SCOTTISH RE
                                                       Moderator: Scott Willkomm
                                                             07-29-05/7:30 am CT
                                                           Confirmation #7550420
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                                   SCOTTISH RE

                            Moderator: Scott Willkomm
                                  July 29, 2005
                                   7:30 am CT


Operator:           Good morning. My name is (April) and I will be your
                    conference facilitator. At this time I would like to welcome
                    everyone to the Scottish RE Second Quarter Earnings Release
                    conference call.

                    All lines have been placed on mute to prevent any background
                    noise. After the speakers' remarks there will be a question
                    and answer period. If you would like to ask a question
                    during this time simply press star then the number 1 on your
                    telephone keypad. If you would like to withdraw your
                    question press star with the number 2 on the telephone
                    keypad.

                    Thank you. I would now like to turn the call over to Ms.
                    Elizabeth Murphy. Ms. Murphy, you may begin your conference.

Elizabeth Murphy:   Good morning everyone and welcome to Scottish RE Group
                    Limited Second Quarter conference call. We will begin the
                    call with comments about the company's financial results and
                    give an overview of the development of the company's
                    business. At the conclusion of prepared remarks we will take
                    your questions.




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                                                       Moderator: Scott Willkomm
                                                             07-29-05/7:30 am CT
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                    There will be a recording of this call available after 1:00
                    pm today running through August 11. Instructions on how to
                    access the recording were included in your conference call
                    invitation with today's earnings release. Also, a replay of
                    the call can be accessed on our Web site,
                    www.scottishre.com.

                    Before we begin the financial overview please keep in mind
                    that certain statements that we make are forward looking
                    statements within the meaning of the Federal Securities
                    laws. And management cautions that forward-looking
                    statements are not guaranteed and that actual results could
                    differ materially from those expressed or implied.

                    Last night Scottish RE reported that net income for the
                    quarter ended June 30, 2005 was $1.6 million or 3 cents per
                    diluted ordinary share, as compared to $28.7 million or 77
                    cents per diluted ordinary share for the prior year period.

                    Net income for the six months ended June 30, 2005 was $35
                    million, or 76 cents per diluted ordinary share as compared
                    to $38.8 million or $1.04 per diluted ordinary share for the
                    prior year period.

                    Net operating earnings were $19.7 million or 42 cents per
                    diluted ordinary share for the quarter ended June 30, 2005
                    as compared to $18.1 million or 49 cents per diluted
                    ordinary share for the prior year period.

                    Net operating earnings were $46.6 million or $1.01 per
                    diluted ordinary share for the six months ended June 30,
                    2005 as compared to $34.7 million or 93 cents per diluted
                    ordinary share for the prior year period.

                    Net operating earnings is a non-GAAP measurement. We
                    determined net operating earnings by adjusting GAAP net
                    income by realized gains and




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                                                       Moderator: Scott Willkomm
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                    losses and the change in value of embedded derivatives as
                    adjusted for the related effects of the amortization of
                    deferred acquisition costs and taxes.

                    While these items may be significant components in
                    understanding and affecting the company's consolidated
                    financial performance, the company believes that the
                    presentation of net operating earnings enhances the
                    understanding of its results of operations by highlighting
                    earnings attributable to the normal recurring operations of
                    its reinsurance business. However, net operating earnings
                    are not a substitute for net income determined in the course
                    of (unintelligible).

                    Total revenue for the quarter ended June 30, 2005 increased
                    to $503.8 million from $226.9 million for the prior year
                    period, an increase of 122%. Excluding realized gains and
                    losses and the change in fair value of its added
                    derivatives, total revenue for the quarter increased to $525
                    million from $214 million for the prior year period, an
                    increase of 145%.

                    Total revenue for the six months ended June 30, 2005
                    increased to $1.1 billion from $406.1 million for the prior
                    year period, an increase of 171%.

                    On a linked quarter basis, premiums earned decreased to
                    $438.6 million in the second quarter of 2005 from $465.2
                    million in first quarter 2005. In Q1, approximately $40
                    million of additional premium was earned on 2004 treaties
                    that remains opens to new business in quarter one 2005.

                    In addition, 41 premiums earned included approximately $17
                    million of premiums due from retrocessionaires. We expect
                    premiums earned will grow in the third quarter by 8% - 10%
                    over Q2 previous.




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                                                       Moderator: Scott Willkomm
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                    Excluding realized gains and losses and the change in fair
                    value of embedded derivatives, total revenue for the quarter
                    increased to $1.1 billion from $400.4 million for the prior
                    year period, an increase of 175%.

                    Total benefits and expenses increased to $510.6 million for
                    the quarter from $199.9 million, an increase of 155%. For
                    the six months ended June 30, 2005 total benefits and
                    expenses increased to $1 billion from $367.8 million, an
                    increase of 172%.

                    The increases were principally driven by the acquisition of
                    the ING individual life business and growth in the company's
                    reinsurance business in North America.

                    The impact of the ING reacquisition and purchase accounting
                    adjustments for the (unintelligible) of that block on a
                    quarterly basis as we assimilated during the course of 2005
                    frustrates one's ability to accurately analyze the company's
                    benefits ratio.

                    In light of this opaqueness, on our first quarter conference
                    call we attempted to give guidance with respect to our
                    benefits and acquisition expense ratios, excluding the
                    acquisition accounting noise. On a normalized basis we would
                    expect our benefits ratio to range from 73% to 75% for the
                    full year and our acquisition expense ratio to range from
                    20% to 22%. The sum of the two ratios should range from 93%
                    to 96% for the full year 2005.

                    The change in fair value of embedded derivatives is a
                    non-cash item that was influenced in the quarter by the
                    decrease in risk free interest rates and the increase in
                    credit spreads during the period.




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                    The company's operating expense ratio, which is the ratio of
                    operating expenses to total revenue excluding realized gains
                    and losses and the change in value of embedded derivates for
                    the last 12 months ended June 30, 2005 was 4.8% as compared
                    to an operating expense ratio of 6.7% for the year ended
                    December 31, 2004.

                    The company's total assets was $10.3 billion as of June 30,
                    2005. The core investment portfolio comprising fixed
                    maturity investments, preferred stock and most of the cash
                    and cash equivalents totaled $5.6 million at an average
                    quality rating of AA-, an effective duration of 3.6 years
                    and a weighted average book yield of 4.6%. This compares
                    with a portfolio balance of $4.3 billion and average quality
                    rating of AA-, expected duration of 3.8 years and an average
                    booked yield of 4.2% as of December 31, 2004.

                    You may remember from last quarter that the growth in our
                    invested assets was principally driven by the receipt of
                    $850 million from our ordinary holdings securitization.

                    Funds withheld with interest totaling $1.9 billion at an
                    average quality rating of A and effective duration of 5.2
                    years and a weighted average book yield of 5.8% at June 30,
                    2005. This compares with a total of $2.1 billion with an
                    average quality rating of A+ and effective duration of 3.9
                    years and an average book yield of 5.2% at December 31,
                    2005. The market value of the funds withheld with interest
                    amounted to $1.9 billion at June 30, 2005.

                    On a trailing 12 month basis, the company's return on
                    average equity measured by dividing net operating earnings
                    by average shareholders equity excluding the effects of
                    FAS115 and the change in fair value of embedded derivatives
                    was 11.2%. If the company has not experienced adverse
                    mortality




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                    reports, its return on average equity for the last 12 months
                    would have been approximately 12.5%.

                    Our book value for share at June 1, 2005 was $23.74 as
                    compared to $21.60 per share at December 31, 2004. Our fully
                    diluted book value per share excluding the effects of FAS115
                    and the embedded derivatives was $20.13 as of June 30, 2005,
                    compared to $19.43 at December 31, 2004.

                    Fully diluted book value per ordinary share is a non-GAAP
                    measure based on total shareholders equity from the assumed
                    proceeds from the exercise of outstanding options or - and
                    other convertible securities, divided by the sum of shares
                    options and warrants outstanding and the number of shares
                    required upon the conversion of convertible securities. The
                    company believes its fully diluted book value for ordinary
                    share more accurately reflects the book value that is
                    attributable to an ordinary share.

                    At this time I'm going to turn the call over to Scott
                    Willkomm to discuss our financial and operating results for
                    the quarter.

Scott Willkomm:     Thank you Elizabeth. Good morning and thank you all for
                    participating on this call on short notice.

                    The results for the second quarter were negatively impacted
                    by higher than expected mortality this quarter with much of
                    it reported to us by our customers in their June session
                    statements. This adverse mortality depressed net income and
                    net operating earnings by approximately $11.2 million after
                    taxes or 24 cents per diluted share.

                    We are disappointed with these results. Unfortunately a
                    greater than expected number of large claims in North
                    America caused us to miss our earnings




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                    expectations for the quarter. However it's important to put
                    this in context and recall that we are in the business of
                    accepting risk. While we pick a long-term outlook when
                    developing our expected returns, fluctuations in mortality
                    can lead to short-term earnings volatility in any reporting
                    period.

                    If there wasn't any volatility, ceding companies would be
                    less interested in reinsuring their business. Our job is to
                    minimize that volatility to acceptable levels over the
                    long-term.

                    When comparing quarter two mortality to quarter one
                    mortality, one could conclude that the higher level in
                    quarter two was due to severity. The total number of claims
                    in the second quarter was marginally less than what we
                    experienced in the first quarter and was consistent with
                    expected levels.

                    However in the second quarter, we received three very large
                    claims that together totaled $5.3 million. In total, we
                    received 16 more claims in the second quarter than we
                    expected, with claim amounts in excess of $500,000. That 16
                    includes the three that I mentioned before. This higher than
                    expected number of large claims, which we define as claims
                    in excess of $500,000 did not come from any one ceding
                    company and were not concentrated in any one block or
                    segment of our business.

                    We anticipate that our claims experience will revert to more
                    expected levels, but the nature of our business is such that
                    our results will continue to be subject to mortality,
                    volatility that can impact our results in a positive or
                    negative manner.

                    Let me attempt to answer some of the obvious questions about
                    our claims experience by comparing quarter two's experience
                    with quarter one's




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                    experience. When referring to dollar amounts of claims in
                    this statistical information, I will quote everything on a
                    net or after retrocession basis.

                    The first question is, what have you observed that suggests
                    that quarter two's higher mortality was a severity issue?
                    Observation number one, on an enterprise wide basis, the
                    total number of claims in quarter two was marginally less
                    than quarter one and consistent with expected levels.

                    Observation number two, on an enterprise-wide basis, in
                    looking at claims with amounts ranging from $1 and $99,000,
                    the total number of claims in quarter two was approximately
                    4% less than quarter one and the aggregate dollar amount of
                    claims in quarter two was approximately 2-1/2% less than
                    quarter one. In addition the average claim amount in this
                    band was approximately $21,000 in both quarters.

                    Observation number three, on an enterprise-wide basis,
                    quarter two claims in the $100,000 to $249,000 band were
                    consistent with quarter one's experience.

                    Observation number four, on an enterprise-wide basis once
                    again, the number of quarter two claims in the $250,000 to
                    $500,000 band was approximately 8% higher than quarter one
                    and the dollar amount was approximately 26% higher in
                    quarter two when compared to quarter one.

                    Observation number five, on an enterprise-wide basis, the
                    number of quarter two claims in excess of $500,000 was 30%
                    higher than in quarter one and the aggregate dollar amount
                    of claims in quarter two was approximately 17% higher than
                    quarter one.

                    Finally, observation number six, we were adversely impacted
                    by three very larger claims in the quarter which totaled
                    approximately $5.3 million,




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                    comprised of two claims with net exposure of $2 million each
                    and one claim with net exposure of $1.3 million.

                    In one of the $2 million claims, the insured was a 48 year
                    old professional who died of a brain tumor that was
                    diagnosed seven to eight months before his death.
                    Substantially all of the risk Scottish RE was exposed to
                    arose from a policy issued in late 2002. After receiving the
                    claim notification our underwriters reviewed the case and
                    determined that prudent underwriting standards were followed
                    by the primary company when the policy was issued.

                    In the case of the second $2 million claim, the insured was
                    a 66 year old individual who died of lung cancer and the
                    policy was originally issued in 1996.

                    In the case of the $1.3 million claim, the insured was a 62
                    year old individual who had a number of policies issued
                    during the years 1991 to 2001. And that individual died of
                    cancer.

                    Let me digress for a moment and say a little bit about our
                    retrocession program and why it is important to note the use
                    of the word net exposure when talking about Scottish RE's
                    exposure to very large claims.

                    One of the very large claims that cost Scottish RE $2
                    million in quarter two illustrates the effectiveness of our
                    retrocession program. This claim exposed the Scottish RE
                    group to approximately $16 million on a gross basis and the
                    life insurance industry as a whole to over $40 million. In
                    other words, this individual had over $40 million of life
                    insurance. However, our standard retrocession arrangement
                    together with the special retrocession program we put in
                    place in connection with the ING RE acquisition reduced the
                    firm's exposure to $2 million.




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                    Claim exposures of this size are not the norm at Scottish RE
                    but do appear in our portfolio risk from time to time. Less
                    than 2% of Scottish RE's $13.9 million reinsured life
                    insurance policies have benefit amounts in excess of
                    $500,000. Accordingly, even with our conservative risk
                    management framework, some degree of mortality volatility
                    will always exist.

                    Let us return to some of the obvious questions. Question
                    number two might be, what is the significance of higher
                    severity versus a higher frequency of claims?

                    Life insurance risks come with inherent volatility.
                    Volatility associated with severity will occur from time to
                    time and more often the smaller the accounting period.

                    The important thing to note is that severity can cause a
                    material earnings deviation over a specific time period
                    based upon a handful of events that happen to occur at that
                    time. Assuming that this does not become the norm from
                    quarter to quarter, it is not indicative of anything wrong
                    in the business. That is not to say that one bad quarter in
                    terms of frequency is indicative of anything wrong either as
                    that volatility may occur as well.

                    Question number three, do you know what ceding company or
                    companies were responsible for the adverse mortality
                    experience? In any given quarter, we can analyze the premium
                    and claims information that each of our customers reports to
                    us. We examine that data and compare it to what we expected
                    in the period. We use that information along with historical
                    information on the account to manage our business.




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                    In quarter two, a number of accounts reported claims to us
                    in excess of what we would have expected. But no one company
                    represented a majority of that adverse experience.

                    Question number four, is it reasonable to expect some
                    mortality volatility? The answer is yes. If there was no
                    degree of volatility, ceding companies would be less
                    interested in reinsuring their business and paying
                    reinsurers to accept that risk.

                    Mortality results can exhibit volatility especially when
                    viewed in a less than annual cycle. In general, in terms of
                    the number of claims, volatility tends to be reasonably
                    symmetric around expected levels.

                    In terms of aggregate dollar amounts of claims, volatility
                    tends to be less symmetric. In general, we expect more good
                    quarters of mortality experience than bad quarters and that
                    has been the experience at Scottish RE. This is driven by
                    expecting relatively few large claims in any given quarter.

                    Unfortunately people do not always die in even patterns
                    linked to accounting periods. And while it is possible to
                    get more claims than expected in a given quarter, it is
                    impossible to have less than zero. Therefore, there is a
                    limit to how low mortality can be in a quarter due to
                    favorable volatility, but a fairly wide range to how adverse
                    mortality can affect the results in one quarter.

                    Question number five, how does Scottish RE mitigate
                    mortality volatility and manage this downside risk? Scottish
                    RE has employed a number of techniques to reduce the
                    potential volatility in its portfolio of risk. We minimize
                    volatility by limiting our per life exposures and
                    maintaining very robust retrocession programs. Furthermore,
                    we purchase special retro coverage to minimize potential
                    volatility that can arise from per life retentions that are
                    greater than




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                    our own, and we purchase catastrophe and clash coverage to
                    protect ourselves from events beyond our control.

                    Our organic Scottish RE US block has a per life maximum
                    retention of $500,000 for all new business reinsured by us
                    through December 31, 2004. All new business originated since
                    that time has been subject to a $1 million for life maximum.
                    This is one of the lowest per life retention in our
                    industry.

                    In connection with the ERC acquisition, per life amount in
                    excess of $1 million were retroceded and in connection with
                    the ING acquisition, per life amounts in excess of $2
                    million were retroceded.

                    In addition, we limit our pool shares so as to minimize our
                    exposure to mortality experience in any one individual
                    company. And finally we buy catastrophe coverage to protect
                    the company from natural and manmade catastrophes including
                    things like earthquakes, tsunamis and terrorism events and
                    clash coverage to protect the company from unknown
                    accumulations of risk on any one life.

                    Question number six, what does this quarter's mortality
                    results mean for next quarter? We would expect third quarter
                    mortality to return to normal levels, although we cannot
                    guarantee that. In addition, we do not see any adverse
                    mortality trends developing.

                    Question number seven, what does this quarter's mortality
                    experience say about your pricing? We price our business
                    based upon reasonable best estimate mortality assumptions.
                    We have had many quarters at Scottish RE that produced
                    mortality that was favorable when compared with the expected
                    levels. Just as that would not lead us to believe that our
                    mortality was




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                    necessarily conservative, this quarter's experience does not
                    lead us to question our pricing assumptions as well.

                    As mentioned, the inherent nature of our business is we
                    expect to have many quarters when we have mortality on
                    target for favorable relative to expected levels and
                    occasional quarters that are adverse and use up the
                    favorable results as we trend towards meeting our pricing
                    expectations in the long-term

                    We completed a comprehensive experience study on all
                    business priced and assumed by Scottish RE during the period
                    of 2000 to 2003. And that was reviewed by an international
                    actuarial consulting firm. The overall result of that study
                    demonstrated that Scottish RE's mortality experience on that
                    specific block was 95% of expected levels.

                    Question number eight, did the adverse mortality come from
                    one of your acquired blocks? Yes and no. The adverse
                    mortality experience was spread rather evenly throughout the
                    entire Scottish RE book of business, whether organically
                    originated or acquired.

                    Question number nine, what are you doing about this
                    mortality spike and are you reexamining your pricing model
                    and assumptions? We constantly review our business to
                    identify any potential underperforming accounts and take
                    appropriate decisive action relating to that. This quarter
                    is no exception.

                    We have over 30 underwriting audits that are scheduled and
                    are taking place during the course of 2005. We are in the
                    process of updating all of our mortality studies and through
                    the ING acquisition have invested in increased staffing
                    around mortality research. We continually challenge our own
                    assumptions and models both at a micro and macro level in
                    order to assure that we meet out pricing expectations in
                    total.




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                    We also continue to be diligent in our auditing of cedents
                    and monitoring of experience and we are proactive at
                    depricing or terminating treaties that we feel are not up to
                    pricing standards. This helps us to minimize the number of
                    poor performing treaties in our portfolio.

                    Question number ten, what is your actual to expected
                    mortality statistic? Claims came in at about 6% higher than
                    expected levels in quarter two and were spread between each
                    of our blocks of business. And on an inception to date
                    basis, mortality is running just about 100% of expected
                    levels as a result.

                    So let us slightly change topics and discuss some of the
                    trends we are seeing in our business more broadly. In our
                    traditional solutions business we added $38-1/2 billion of
                    new traditional life reinsurance volume during the quarter,
                    bringing total 2005 new business to $87.5 billion. This
                    compares quite favorable with the $64 billion we produced in
                    all of 2004.

                    In addition, we quoted on 30 traditional opportunities in
                    the period and won 19 in the second quarter. On a year to
                    date basis, this brings total quotes to 92 with 61 wins and
                    compares well to last year when we had 72 wins for the
                    entire year of 2004. Quoting activity has stabilized now
                    that the burst of new business activity in the immediate
                    past ING acquisition period has returned to more normalized
                    levels.

                    Our production goal for 2005 in the traditional solutions
                    business volume was to originate between $100 and $110
                    billion of new business and has as we've said in the past we
                    do not sacrifice quality in return for production goals. On
                    a year-to-date basis we have declined to participate in 29
                    quoting opportunities and more than half of the 31 losses we
                    had were as a result of price.




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                    As of June 30, 2005, the company had slightly more than $1
                    trillion of life reinsurance in force, covering
                    approximately 13.9 million lives with an average benefit per
                    life $74,000 in North America.

                    In our financial solutions business we measure progress by
                    measuring the GAAP reserves that we hold on our balance
                    sheet. Reserves for the final - for the financial solutions
                    business line increased to $3.5 billion as of the end of
                    second quarter in comparison with $3.4 billion at the end of
                    2004.

                    While quoting activity has been brisk we are very selective
                    in pricing potential new spread transactions. On a same
                    store basis, growth spread on fixed annuities, which is the
                    largest part of our financial solutions business, decreased
                    to 151 basis points from 164 basis points in the prior
                    quarter and 155 basis points in the second quarter of 2004.

                    Over the past year, the yield on the assets backing these
                    transactions dropped by 8 basis points, reflecting the
                    investment of new premium and cash flows and market yields
                    that are lower than current portfolio yields. Crediting
                    rates decreased by 4 basis points during this period.

                    In our international business, premiums in the quarter were
                    approximately $27.9 million, which is a slight decline from
                    the $28.7 million that we reported in the same quarter last
                    year. Total revenue in Q2 '05 decreased modestly to $30.4
                    million as compared to last year's second quarter results as
                    well.

                    As you are aware, we have taken the opportunity over the
                    past 18 months to review the pricing of our international
                    business and have chosen not to renew business that does not
                    meet our return and risk management hurdles. We expect the
                    international business to continue to grow and support
                    significantly




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                    wider margins than our North American business. And in
                    addition, the non-US markets are experiencing some of the
                    capacity constraints that we see in North America which
                    presents both growth opportunities as well as attractive
                    pricing positions.

                    On July 6, we issued $125 million of non-cumulative
                    perpetual preferred stock. The preferred stock has a fixed
                    rate dividend of 7.25% for an initial five year period.
                    After the initial period the security is callable at par and
                    can be remarketed at a lower rate or may convert to a
                    floating rate security.

                    The issue is listed and traded on the New York Stock
                    Exchange under the symbol SCTPRV. This security is
                    structured to achieve maximum equity treatment from all of
                    the ratings - the perspective ratings agencies. And
                    incorporating this security into our capital structure
                    provides - or has enabled us to reduce our overall cost of
                    capital and add real economic value to Scottish RE.

                    On July 18, Scottish RE entered into a $200 million credit
                    agreement with a syndicate of lenders. This agreement is an
                    unsecured three year facility that allows the company to
                    issue letters of credit and borrow for working capital,
                    capital expenditures and general corporate purposes.

                    The credit facility may be increased at the company's option
                    to $300 million. This credit package increased the size of
                    available funding at reduced cost to the company and
                    represents a further step in the efficient management of our
                    capital and liquidity.

                    Now let us turn to earnings guidance. Our guidance for
                    fiscal year 2005 has been - had been $2.75 to $2.95 per
                    share - per diluted share. While higher than expected claims
                    in the second quarter negatively impacted our earnings in
                    the




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                    quarter to the tune of about 24 cents per share, there has
                    been no change in the underlying fundamentals of our
                    business and the earnings power of the company. Accordingly
                    we do not expect to change our outlook for growth and new
                    business profitability.

                    Furthermore, other than adjusting for the mortality
                    shortfall in the quarter, we do not expect to adjust our
                    guidance range. In other words, our revised guidance for
                    fiscal 2005 is now $2.51 to $2.75 per share.

                    Since the company reported net operating earnings of 60
                    cents per share in quarter one and 42 cents per share in
                    quarter two, we would expect the company to earn between
                    $1.49 and $1.69 per share in the second half of '05. We
                    would expect that between 42% and 44% of that six month
                    expected earnings will emerge in quarter three and between
                    56% and 58% will emerge in quarter four.

                    I'd like to conclude the prepared remarks on today's
                    conference call by saying that despite the negative impact
                    of claims volatility during the quarter, for us at Scottish
                    it is business as usual. The business fundamentals and
                    earnings power of the company has not changed and we
                    continue to believe that market conditions and the
                    competitive advantages that we enjoy provide us with
                    tremendous growth opportunities.

                    All of us at Scottish are excited about our prospects for
                    the rest of the year and into the future. And we thank you
                    for your continued support and interest in the company.

                    At this point we'll conclude our prepared remarks and take
                    your questions. Operator?




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Operator:           At this time I would like to remind everyone in order to ask
                    a question please press star then the number 1 on your
                    telephone keypad. We'll pause for just a moment to compile a
                    Q&A roster.

                    Your first question comes from the line of Andrew Kligerman
                    with UBS.

Andrew Kligerman:   Thank you very much. I guess the first question would be
                    that historically you - it's bounced around a fair amount
                    but you had reported mortality at roughly 95% to 98% of
                    expected. Going forward should we be thinking more in the
                    vein of 100%, you know, in line pricing every quarter as
                    opposed to the more favorable quarters?

Scott Willkomm:     Yes Andrew, why don't I answer that so I don't lose track of
                    your question.

Andrew Kligerman:   Yes.

Scott Willkomm:     I think that the answer to your question is correct. As you
                    may recall from a number of our prior conference calls, over
                    the past 8 to 12 quarters, our expected mortality - actual
                    to expected mortality has been between 98% and 99% or so of
                    expected level.

                    And I think we have on numerous occasions indicated that our
                    expectations and our internal planning is that we would
                    expect 100% of expected. That is where we would expect
                    things to converge over time as the company matures. So your
                    answer - the answer to your question is yes.

Andrew Kligerman:   Great. Scott, on the benefits ratio - and this one I'm
                    struggling with. Because last quarter on the benefits ratio
                    spiked up to 78% and I had asked - we had asked, you know,
                    from a normal - of what had typically been 70%, 71%, we had
                    asked, you know, is this going to be a new run rate? Is this




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                    problematic? And the company's response was no. This is a
                    reflection of the new ING business in the 75% to 80% ratio.

                    Now earlier Elizabeth Murphy said the guidance going forward
                    is 72% to 75%. So at this stage I'm uncomfortable with that
                    guidance. Could you help me reconcile that?

                    And secondly, there was a big reporting issue in this
                    quarter where the ratios were off due to (Serry Adam)
                    estimates involving in the ING transaction. What happened
                    there with the reporting? Why is it that, you know, by May
                    of '05 you weren't able to accurately reflect the policy
                    counts and so forth?

                    So, they're both kind of reporting orientated but the first
                    one is more along the lines of, you know, where actually
                    should we expect the benefits ratio?

Scott Willkomm:     Well the guidance we gave of the 73% to 75% is where we
                    would expect the benefits ratio to be on a run rate basis. I
                    think that the benefits and acquisition expense ratios are
                    noisy, principally due to purchase accounting or acquisition
                    accounting adjustments that will be made quarterly as we
                    continue to digest the ING block.

Andrew Kligerman:   Okay so that'd be...

Scott Willkomm:     The ING block is made up of two pieces effectively. It's
                    made up of the in force business, in other words policies
                    that were issued prior to the purchase date of December 31,
                    2004 and 2005 new issues, which would be defined as policies
                    that were issued after the purchase date.

                    As you may recall, when we agreed to acquire the business in
                    October - mid-October of 2004, ING working together with us
                    cancelled or terminated all




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                    open treaties for new business. Typical cancellation
                    provisions ranged from 90 days to 120 days on most treaties.
                    So a portion of those treaties would have remained open for,
                    you know, parts of the months of January and February.

                    Policies that are issued prior to the purchase date, in
                    other words policies issued prior to December 31, '04, are
                    accounted for under purchase accounting principles. And
                    policies issued after the purchase date are accounted for as
                    new business.

                    When we closed our first quarter, reports from ceding
                    companies did not include a complete analysis of the split
                    between the first year premiums, between '04 issued policies
                    and '05 new issues. This is not unusual as companies
                    generally submit detailed reports with a bit more of a lag
                    than the summary reports that they submit at the end of a
                    reporting period.

                    And the 2005 new business is business that is also written
                    on existing treaties. This is generally not an issue if you
                    aren't accounting for these differently as you do under an
                    acquisition where you have some accounted for under purchase
                    accounting or acquisition accounting and others accounted
                    for under typical FAS60 treatment.

                    Okay so for quarter one - let me just sort of try to round
                    out the thought for you. For quarter one we used our best
                    estimate to split or allocate the first year premiums
                    between '04 and '05 issues. After receiving electronic
                    policy level details, the actual split was a bit more
                    weighted towards '04 than '05. And this resulted in more
                    business being accounted for under purchase accounting
                    methods than the original estimate than we had made.

                    The change in FAS60 benefit reserves were decreased and the
                    change in deferred acquisition cost increased by an
                    equivalent amount as the new




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                    business estimate was revised to effect that split. The net
                    result was a wash but the geography is changed and in some
                    respects I think as we I think tried to highlight on the
                    last call that if you sum the benefit ratio and the
                    acquisition cost ratio and compare that over periods you
                    will see the sum of the two is more consistent because of
                    some of that geography moving back and forth.

                    It's further complicated by the fact that the ING
                    transaction was structured in a unique fashion as a negative
                    ceding commission transaction. So it is almost
                    counterintuitive almost as looking in a mirror and seeing
                    just the opposite picture of what you would expect. So that
                    is why you have this noise. It has nothing to do with
                    reporting other than receiving more precise information to
                    make these allocations.

                    In the past the typical practice of companies making an
                    acquisition and applying purchase accounting principles or
                    P-GAAP to the acquisition, typically you made one adjustment
                    late in the year or at the end of the year before you
                    finalize your P-GAAP accounting adjustments. With the change
                    in accounting principles and materiality standards and the
                    like, it's more common today to make periodic changes on a
                    quarter basis as, you know, it seems appropriate.

                    So that's what's driving this. And, you know, unfortunately
                    it does create noise in a simple benefits ratio analysis.

Andrew Kligerman:   Scott, should - I guess just staying with the two questions,
                    it sounds like what you're saying here is this is an
                    accounting issue that is very unique relative to this
                    transaction. So I shouldn't worry that it would extrapolate
                    to other types of accounting. This is a unique circumstance?




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Scott Willkomm:     This is specific to P-GAAP principles for acquisitions of
                    these types of blocks.

Andrew Kligerman:   And then this prior guidance of 75% to 80% of benefits
                    ratio, I mean were you guys kind of confused as you had seen
                    one two numbers or why that original guidance then? You
                    know, why...

Scott Willkomm:     Based upon the information we had at the time, in terms of
                    the split between the benefit ratio and the acquisition
                    expense ratio, that's what we were observing. As we have
                    more data now on a (Serry Adam) basis where we actually have
                    electronic files for all the policies, we are able to just
                    make that a bit more of a precise assessment and have
                    brought that down a tad there. And it's offset in many
                    respects just by the acquisition expense.

Andrew Kligerman:   Okay, and then just in terms of the number of lives now that
                    Scottish RE may insure. How many lives do you have on books?

Scott Willkomm:     About - it's about 14 million.

Andrew Kligerman:   Fourteen million.

Scott Willkomm:     Thirteen point nine.

Andrew Kligerman:   And you're, you know, and you're comfortable with the
                    pricing of this? In other words there were some, you know,
                    somewhat severe items here. But, you know, are you concerned
                    that there is a possibility that maybe they were just, you
                    know, some policies are mispriced?

Scott Willkomm:     No, I don't think so. You know, the, you know, if you think
                    about some of the anecdotal points, a 48 year old guy, you
                    know, whose policy was issued in




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                    2002. It was extensively underwritten. You know, diagnosed
                    with a brain, you know, a brain tumor seven, eight months
                    ago and dies, you know, in second quarter of this year. That
                    is, you know, one of the risks that we are in business to
                    absorb.

                    It did not come out of specifically the ING block. In fact
                    when people tend to have very large face amounts they tend
                    to have multiple policies with multiple carriers. So we
                    actually saw claims in a couple of places. We saw a little
                    bit in ING, a little bit in the ERC block as well. And we
                    may have actually seen a little bit of this in our organic
                    block because it was '02 issue.

                    So I don't think that that, you know, indicates any issue
                    with respect to the pricing there. The overall, you know,
                    number of claims in the quarter was consistent with what we
                    see on average over, you know, the past half dozen or so
                    quarters. It was consistent with what we saw in quarter one.
                    And as you can see with some of the comments on the
                    stratification of claims there was a small number of claims
                    in excess of $500,000 that pushed the needle in the wrong
                    direction.

Andrew Kligerman:   And then just a last question. You indicated in your
                    comments earlier Scott that there was some products in your
                    international business that you chose not to renew. Are you
                    - are there any concerns there internationally or do you
                    feel pretty good about the health of the business abroad?

Scott Willkomm:     We, you know, we've - it's not so much the product as much
                    as the pricing on certain treaties. We've gone in and
                    repriced and in many cases renegotiated in terms of trade
                    over the past 18 to 24 months to eliminate those
                    transactions which just generally don't meet our return or
                    written parameters.




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                    So I think we've done a pretty thorough cleaning through
                    that. And you can see that the reduced level of premiums
                    over what we would have had say two years ago for example.

                    So remember, you know, and I think we make this point from
                    time to time. The key thing is focusing on quality over
                    quantity. So we have specifically, you know, priced
                    ourselves out of some transactions in that space in order to
                    cull the book if you will of some stuff that we really
                    weren't too fond of.

Andrew Kligerman:   Okay. Thanks a lot for answering all the questions.

Scott Willkomm:     Sure, thank you.

Operator:           Your next question comes from the line of John Nadel with
                    Fox, Pitt, Kelton.

John Nadel:         Hi, good morning Scott. I joined a little bit late so I
                    apologize if I'm going to ask a question or two that you may
                    have already covered.

                    Could you, you know, I guess there's some cynics, you know,
                    especially given the, you know, the first quarter and now
                    second quarter performance of both RGA and you and, you
                    know, and maybe even some reserve charges taken by a few
                    others who are, you know, smaller players in the life
                    reinsurance business.

                    You know, what do you say to folks who - who are now, you
                    know, maybe have some reason to believe that the life
                    reinsurers have been adversely selected against by the
                    direct writers?

Scott Willkomm:     Well I - I would make one correction John. This is the first
                    accounting period in which we've had an adverse mortality...




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John Nadel:         Yeah, I'm sorry.

Scott Willkomm:     A rise, you know...

John Nadel:         Yeah, first quarter, I meant that with respect to RGA sorry.

Scott Willkomm:     Well, I, you know, I think that, you know, it's a good
                    question to ask though. I think it's fair to say that, you
                    know, in our opinion with the due diligence that we do
                    before we accept new business in terms of our prepricing
                    underwriting assessments with our ongoing monitoring of the
                    business that is coming through to us and quite frankly our
                    willingness to terminate or cease accepting new business
                    from companies who aren't playing by those parameters allows
                    us to manage away from potential, you know, bad behaviors if
                    you will, whether it's, you know, termed adverse selection
                    or whatever you want to call it from some of the primary
                    companies.

                    Let me also ask Cliff Wagner to add a little color from his
                    chair.

John Nadel:         Sure.

Cliff Wagner:       Good morning John.

John Nadel:         Good morning Cliff.

Cliff Wagner:       If we had seen a bunch of these claims in the early duration
                    of the policies then that would - that might indicate that
                    there is some anti-selection going on. But a lot of these
                    claims are much older (unintelligible) an early duration.

John Nadel:         Yeah.




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Cliff Nagel:        And as Scott said we do quite a bit of auditing our clients
                    that are currently underwriting (unintelligible). So I don't
                    see this as a trend towards anti-selection against the
                    reinsurers.

John Nadel:         Okay. And specific - in the quarter, what was -- you may
                    have already mentioned this -- what was actual to expected?

Scott Willkomm:     It was about 6% greater than expected levels on a group wide
                    basis.

John Nadel:         Okay. And then just a question on the guidance Scott. I
                    think when you guys originally provided your guidance of the
                    $2.75 to $2.95 there was an inherent assumption in there for
                    a equity capital raise in the - I guess in the second half
                    of the year. And maybe it was even a little bit later than
                    that.

Scott Willkomm:     Right.

John Nadel:         With the perpetual preferred having been completed, I guess
                    two questions. One, do we need any equity or does that
                    satisfy your capital needs?

                    And two, you know, even if we adjust for the 24 cents this
                    quarter, I would have maybe expected you to reduce your full
                    year guidance by something slightly less than the 24 cents,
                    which would have accounted for the, you know, maybe the
                    positive differential to earnings in the costs assumed
                    related to an equity - a common equity raise versus a
                    perpetual.

Scott Willkomm:     That's a mouthful.

John Nadel:         Sorry about that.




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Scott Willkomm:     That's okay.

John Nadel:         It - did I - I hope I got that out reasonably well.

Scott Willkomm:     I think I know what you're trying to ask.

John Nadel:         All right.

Scott Willkomm:     I think I do. I think that, you know, we assumed that the
                    equity offering would occur in the second half of the year.
                    That is correct. And the, you know, you have a couple of
                    thoughts that in I - working in either direction. While the
                    perpetual preferred offering reduces, you know, the amount
                    of equity that we might - or amount of capital if you will.

John Nadel:         Shares.

Scott Willkomm:     That we need to raise in the aggregate. And it reduces
                    obviously the denominator. It also reduces the numerator in
                    terms of the reinvestment of the proceeds of the offering.
                    So there probably is a little bit of offset in there. But,
                    you know, I think that getting it to that precise a - an
                    equation that's probably, you know, probably going to be a
                    bit more of a challenge.

John Nadel:         Yeah.

Scott Willkomm:     When both of those items come into the equation.

John Nadel:         Okay.

Scott Willkomm:     So I think there is some offsetting effects in that respect.




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John Nadel:         And so - but to be clear, the 125, is that - that's the
                    capital needs this year?

Scott Willkomm:     Not necessarily although when we indicated that we were
                    seeking to add $20 million of - and I'm going to rephrase
                    it. Instead of just equity I'll call it high equity credit.

John Nadel:         Yeah, yeah.

Scott Willkomm:     We naturally would incorporate into that a tag, a cushion if
                    you will, you know, for, you know, support of the new
                    business writing volume and that.

                    So you know, the perpetual preferred goes an awful long way.
                    I'm not at this point, you know, fully convinced it goes all
                    the way, because our new business volumes are coming in at
                    levels greater than we had planned when we built the capital
                    plan for '05.

John Nadel:         Okay.

Scott Willkomm:     But as we see the volume come through in the third quarter
                    that will probably give us a much clearer picture of that.

                    Now I should add that there are opportunities to add core
                    capital if you were a high equity credit capital without
                    creating incremental share dilution. So, you know, there are
                    a few more tools in the toolbox these days than there were
                    12 months ago when we were starting to put this stuff
                    together.

                    So our key objective of course is to maintain a conservative
                    level of capital for ratings and other counter party reasons
                    but also to be efficient in how we do that such that we can
                    maximize the return on investment for investors.




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John Nadel:         Okay. And then just two quick - real quick, you know,
                    dotting Is and crossing Ts if you will. If I look at the
                    collateral finance expense this quarter is that a good run
                    rate?

Scott Willkomm:     Yeah, yeah it is.

John Nadel:         Okay. And then secondly what percentage of your quarter end
                    reserves are IDNR?

Scott Willkomm:     Cliff is going to look - try to look that up for you right
                    now.

Cliff Wagner:       We don't...

Scott Willkomm:     You may not have that at your fingertips right there.

Cliff Wagner:       I don't have that at my fingertips here.

John Nadel:         Okay. I can follow up.

Scott Willkomm:     We can circle back around there.

Cliff Wagner:       We don't generally look at IDNR as a percentage of the
                    reserves we own because it's, you know, it's a percentage of
                    claims that we expect have incurred but not been reported.
                    But the reserves for life business is a little more of a
                    formulaic where they'll keep increasing. So again a, you
                    know, looking at any kind of relationship between IDNR and
                    reserves, that will change over the life of a given block of
                    business anyway.

John Nadel:         Okay, all right. I'll follow up with you offline on that.




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Scott Willkomm:     Okay

John Nadel:         Terrific. Thank you.

Scott Willkomm:     Thank you.

Operator:           Your next question comes from the line of Jeff Hopson with
                    AG Edwards.

Jeff Hopson:        Hi good morning. Just to kind of address the anti-selection
                    issue a little bit more, would there be a concern that the
                    primary industry itself is being I guess too aggressive on
                    preferred classes over time and in particular on large
                    cases?

Cliff Wagner:       I don't think that the - that they are necessarily any more
                    aggressive than they have been in the past. I mean there is
                    always pressure on the direct writing companies to - well
                    particularly with the larger policies to get the best, you
                    know, the best rates that they can. You know, whether that's
                    pushing them to a more preferred class or, you know, less of
                    an extra rating for the impaired.

                    But I don't think it's really changed. It's changed because
                    of the preferred classes so, you know, again you just have
                    to be diligent in your underwriting audit and you've got to
                    focus on those to, you know, just to make sure that
                    companies are within bounds or within the guidelines that we
                    set up. But that's nothing new to the industry.

Jeff Hopson:        Okay. Very good. Thank you.

Operator:           Your next question comes from the line of Jeff Schuman with
                    KBW.

Jeff Schuman:       Good morning. Could you give us a little color on how the
                    ING fact book performed in the quarter?




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Scott Willkomm:     No. Because we don't quite frankly Jeff have it broken out
                    that way. I think that the key thing to keep in mind is that
                    the ING fact book was predominantly capacity related. It was
                    not shop facultative or substandard in nature.

                    So, you know, the reason that we bought the special
                    retrocover was really to bring down the per life retention
                    and the potential volatility from large policies as opposed
                    to anything on the underwriting side.

Jeff Schuman:       Okay. Well I mean I was curious given that it was sort of a
                    large case problem. How big does that book loom now in terms
                    of your book of larger exposures?

Scott Willkomm:     Well I think we mentioned - I don't know if you heard this
                    in the prepared remarks that less than 1% of our policies in
                    force are for $500,000 and greater. So it's a very, very
                    small amount of the overall book of business, those 14 or so
                    million individual lives.

Jeff Schuman:       Okay. And I know Elizabeth touched on this a little bit. But
                    I was wondering if you could just review for us again the
                    sort of the progression of earned premiums particularly in
                    North America. I guess there were some reasons why it was
                    inflated a bit in the first quarter and came down the second
                    and it was up for the year, but I didn't quite follow the
                    detail.

Scott Willkomm:     Well the key thing in the first quarter, this is principally
                    driven by the effects of the ING block. Remember we agreed
                    to buy the business - I think we announced the deal in the
                    middle of October. And working with ING about a week later,
                    couple weeks later, all open treaties, you know, were
                    cancelled or terminated for new business.




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                    There was a, you know, typically you have a 90 to 120 day
                    notice period before you cancel. So some of the '04 treaties
                    remained open in the first month or so, month and a half of
                    Q1. So there was incremental volume coming in from those
                    policies that were issued under those open treaties. And
                    those were all priced into the transaction economics. So...

Jeff Schuman:       Okay. So the sequential progression basically represents you
                    getting out from under some treaties. You didn't necessarily
                    want to be on at those terms. Okay.

Scott Willkomm:     Yeah and so the, you know, you come back to Q2 where you
                    didn't have those open treaties really around of any
                    consequence and then from that we can expect to see the
                    growth progression. So that first quarter number was a bit
                    inflated by the flop over from those open treaties in the
                    first month or so of the quarter.

Jeff Schuman:       Okay so we grow sequentially from here?

Scott Willkomm:     Yeah, we grow sequentially from here roughly in the 8% to
                    10% range to Q2 - Q3 over 2 and then in the mid double
                    digits Q4 over 3 as we see some of the seasonal patterns in
                    the premium flows come through.

Jeff Schuman:       Okay. And then you talked a little bit about the
                    international business. But I was wondering if you could
                    sort of update us there on the perspective of where we go
                    from here. I mean we've been kind of in a (unintelligible)
                    month repositioning period.

Scott Willkomm:     We - I didn't have this in my prepared remarks. But the -
                    and that's a very good question.




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                    We have been focused since the tail end of last year or
                    effectively the beginning of this year on typically
                    developing from a growth perspective the UK and Irish
                    markets where the old worldwide even though it was situated
                    in the UK really didn't not participate to any meaningful
                    extent.

                    We have been actively seeking to develop that business. We
                    won our first set of treaties in the second quarter. Those
                    really didn't contribute anything because they are brand new
                    treaties and effectively going into production. So we'll
                    start to see some of that come through the income statement
                    as we go into the second half of the year. So we've been out
                    there effectively kind of as we did when we started our
                    domestic mortality operation, you know, knocking on doors
                    and actively quoting on a lot of opportunities.

                    And so the UK and Irish markets are areas of focus for us in
                    the near term as well as continuing to deepen our business
                    in Asia about 25% in the aggregate of our foreign premiums
                    comes from Asia with probably about half of that coming from
                    Japan. That right now comes through the London market.

                    We're in the process of evaluating and have applied to open
                    a representative's office in Singapore, which we hope will
                    get approved in the next few weeks time. And we have
                    retained the services of an individual to run that business
                    for us in the region. He come from one of our competitors
                    and at the appropriate time we'll bring him out of the cloak
                    of darkness into the light once our licensing is approved
                    there.

                    So those are the near-term areas of growth. We - you are
                    correct. We've been repositioning but pretty much since the
                    tail end of last year, beginning of 2005 we have been
                    actively pursuing growth in those markets.




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Jeff Schuman:       And I'm sorry. But I guess I'm a little confused about the
                    trajectory here. Can you - is this the kind of thing where
                    the bottom line is going to build simply as you layer in new
                    business? Or are you still running off some stuff that would
                    cause maybe a steeper ramp up the hill back to the kind of
                    level of earnings you had historically?

Scott Willkomm:     No. We're not running off appreciably anything at this point
                    in time. Now it's rebuilding effectively.

                    And you know, we're running at a higher expense loading in
                    the UK which is I think depressing the underlying earnings
                    power of the business as we have been in this quarter. And
                    it should be completed in the third quarter. We've been
                    working on a very intensive, you know, financial improvement
                    project in that business.

Jeff Schuman:       Okay. Thanks a lot.

Scott Willkomm:     Mm-hm.

Operator:           Again, if you would like to ask a question, please press
                    star 1 on your telephone keypad.

                    Your next question comes from Al Capra with Oppenheimer.

Al Capra:           Good morning. I had a question about the combined North
                    American entities. And that is, have you looked at any
                    potential concentration of pool participation amongst the
                    three companies and was there any of that say in the first
                    or second quarters? Or do we expect some level of that say
                    in excess of your 25% pool participation level going
                    forward?




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Scott Willkomm:     We really - I don't think we see that really except
                    anecdotally at the margin Al, nothing that's really
                    statistically significant. There wasn't much overlap between
                    the book of business that we had originated at Scottish.
                    There's a little bit but not a ton of it, with what the
                    business ING had and the business that ERC had.

                    So they actually all fit together reasonably well and don't
                    accumulate on top of one another. So we really don't see
                    that except incrementally at the margin.

Al Capra:           And then on a more narrow basis in terms of just exposures
                    per life, perhaps a more likely overlap on that basis.
                    Maybe, maybe not. But could you comment on that as well?

Scott Willkomm:     Well we - that's - in some respects that's why we had the
                    different per life retention that are covered by
                    retrocession. We, you know, we look at our in the aggregate
                    - our exposure to any one individual. And we seek to
                    minimize that A, first by knowing what it is and B, by
                    retroceding the excess out to our various retro pools.

                    So that's something that we've spent an awful lot of time
                    doing, not just in connection with these deals, but just as
                    we've grown the business over time. We have an internal
                    system that does that type of work and use that every time
                    we look at a new treaty for example, if we're just quoting a
                    new piece of business, making certain that we aren't
                    accumulating risk on lives that are coming through those
                    treaties. And if so, putting that, you know, that excess
                    amount into the retrocession market.

                    So, you know, it's something that we spend a lot of time.
                    And then, you know, as well we - for those rare occasions
                    when we don't know that we are exposed on a life because of
                    perhaps poor information or something of that nature, we




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                    have, you know, facilities such as the clash coverage that's
                    designed to protect us for those unknown accumulations.

Al Capra:           Okay, and then one additional question on the capital. Could
                    you give us a sense for just looking forward what sort of
                    RBC type of capital you have available for new business? And
                    also talk about where you are within certain of either your
                    - the warehouses or your credit line or maybe even the
                    potential for securitization going forward in terms of the
                    capacity to write new business and to support growth.

Scott Willkomm:     We - yeah. From a capital perspective we have a very
                    comfortable amount of capital on the balance sheet depending
                    upon, you know, under the various different formulas that
                    different constituencies use. You know, different rating
                    agencies use different formulas either hybrid formulas or
                    their own formulas.

                    Then you look at the, you know, the liquidity that the
                    company has. And the company has significant liquidity. In
                    no particular order we have our multiyear credit facility
                    that is 200 that we can have an accordion feature we can
                    take up to 300. We have not utilized any of our Stingray
                    facility, which is 325, which is available to us over, you
                    know, the next ten years time. We have other incremental
                    liquidity that's on the balance sheet itself.

                    As you might imagine we are very active in pursuing
                    securitization of reserves as we have in the past. And, you
                    know, we have, you know, effectively a dedicated team now
                    that spends 80% of their time on those types of activities.
                    So in fact they are out on the road today talking to a party
                    about that very concept.

                    So that's something that is an important factor in the
                    overall capital and liquidity picture. In our view,
                    securitization is going to become more and




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                    more not only important, but beneficial as we increase the
                    velocity of money if you will that ultimately, you know, the
                    return on the invested capital in the business.

Al Capra:           Okay, thank you.

Scott Willkomm:     Mm-hm.

Operator:           Your next question comes form the line of Saul Martinez with
                    Bear Sterns.

Saul Martinez:      Hi, good morning. A couple of questions if we could drill
                    down on a couple of details. The stratification information
                    that you gave was very helpful. I think you said 16 or more
                    claims than usual above $500,000. Just to get a sense of the
                    order of magnitude, how many claims do you typically get
                    above that amount in a quarter?

Scott Willkomm:     Normally above, you know, let me do it this way because I
                    just have it in front of me this way Saul. In the $500,000
                    to $1 million band we get about 29 claims per quarter. And
                    in the million plus band we get about 11 to 12. It's
                    actually 11-1/2.

Saul Martinez:      Okay, so about 40 on a normal quarter. In this quarter you
                    more or less were about 16 above that?

Scott Willkomm:     That's correct.

Saul Martinez:      Okay. Anything - just a follow up question. Any prelimin -
                    anything you can share in terms of any preliminary
                    discussions you may have had with the rating agency and any
                    concerns that they may have about mortality trends?




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Scott Willkomm:     We talked with the rating agencies about this and I think
                    that it's in general most of the folks that we talked to at
                    the rating agencies are life actuaries and are both schooled
                    in and familiar with the possibility that from time to time
                    one may have an increase in mortality experience over the
                    long duration of a given piece of business. So I think that
                    there is a level of comfort there with respect to that. So I
                    think in general this is something that the rating agencies
                    understand.

                    I think furthermore because we have been very active in
                    securitizing our business, the - the rating agencies in
                    general have, you know, significantly more transparency
                    vis-a-vis our book of business than may of other competitors
                    as they have rated our securitizations and our structured
                    finance facilities, you know, have examined the various
                    modeling work done by the Millimans and Tillinghasts of the
                    world in connection with those transactions. And their level
                    of information with respect to our book of business is, you
                    know, quite significant I think relative to some other
                    companies.

Saul Martinez:      Great, thanks a lot.

Scott Willkomm:     Yep.

Operator:           At this time there are no further questions. Miss Murphy are
                    there any closing remarks?

Scott Willkomm:     No, at this time we'd like to thank everyone for joining us
                    and we look forward to speaking with you on the next
                    quarter's call.

Operator:           This concludes today's Scottish RE Second Quarter Earnings
                    Release conference call. You may now disconnect.




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                                       END