Transatlantic Holdings (TRH)

Compensation Committee Interlocks and Insider Participation

During 2008, Messrs. Balog, Bensinger, Press, Sullivan and Ms. Mayer were members of the Compensation Committee between January 1, 2008 and May 21, 2008. During this time Mr. Balog served as Chairman of the Compensation Committee. From May 22, 2008 through June 30, 2008 Messrs. Bensinger, Chippendale, Poutsiaka, Press and Sullivan served as members of the Compensation Committee. From July 1, 2008 through October 23, 2008, Messrs. Bensinger, Chippendale, Poutsiaka and Press served as members of the Compensation Committee. From October 24, 2008 through December 31, 2008, Messrs. Chippendale, Poutsiaka and Press served as members of the Compensation Committee. From May 22, 2008, through December 31, 2008, Mr. Chippendale served as Chairman of the Compensation Committee. No member of the Compensation Committee is a current officer or employee of the Company (or any of its subsidiaries) or was such an officer or employee at any time subsequent to June 1990, when the Company became a reporting company under the Exchange Act and no member of the Compensation Committee has any relationship with the Company requiring disclosure as a related party transaction. During 2008, none of TRH’s executive officers served as a director of another entity, one of whose executive officers served on TRH’s Compensation Committee; and none of TRH’s executive officers served as a member of the Compensation Committee or equivalent committee of another entity, one of whose executive officers served as a member of the Board of Directors of TRH.

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Compensation Committee Interlocks and Insider Participation

During all of 2007 Messrs. Balog, Bensinger and Sullivan were members of the Compensation Committee. On May 24, 2007, Ms. Mayer and Mr. Press were elected to serve as members of the Compensation Committee. Mr. Balog served as the Chairman of the Compensation Committee during 2007. No member of the Compensation Committee is a current officer or employee of the Company (or any of its subsidiaries) or was such an officer or employee at any time subsequent to June 1990, when the Company became a reporting company under the Exchange Act and no member of the Compensation Committee has any relationship with the Company requiring disclosure as a related party transaction. During 2007, none of TRH’s executive officers served as a director of another entity, one of whose executive officers served on TRH’s Compensation Committee; and none of TRH’s executive officers served as a member of the Compensation Committee or equivalent committee of another entity, one of whose executive officers served as a member of the Board of Directors of TRH.

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Compensation Committee Interlocks and Insider Participation

       During all of 2006 Messrs. Balog, Mackowski and Sullivan were members of the Compensation Committee. In addition, on March 6, 2006, the Executive Committee, by a unanimous written consent accepted the resignation of Mr. Tizzio as a member of the Compensation Committee. On March 21, 2006, the Executive Committee, by a unanimous written consent appointed Mr. Bensinger to the Compensation Committee. No member of the Compensation Committee is a current officer or employee of the Company (or any of its subsidiaries) or was such an officer or employee at any time subsequent to June 1990, when the Company became a reporting company under the Exchange Act and no member of the Compensation Committee has any relationship with the Company requiring disclosure as a related party transaction. During 2006, none of TRH's executive officers served as a director of another entity, one of whose executive officers served on TRH's Compensation Committee; and none of TRH's executive officers served as a member of the Compensation Committee or equivalent committee of another entity, one of whose executive officers served as a member of the Board of Directors of TRH.

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Compensation Committee Interlocks and Insider Participation

       During 2005 Messrs. Balog, Mackowski and Tizzio were members of the Compensation Committee. Mr. Greenberg was a member of the Compensation Committee until his resignation on April 4, 2005. On May 19, 2005, the Board appointed Mr. Sullivan to the Compensation Committee. On March 6, 2006, the Executive Committee, by a unanimous written consent accepted the resignation of Mr. Tizzio as a member of the Compensation Committee. On March 21, 2006, the Executive Committee, by a unanimous written consent appointed Mr. Bensinger to the Compensation Committee. No member of the Compensation Committee is a current officer or employee of the Company (or any of its subsidiaries) or was such an officer or employee at any time subsequent to June 1990, when the Company became a reporting company under the Exchange Act. Mr. Greenberg is a former director and Chairman of AIG and Mr. Tizzio is retired Senior Vice Chairman-General Insurance of AIG. AIG owns 59.29 percent of the outstanding TRH Common Stock and members of the AIG Group engage in reinsurance and retrocession transactions with TRH, and provide certain administrative and advisory services to TRH, in the ordinary course of TRH's business. Approximately $575 million (15%) of gross premiums written by TRH in 2005 was attributable to reinsurance purchased by subsidiaries of AIG, for the production of which TRH paid ceding commissions to such AIG subsidiaries totaling approximately $122 million in such year. TRH retroceded approximately $94.7 million of gross premiums written to subsidiaries of AIG in 2005 and received ceding commissions of approximately $9.0 million for the production of such business. TRH's employees participate in benefit plans administered by AIG including a noncontributory defined benefit pension plan, an employee stock purchase plan, a stock incentive plan and a voluntary savings plan (a 401(k) plan) which provides for certain matching contributions. Pursuant to service and lease agreements, the AIG Group furnishes to TRH certain office space, data processing, human resource related activities and certain other administrative services. TRH paid approximately $5.6 million to the AIG Group for these services in 2005. Pursuant to an investment management contract, AIG Global Investment Corp., an AIG subsidiary, acts as investment manager for TRH. In addition, during 2005, AIG Global Investment Corp. also provided investment advisory and management services for substantially all TRH's assets held as cash equivalents. TRH paid an aggregate of approximately $5.9 million to AIG Global Investment Corp. for such investment management services in 2005. TRH maintains a policy of directors and officers (“D&O”) liability insurance for itself, its directors and officers, its subsidiaries, and their directors and officers. In 2005, TRH paid $1,084,000 for this D&O coverage. TRH, as a subsidiary of AIG, is covered under AIG's policy of D&O liability insurance for itself, its directors and officers, its subsidiaries, and their directors and officers. In 2005, TRH paid AIG approximately $204,000 for its allocable portion of AIG's D&O premiums. Certain of Starr's subsidiaries operate as insurance agencies or brokers for insurance subsidiaries of AIG and, in such capacity, produce reinsurance business for TRH. TRH paid commissions to Starr subsidiaries of $11 million, $13 million and $9 million in 2005, 2004, and 2003, respectively, for such reinsurance purchased by subsidiaries of AIG totaling $59 million, $77 million and $46 million, respectively, in such years. From these commissions, Starr is required to pay its operating and acquisition expenses. The members of the Stock Option Plan Committee are Messrs. Balog and Mackowski, each of whom is a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act.

Compensation Committee Interlocks and Insider Participation

       During 2004 the Compensation Committee of the Board of Directors consisted of Messrs. Balog, Greenberg, Mackowski and Tizzio. No member of the Compensation Committee is a current officer or employee of the Company (or any of its subsidiaries) or was such an officer or employee at any time subsequent to June 1990, when the Company became a reporting company under the Exchange Act. Mr. Greenberg is a former director and Chairman of AIG and Mr. Tizzio is Senior Vice Chairman-General Insurance of AIG. Mr. Greenberg, Mr. Sullivan and Mr. Tizzio are stockholders, directors and/or executive officers of SICO and Starr. AIG owns 59.39% of the outstanding TRH Common Stock and members of the AIG Group engage in reinsurance and retrocession transactions with TRH, and provide certain administrative and advisory services to TRH, in the ordinary course of TRH's business. Approximately $639 million (15%) of gross premiums written by TRH in 2004 was attributable to reinsurance purchased by subsidiaries of AIG, for the production of which TRH paid ceding commissions to such AIG subsidiaries totaling approximately $122 million in such year. TRH retroceded approximately $152.8 million of gross premiums written to subsidiaries of AIG in 2004 and received ceding commissions of approximately $15.8 million for the production of such business. TRH's employees participate in benefit plans administered by AIG including a noncontributory defined benefit pension plan, an employee stock purchase plan, a stock incentive plan and a voluntary savings plan (a 401(k) plan) which provides for certain matching contributions. Pursuant to service and lease

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agreements, the AIG Group furnishes to TRH certain office space, data processing, human resource related activities and certain other administrative services. TRH paid approximately $5.1 million to the AIG Group for these services in 2004. Pursuant to an investment management contract, AIG Global Investment Corp., an AIG subsidiary, acts as investment manager for TRH. In addition, during 2004, AIG Global Investment Corp. also provided investment advisory and management services for substantially all TRH's assets held as cash equivalents. TRH paid an aggregate of approximately $5.8 million to AIG Global Investment Corp. for such investment management services in 2004. TRH, as a subsidiary of AIG, is covered under AIG's policy of directors and officers (“D&O”) liability insurance for itself, its directors and officers, its subsidiaries, and their directors and officers. In 2004, TRH paid AIG approximately $46,000 for its allocable portion of AIG's D&O premiums. SICO, Starr and the Starr Foundation owned 12.0%, 1.8% and 2.0%, respectively, of AIG Common Stock at January 31, 2005. Certain of Starr's subsidiaries operate as insurance agencies or brokers for insurance subsidiaries of AIG and, in such capacity, produce reinsurance business for TRH. TRH paid commissions to Starr subsidiaries of $12 million, $8 million and $4 million in 2004, 2003 and 2002, respectively, for such reinsurance purchased by subsidiaries of AIG totaling $56 million, $43 million and $30 million, respectively, in such years. From these commissions, Starr is required to pay its operating and acquisition expenses. The members of the Stock Option Plan Committee are Messrs. Balog and Mackowski, each of whom is a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act.