	)
Second lien mortgages (including sub-prime second lien mortgages)		20,325	0.2	%		(379	)

Total exposure to sub-prime collateral	$	69,120	0.7	%	$	(5,111	)


~~Exhibit~~ ~~Number~~ 10.1		Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. Long Term Equity Incentive Plan (incorporated by reference from Exhibit ~~Description~~ 10.1 to the Registrant’s Form 8-K, originally filed on March 16, 2009).

10.2		Separation Agreement, dated March 3, 2009, by and between Assurant, Inc. and Philip Bruce Camacho (incorporated by reference from Exhibit 10.1 to the Registrant’s Form 8-K, originally filed on March 9, 2009).

10.3		Consulting Agreement, dated March 3, 2009, by and between Assurant, Inc. and Philip Bruce Camacho (incorporated by reference from Exhibit 10.2 to the Registrant’s Form 8-K, originally filed on March 9, 2009).

12.1		Computation of Ratio of Consolidated Earnings to Fixed Charges as of March 31, 2009.

31.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.

31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

32.1		Certification of Chief Executive Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of ~~Interim~~ Chief Financial Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


		ASSURANT, INC.

Date: May ~~12, 2008~~06, 2009		By:	/s/ ~~Robert B. Pollock~~
	~~Name:~~	Robert B. Pollock
	~~Title:~~		Name: Robert B. Pollock
			Title: President and Chief Executive Officer

Date: May ~~12, 2008~~06, 2009		By:	/s/ ~~Michael J. Peninger~~
	~~Name:~~	Michael J. Peninger
	~~Title:~~		Name: Michael J. Peninger
			Title: Executive Vice President and ~~Interim~~ Chief Financial Officer

Large accelerated filer

Accelerated filer ¨

Non-accelerated filer

(Do not check if a smaller reporting company)

Smaller reporting company ¨