SYCRF / Syncora Holdings Ltd - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A

The following item was the subject of a Form 12b-25 and is included herein: Item 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report April 9, 2009 Date of Earliest Event Reported (April 6, 2009) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorporation) (Commission F

NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER CUSIP NUMBER FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11 -K o Form 10-Q o Form 10-D o Form N-SAR c Form N-CSR For Period Ended: December 31, 2008 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on F

B Y E - L A W S Syncora Holdings Ltd.

c57029ex3-2.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 3.2 B Y E - L A W S Of Syncora Holdings Ltd. I HEREBY CERTIFY that the within-written Bye-Laws are a true copy of the Bye-Laws of Syncora Holdings Ltd. as adopted by the Shareholders thereof at the Special General Meeting held on 9 February 2009, in place of those originally adopted on 1 August 2

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 27 day of August, 2008, by and between, Syncora Holdings Ltd, a Bermuda corporation (the ?Company?), and Edward B. Hubbard (the ?Executive?) to amend and restate an agreement between the parties dated as of December 21, 2006 (the ?Prior Agreement?). WHEREAS, the Executive had been employed by Syncora

AMENDMENT NO. 2 TO TRANSITION AGREEMENT

Exhibit 10.1.2 EXECUTION COPY AMENDMENT NO. 2 TO TRANSITION AGREEMENT AMENDMENT NO. 2 dated as of August 5, 2008 (this ?Amendment No. 2?) among XL Capital Ltd., a Cayman Islands company (?XL Capital?), XL Insurance (Bermuda) Ltd, a Bermuda company (?XLI?), X.L. America, Inc., a Delaware corporation (?XLA?), and Syncora Holdings Ltd (formerly known as Security Capital Assurance Ltd), a Bermuda comp

/s/ David P. Shea

Exhibit 10.7.1 June 16, 2008 PERSONAL & CONFIDENTIAL BY HAND DELIVERY David P. Shea 24 East Maple Street New Canaan, Connecticut 06840 Dear David: This letter agreement describes the terms of your separation without cause, including the terms of your severance benefits, from Security Capital Assurance Ltd (the “Company”). The terms of your separation and benefits provided hereunder are in addition

Syncora Holdings Ltd. 1221 Avenue of the Americas New York, NY 10020

EXHIBIT 10.3.1 EXECUTION COPY Syncora Holdings Ltd. 1221 Avenue of the Americas New York, NY 10020 As of October 30, 2008 PERSONAL & CONFIDENTIAL BY HAND DELIVERY Edward B. Hubbard c/o Syncora Holdings Ltd. 1221 Avenue of the Americas New York, NY 10020 Dear Ed: This letter agreement (the “Agreement”) is intended to memorialize our mutual agreements and understandings with respect to your continue

SYNCORA GUARANTEE SERVICES INC. EMPLOYEE TRUST

Exhibit 10.10 EXECUTION COPY SYNCORA GUARANTEE SERVICES INC. EMPLOYEE TRUST THIS TRUST AGREEMENT (the ?Agreement?), dated as of September 23, 2008, between Syncora Guarantee Services Inc., a Delaware corporation, as settlor (together with any successor thereto, the ?Company?), and Wilmington Trust Company, a Delaware banking corporation, not in its individual capacity but solely as trustee (the ?T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32950 SYNCORA HOLDINGS LTD. (Exa

EMPLOYMENT AGREEMENT

Exhibit 10.7 EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 29th day of May, 2008, by and between, Security Capital Assurance Ltd, a Bermuda corporation (the “Company”), and David P. Shea (the “Executive”) to amend and restate an agreement between the parties dated as of January, 23, 2007 (the “Prior Agreement”). WHEREAS, the Executive had been employed by XL Capital Ltd as an Ex

EMPLOYMENT AGREEMENT

EXHIBIT 10.8 EXECUTION COPY EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 30th day of October, 2008, by and between, Syncora Holdings Ltd, a Bermuda corporation (the “Company”), and Susan Comparato (the “Executive”). WHEREAS, prior to August 15, 2008, the Executive was employed by the Company as General Counsel; WHEREAS, effective August 15, 2008, the Executive was also appointe

As filed with the Securities and Exchange Commission on March 26, 2009

As filed with the Securities and Exchange Commission on March 26, 2009 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934 Date of Report March 26, 2009 Date of Earliest Event Reported March 23, 2009 SYNCO

c570528knew.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of The Securities Exchange Act of 1934 Date of Report March 26, 2009 Date of Earliest Event Reported March 23, 2009 SYNCORA HOLDINGS LTD (Exact name of registrant as specified

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2009 ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (State or other jur

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2009 ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (State or other jur

FUND LAUNCHES TENDER OFFER FOR RMBS SECURITIES INSURED BY SYNCORA GUARANTEE INC.

Syncora Guarantee Inc. 1221 Avenue of the Americas 32nd Floor New York, NY 10020 (212) 478-3400 News FUND LAUNCHES TENDER OFFER FOR RMBS SECURITIES INSURED BY SYNCORA GUARANTEE INC. New York, NY, March 11, 2009 – The BCP Voyager Master Funds SPC, Ltd., acting on behalf of and for the account of the Distressed Opportunities Master Segregated Portfolio (the “Fund”), launched an offer today to acquir

[Syncora Letterhead]

c56893rw.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing [Syncora Letterhead] VIA EDGAR March 10, 2009 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: Syncora Holdings Ltd. Request for Withdrawal of Automatic Shelf Registration Statement on Form S-3 File No. 333-145812 Dear Sir or Madam: Pursuant t

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2009 (March 5, 2009) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (Sta

CUSIP NO.

CUSIP NO. G8649T109 13G Page 1 of 12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SYNCORA HOLDINGS LTD. (Name of Issuer) Common Shares, Par Value $.01 per share (Title of Class of Securities) G8649T109 (CUSIP Number) December 31, 2008 (Date of Event Which Requires Filing of this Statement) Check th

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2009 (January 26, 2009) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicabl

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2009 (January 7, 2009) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report: January 13, 2009 Date of Earliest Event Reported: January 7, 2009

c563288k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report: January 13, 2009 Date of Earliest Event Reported: January 7, 2009 SYNCORA HOLDINGS LTD. (Exact name of registrant as specifi

[Debevoise & Plimpton LLP Letterhead]

c56291corresp.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing [Debevoise & Plimpton LLP Letterhead] January 8, 2009 Daniel Greenspan Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Mail Stop 3561 Re: Syncora Holdings Ltd. Preliminary Proxy Statement on Schedule 14A Filed on December 17, 2008 File No.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES New York Stock Exchange LLC (the 'Exchange' or the 'NYSE') hereby notifies the SEC of its intention to remove the entire class of Common Stock (the 'Common Stock') of Syncora Holdings Ltd.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P

[Debevoise & Plimpton LLP Letterhead]

corresp.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing [Debevoise & Plimpton LLP Letterhead] December 30, 2008 Daniel Greenspan Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Mail Stop 3561 Re: Syncora Holdings Ltd. Preliminary Proxy Statement on Schedule 14A Filed on December 17, 2008 File No. 001

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2008 (December 22, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or other jurisdiction (Commi

Syncora Guarantee Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Nine Month Periods Ended September 30, 2008 and 2007 (expressed in U.S. dollars)

Exhibit-99.1 Syncora Guarantee Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Nine Month Periods Ended September 30, 2008 and 2007 (expressed in U.S. dollars) SYNCORA GUARANTEE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except share and per share amounts) (Unaudited) As of September 30, 2008 As of December 31, 2007 ASSETS De

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R.

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

DC5767.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R. Sharon Smith signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s

* * * *

December 10, 2008 Ms. Dana Hartz Staff Accountant Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Mail Stop 3561 Re: Staff Comment Letter Dated September 25, 2008 regarding Syncora Holdings Ltd. Form 10-K for the Fiscal Year Ended December 31, 2007 and Form 10-Q for the Quarterly Period Ended June 30, 2008 File No. 001-32950 This lett

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2008 (December 3, 2008) ———————————— SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicabl

SYNCORA HOLDINGS LTD. CODE OF BUSINESS CONDUCT AND ETHICS

c55897ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing SYNCORA HOLDINGS LTD. CODE OF BUSINESS CONDUCT AND ETHICS December 3, 2008 TABLE OF CONTENTS Page INTRODUCTION 1 SCOPE 1 COMPLIANCE PROGRAM RESOURCES 2 COMPLIANCE WITH LAWS, RULES AND REGULATIONS 2 RESPONSIBILITIES 3 REPORTING 3 TRAINING 4 ACKNOWLEDGEMENT AND CERTIFICATION 4 PROCEDURES REGARDING WAIVERS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2008 ——

c557828-k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2008 ———————————— SYNCORA HOLDINGS LTD. (Exact name of registran

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

DC5660.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R. Sharon Smith signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R.

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

DC5661.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R. Sharon Smith signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s

Report of Independent Registered Public Accounting Firm

Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 1 Consolidated Balance Sheets at December 31, 2007 and 2006 3 Consolidated Statements of Operations and Comprehensive (Loss) Income for the years ended December 31, 2007, 2006 and 2005 4 Consolidated Statements of Changes in Shareholder's Equity for the years ended December 31, 2007, 2006 and 20

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Syncora Holdings Ltd. (the ?Company?), Forms 3, 4 and 5 (or any analogous form), including amendments, in accordance with Section 16(a) o

DC5679.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and R. Sharon Smith signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SYNCORA HOLDINGS LTD (Name of Issuer) Common Shares, $.01 par value (Title of Class of Securities) G8018D107 (CUSIP Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SYNCORA HOLDINGS LTD (Name of Issuer) Common Shares, $.01 par value (Title of Class of Securities) G8018D107 (CUSIP Number) Craig MacIntyre with copies to: Conyers Dill & Pearman Joseph L. Seiler III Clarendon House Dewey & LeBoeuf LLP 2 Church Street, PO Box HM 666 1301 A

REGISTRATION RIGHTS AGREEMENT

Exhibit 4.4 EXECUTION COPY REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of November 18, 2008, by and between Syncora Holdings Ltd (formerly known as Security Capital Assurance Ltd), a Bermuda exempted company (the ?Company?), and Syncora Private Trust Company Limited (the ?Trustee?), a Bermuda company as trustee of the special purpose trust (the ?Trust?) established by tha

DATED NOVEMBER 18, 2008 SYNCORA PRIVATE TRUST COMPANY LIMITED DEED CONSTITUTING The CCRA Purpose Trust

Exhibit 4.1 EXECUTION COPY DATED NOVEMBER 18, 2008 SYNCORA PRIVATE TRUST COMPANY LIMITED DEED CONSTITUTING The CCRA Purpose Trust TABLE OF CONTENTS Name 1 Definitions and Construction 1 Purposes 4 Payment of Dividends and Accumulation of Income 4 Proceeds 5 Termination Provisions 5 Business Combinations and Recapitalisations 6 Administration and Management 6 Power to Change Governing Law and Forum

[Signature Page Follows]

Exhibit 4.2 EXECUTION COPY THIS DEED OF COVENANT AND INDEMNITY dated November 18, 2008 (the “Commencement Date”) is made by SYNCORA GUARANTEE INC. (formerly known as XL Capital Assurance Inc.), a company incorporated under the laws of the State of New York whose registered office is at 1221 Avenue of the Americas, New York, NY 10020 (the “Company”) in favour of SYNCORA PRIVATE TRUST COMPANY LIMITE

SHAREHOLDER AGREEMENT

Exhibit 4.3 EXECUTION COPY SHAREHOLDER AGREEMENT THIS SHAREHOLDER AGREEMENT (this ?Agreement?) dated November 18, 2008, is entered into between Syncora Private Trust Company Limited (the ?Trustee?), a Bermuda company as trustee of the special purpose trust (the ?Trust?) established by the Declaration of Trust defined below and known as The CCRA Purpose Trust (the ?SCA Shareholder Entity?), and Syn

SYNCORA HOLDINGS LTD. ANNOUNCES FOUR NEW APPOINTMENTS TO ITS BOARD OF DIRECTORS

Exhibit 99.1 Syncora Holdings Ltd. Canon’s Court 22 Victoria Street Hamilton HM 12 Bermuda +441 479 7450 Phone +441 296 4351 Fax News SYNCORA HOLDINGS LTD. ANNOUNCES FOUR NEW APPOINTMENTS TO ITS BOARD OF DIRECTORS Hamilton, Bermuda, November 20, 2008 – Syncora Holdings Ltd. (“Syncora” or the “Company”) (NYSE:SCA) today announced the appointment of Mssrs. Duncan P. Hennes, Edward J. Muhl, Thomas S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report November 21, 2008 Date of Earliest Event Reported (November 18, 200

c557408k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report November 21, 2008 Date of Earliest Event Reported (November 18, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as spec

[Debevoise & Plimpton LLP Letterhead]

c55746corresp.htm [Debevoise & Plimpton LLP Letterhead] November 20, 2008 VIA EDGAR AND HAND DELIVERY Ms. Dana Hartz Staff Accountant Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Mail Stop 3561 Re: Syncora Holdings Ltd. Form 10-K for the Fiscal Year Ended December 31, 2007 and Form 10-Q for the Quarterly Period Ended June 30, 2008

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2008 (N

c557098-k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2008 (November 17, 2008) ———————————— SYNCORA HOLDINGS LTD. (Exa

SYNCORA HOLDINGS LTD. ANNOUNCES THIRD QUARTER 2008 RESULTS

Exhibit 99.1 Syncora Holdings Ltd. Canon?s Court 22 Victoria Street Hamilton HM 12 Bermuda +441 295 7135 Phone +441 296 4351 Fax News SYNCORA HOLDINGS LTD. ANNOUNCES THIRD QUARTER 2008 RESULTS Hamilton, Bermuda, November 17, 2008 ? Syncora Holdings Ltd. (?Syncora? or the ?Company?) (NYSE:SCA) today announced results for the three- and nine-month periods ended September 30, 2008. The net loss avail

[signature page follows]

Exhibit 10.3 Syncora Holdings Ltd. 26 Reid Street, 4th Floor Hamilton, Bermuda HM 11 As of August 11, 2008 PERSONAL & CONFIDENTIAL BY HAND DELIVERY Paul S. Giordano c/o Syncora Holdings Ltd. 1221 Avenue of the Americas New York, NY 10020 Dear Paul: This letter agreement is intended to memorialize our mutual agreements and understandings with respect to your departure from Syncora Holdings Ltd (the

September 29, 2008

Exhibit 10.1 September 29, 2008 J.P. Morgan Securities Inc. 383 Madison Avenue New York, NY 10179 Attention: John Purcell, Managing Director Ladies and Gentlemen: This letter confirms the arrangements under which J.P. Morgan Securities Inc. (?JPMorgan?) is engaged by Weil, Gotshal & Manges LLP (?WGM?) to assist WGM in its representation of Syncora Guarantee Inc. and its subsidiaries and affiliates

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

c55491ex10-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 10.2 [EXECUTION VERSION] AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AGREEMENT (this “Agreement”) is made and entered into as of August 28, 2008 (the “Effective Date”), by and between, Syncora Holdings Ltd., a Bermuda corporation (the “Company”), and Claude L. LeBlanc (the “Executive”) to ame

SYNCORA HOLDINGS LTD. ANNOUNCES DEPARTURE OF CHIEF FINANCIAL OFFICER ELIZABETH A. KEYS Mary R. Hennessy, Director, resigns from Syncora Holdings? Board of Directors

Exhibit 99.1 Syncora Holdings Ltd. Canon?s Court 22 Victoria Street Hamilton HM 12 Bermuda +441 295 7135 Phone +441 296 4351 Fax News SYNCORA HOLDINGS LTD. ANNOUNCES DEPARTURE OF CHIEF FINANCIAL OFFICER ELIZABETH A. KEYS Mary R. Hennessy, Director, resigns from Syncora Holdings? Board of Directors Hamilton, Bermuda, November 17, 2008 ? Syncora Holdings Ltd. (?Syncora? or the ?Company?) (NYSE: SCA)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 OR £ TRANSITION REPORT PURSU

3B2 EDGAR HTML - c5549110q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report November 17, 2008 Date of Earliest Event Reported (November 13, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorporation) (Comm

Syncora Holdings Ltd. (Name of Registrant as Specified in Charter)

UNITED STATES SEC FILE NUMBER SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CUSIP NUMBER FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11 -K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2008 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report November 5, 2008 Date of Earliest Event Reported (October 30, 2008)

c555148k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report November 5, 2008 Date of Earliest Event Reported (October 30, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorpora

AMENDMENT NO. 2 TO MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT

c554228-k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 AMENDMENT NO. 2 TO MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT AMENDMENT NO. 2 effective as of October 15, 2008 (this “Amendment No. 2”) among XL CAPITAL LTD, an exempted limited company incorporated under the Laws of Cayman Islands, XL INSURANCE (BERMUDA) LTD (formerly known as X.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2008 (October 30, 2008) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicabl

[Debevoise & Plimpton LLP Letterhead]

c55210corresp.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing [Debevoise & Plimpton LLP Letterhead] October 8, 2007 VIA EDGAR AND HAND DELIVERY Ms. Dana Hartz Staff Accountant Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Mail Stop 3561 Re: Syncora Holdings Ltd. Form 10-K for the Fiscal Year Ended

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2008 (Sep

c551468k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2008 (September 29, 2008) ———————————— SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ————————————

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2008 (August 27, 2008) ———————————— SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicabl

Syncora Guarantee Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Six Month Periods Ended June 30, 2008 and 2007 (expressed in U.S. dollars)

Exhibit-99.1 Syncora Guarantee Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Six Month Periods Ended June 30, 2008 and 2007 (expressed in U.S. dollars) SYNCORA GUARANTEE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except share and per share amounts) (Unaudited) As of June 30, 2008 As of December 31, 2007 ASSETS Debt securiti

SYNCORA GUARANTEE RE LTD.

Exhibit 99.2 SYNCORA GUARANTEE RE LTD. Interim Financial Statements For the Six Month Periods Ended June 30, 2008 and 2007 (expressed in U.S. dollars) SYNCORA GUARANTEE RE LTD. INTERIM BALANCE SHEETS (U.S. dollars in thousands, except share and per share amounts) (Unaudited) As of June 30, 2008 As of December 31, 2007 ASSETS Investments: Debt securities available for sale, at fair value (amortized

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2008 (September 2, 2008) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applica

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report August 29, 2008 Date of Earliest Event Reported (August 28, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (now named Syncora Holdings Ltd) (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) August 5, 2008 (Date of Event which Requires Filing of this Statement) Check t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (now named Syncora Holdings Ltd) (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) August 5, 2008 (Date of Event which Requires Filing of this Statement) Check t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.2) Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (now named Syncora Holdings Ltd) (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) August 5, 2008 (Date of Event which Requires Filing of this Statement) Check t

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report August 13, 2008 Date of Earliest Event Reported (August 8, 2008) SY

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report August 13, 2008 Date of Earliest Event Reported (August 8, 2008) SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its chart

Syncora Holdings Ltd. Announces Paul S. Giordano to Step Down as Chief Executive Officer

EXHIBIT 99.1 Syncora Holdings Ltd. Announces Paul S. Giordano to Step Down as Chief Executive Officer Susan Comparato to serve as Acting Chief Executive Officer and President HAMILTON, Bermuda, Aug. 11 /PRNewswire-FirstCall/ - Syncora Holdings Ltd. (“Syncora” or the “Company”)(NYSE: SCA) announced today that Mr. Paul S. Giordano, 45, will step down from his position as Chief Executive Officer and

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2008 (August 11, 2008) ???????????? SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable

SYNCORA HOLDINGS LTD. REPORTS SECOND QUARTER 2008 RESULTS; PROVIDES CERTAIN PROFORMA INFORMATION RELATING TO TRANSACTIONS WITH XL CAPITAL LTD AND MERRILL LYNCH & CO., INC.

c54570ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Syncora Holdings Ltd. A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda +441 295 7135 Phone +441 296 4351 Fax News SYNCORA HOLDINGS LTD. REPORTS SECOND QUARTER 2008 RESULTS; PROVIDES CERTAIN PROFORMA INFORMATION RELATING TO TRANSACTIONS WITH XL CAPITAL LTD AND MERRILL LY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 OR £ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32950 SYNCORA HOLDINGS LTD.

MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT XL Capital Ltd; XL Insurance (Bermuda) Ltd; XL Reinsurance America Inc.; X.L. Global Services, Inc.; XL Services (Bermuda) Ltd and X.L. America, Inc.; Security Capital Assurance Ltd; XL Financia

Exhibit 4.1 MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT among XL Capital Ltd; XL Insurance (Bermuda) Ltd; XL Reinsurance America Inc.; X.L. Global Services, Inc.; XL Services (Bermuda) Ltd and X.L. America, Inc.; Security Capital Assurance Ltd; XL Financial Assurance Ltd.; XL Capital Assurance Inc.; XL Financial Administrative Services Inc.; SCA Bermuda Administrative Ltd.; XL Capital

May 27,2008

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 10.2 May 27,2008 Private & Confidential Ms. Elizabeth Keys 160 W. 7th Street, Apt. 3A New York, NY 10024 Dear Beth, We are pleased to confirm your continued employment with XL Financial Administrative Services ("XLFAS") and your promotion to the title of Senior Vice President and Chief Financial Officer, Securit

THE COMPANIES ACT 1981

Exhibit 3.1 FORM NO. 2 ORIGINAL BERMUDA THE COMPANIES ACT 1981 ALTERED MEMORANDUM OF ASSOCIATION OF COMPANY LIMITED BY SHARES (Section 7(1) and (2)) MEMORANDUM OF ASSOCIATION OF CA Holdings Ltd (hereinafter referred to as “the Company”) 1. The liability of the members of the Company is limited to the amount (if any) for the time being unpaid on the shares respectively held by them. 2. We, the unde

AMENDMENT NO. 1 TO MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT

c54512ex-4.2 EXHIBIT 4.2 AMENDMENT NO. 1 TO MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT AMENDMENT NO. 1 dated as of August 1, 2008 (this “Amendment No. 1”) among XL CAPITAL LTD, an exempted limited company incorporated under the Laws of Cayman Islands, XL INSURANCE (BERMUDA) LTD (formerly known as X.L. Insurance Ltd), a Bermuda exempted company, XL REINSURANCE AMERICA INC., a New York

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2008 (August 5, 2008) S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2008 (August 5, 2008) ———————————— SYNCORA HOLDINGS LTD. (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (S

SYNCORA HOLDINGS LTD. ANNOUNCES CLOSING OF TRANSACTIONS WITH XL CAPITAL LTD AND MERRILL LYNCH & CO., INC. Company to Hold Second Quarter 2008 Investor Call on August 12, 2008

Exhibit 99.1 Syncora Holdings Ltd. A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda +441 295 7135 Phone +441 296 4351 Fax News SYNCORA HOLDINGS LTD. ANNOUNCES CLOSING OF TRANSACTIONS WITH XL CAPITAL LTD AND MERRILL LYNCH & CO., INC. Company to Hold Second Quarter 2008 Investor Call on August 12, 2008 Hamilton, Bermuda ? August 5, 2008 ? Syncora Holdings Ltd. (formerly known as

XL Capital Assurance Inc. Merrill Lynch International Term Sheet Binding Summary of Terms and Conditions

Exhibit 99.3 EXECUTION COPY XL Capital Assurance Inc. Merrill Lynch International Term Sheet Binding Summary of Terms and Conditions Each party acknowledges that certain information provided in connection with the transaction (including this summary of selected terms and conditions and other information about the transactions) is confidential. Each party agrees that it will not disclose such infor

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2008 (July 28, 2008) ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applic

SECURITY CAPITAL ASSURANCE LTD REACHES AGREEMENTS WITH XL CAPITAL LTD AND MERRILL LYNCH & CO., INC.

Exhibit 99.1 A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Telephone: +1.441.295.7135 NEWS RELEASE SECURITY CAPITAL ASSURANCE LTD REACHES AGREEMENTS WITH XL CAPITAL LTD AND MERRILL LYNCH & CO., INC. HAMILTON, BERMUDA – July 28, 2008 – Security Capital Assurance Ltd (“SCA” or the "Company") (NYSE: SCA) today announced that SCA and its principal operating subsidiaries, XL Cap

AMENDMENT NO. 2, FORBEARANCE, AND LIMITED WAIVER AGREEMENT

Exhibit 99.4 AMENDMENT NO. 2, FORBEARANCE, AND LIMITED WAIVER AGREEMENT This AMENDMENT NO. 2, FORBEARANCE, AND LIMITED WAIVER AGREEMENT (this “Agreement”) dated as of July 28, 2008, among Security Capital Assurance Ltd. (“SCA”), XL Capital Assurance Inc. (“XLCA”), XL Financial Assurance Ltd. (“XLFA” and together with SCA and XLCA, each an “Account Party” and collectively the “Account Parties”), Ci

MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT XL Capital Ltd; XL Insurance (Bermuda) Ltd; XL Reinsurance America Inc.; X.L. Global Services, Inc.; XL Services (Bermuda) Ltd and X.L. America, Inc.; Security Capital Assurance Ltd; XL Financia

Exhibit 99.2 MASTER COMMUTATION, RELEASE AND RESTRUCTURING AGREEMENT among XL Capital Ltd; XL Insurance (Bermuda) Ltd; XL Reinsurance America Inc.; X.L. Global Services, Inc.; XL Services (Bermuda) Ltd and X.L. America, Inc.; Security Capital Assurance Ltd; XL Financial Assurance Ltd.; XL Capital Assurance Inc.; XL Financial Administrative Services Inc.; SCA Bermuda Administrative Ltd.; XL Capital

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2008 (July

c544258k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2008 (July 29, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exa

SECURITY CAPITAL ASSURANCE LTD ACKNOWLEDGES MOODY?S RATING ACTIONS

Exhibit 99.1 Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda (441) 279-7450 SECURITY CAPITAL ASSURANCE LTD ACKNOWLEDGES MOODY?S RATING ACTIONS Hamilton, Bermuda, June 20, 2008 ? Security Capital Assurance Ltd (NYSE: SCA) (?SCA? or the ?Company?) today confirmed Moody?s Investor Services (?Moody?s?) downgraded the insurance financial strength (?I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2008 (June

c540678k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2008 (June 20, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-329

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2008 (June 10, 2008) ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2008 (June 6

c539418k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2008 (June 6, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2008 (June 5, 2008) ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or

SECURITY CAPITAL ASSURANCE LTD ANNOUNCES THE APPOINTMENT OF JONATHAN BANK AND GARY GRANT TO ITS BOARD OF DIRECTORS Shareholders approve resolution to change Company name from Security Capital Assurance Ltd to Syncora Holdings Ltd

Exhibit 99.1 A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Telephone: +1.441.295.7135 NEWS RELEASE SECURITY CAPITAL ASSURANCE LTD ANNOUNCES THE APPOINTMENT OF JONATHAN BANK AND GARY GRANT TO ITS BOARD OF DIRECTORS Shareholders approve resolution to change Company name from Security Capital Assurance Ltd to Syncora Holdings Ltd HAMILTON, BERMUDA ? June 6, 2008 ? Security Cap

XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three Month Periods Ended March 31, 2008 and 2007 (expressed in U.S. dollars)

EX-99.1 XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three Month Periods Ended March 31, 2008 and 2007 (expressed in U.S. dollars) XL CAPITAL ASSURANCE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except share and per share amounts) (Unaudited) As of As of March 31, December 31, 2008 2007 ASSETS Debt securities av

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2008 (May 30

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2008 (May 30, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicab

XL FINANCIAL ASSURANCE LTD. Interim Financial Statements For the Three Month Periods Ended March 31, 2008 and 2007 (expressed in U.S. dollars)

EX-99.2 XL FINANCIAL ASSURANCE LTD. Interim Financial Statements For the Three Month Periods Ended March 31, 2008 and 2007 (expressed in U.S. dollars) XL FINANCIAL ASSURANCE LTD. INTERIM BALANCE SHEETS (U.S. dollars in thousands, except share and per share amounts) (Unaudited) As of As of March 31, 2008 December 31, 2007 ASSETS Debt securities available for sale, at fair value (amortized cost: 200

SECURITY CAPITAL ASSURANCE LTD APPOINTS ELIZABETH A. KEYS AS CHIEF FINANCIAL OFFICER

Exhibit 99.1 Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda (441) 279-7450 SECURITY CAPITAL ASSURANCE LTD APPOINTS ELIZABETH A. KEYS AS CHIEF FINANCIAL OFFICER Hamilton, Bermuda, May 27, 2008 ? Security Capital Assurance (NYSE: SCA) (the ?Company? or ?SCA?) today announced that it has appointed Elizabeth A. Keys as Senior Vice President and Chi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report May 27, 2008 Date of Earliest Event Reported (May 27, 2008) SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorporation) (Commi

Q1 Balance Sheet net fair value of derivatives ($ in millions)

Exhibit 99.1 First Quarter 2008 Summarized Results Important notice This presentation provides certain information regarding Security Capital Assurance Ltd (SCA). By accepting this presentation, the recipient agrees that it will use, and it will cause its directors, officers, employees, agents, professional advisors and representatives to use, the information herein for internal purposes only and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2008 (May 9,

c535548k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2008 (May 9, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact

2

Exhibit 99.2 Explanation of Non-GAAP Financial Measures Security Capital Assurance Ltd (?SCA? or the ?Company?) presents its operations in the way it believes will be most meaningful and useful to investors, analysts, rating agencies and others who use our financial information in evaluating our performance. These non-GAAP financial measures are provided because investors in SCA-insured bonds and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 OR £ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32950 SECURITY CAPITAL ASSU

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4268.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4270.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

SECURITY CAPITAL ASSURANCE REPORTS FIRST QUARTER 2008 RESULTS

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda (441) 279-7450 SECURITY CAPITAL ASSURANCE REPORTS FIRST QUARTER 2008 RESULTS First quarter 2008 net loss of ($96.8) million, or ($1.51), per common share, versus net income of $37.3 million, or $0.58, per common share in

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

[EXECUTION COPY] AMENDED AND RESTATED EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 8th day of May, 2008, by and between, Security Capital Assurance Ltd, a Bermuda corporation (the ?Company?), and Paul S.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2008 (May 8,

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2008 (May 8, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of regist

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report May 9, 2008 Date of Earliest Event Reported (May 6, 2008) SECURITY

c534868k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report May 9, 2008 Date of Earliest Event Reported (May 6, 2008) SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specifi

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4267.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4262.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4261.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4260.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC4269.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant S Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) S Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant S Filed by a Party other than the Registrant ? Check the appropriate box: S Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2008 (Apri

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2008 (April 9, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of r

SECURITY CAPITAL ASSURANCE LTD ANNOUNCES THE APPOINTMENT OF FRED CORRADO AND PAUL E. HELLMERS TO ITS BOARD OF DIRECTORS; ANNUAL SHAREHOLDER MEETING TO BE HELD MAY 20, 2008

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Telephone: +1.441.295.7135 NEWS RELEASE SECURITY CAPITAL ASSURANCE LTD ANNOUNCES THE APPOINTMENT OF FRED CORRADO AND PAUL E. HELLMERS TO ITS BOARD OF DIRECTORS; ANNUAL SHAREHOLDER MEETING TO BE HELD MAY 20, 2008 HAMILTON, BERMUDA – April

SECURITY CAPITAL ASSURANCE LTD NOTIFIED OF NON-COMPLIANCE WITH NYSE CONTINUED LISTING STANDARD

Exhibit 99.1 A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Telephone: +1.441.295.7135 NEWS RELEASE SECURITY CAPITAL ASSURANCE LTD NOTIFIED OF NON-COMPLIANCE WITH NYSE CONTINUED LISTING STANDARD HAMILTON, BERMUDA ? April 8, 2008 ? Security Capital Assurance Ltd (?SCA? or the "Company") today announced that the Company received notification from the New York Stock Exchange (t

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2008 (April 3, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2008 (Marc

c529008k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2008 (March 26, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-3

See accompanying Notes to Financial Statements.

Exhibit 99.2 XL Financial Assurance Ltd. (Incorporated in Bermuda) Financial Statements For the years ended December 31, 2007, 2006 and 2005 (expressed in U.S. dollars) XL Financial Assurance Ltd Contents to Financial Statements December 31, 2007, 2006 and 2005 Report of Independent Registered Public Accounting Firm 2 Financial Statements Balance Sheets at December 31, 2007 and 2006 3 Statements o

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2008 (March 24, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not appl

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99.1 XL Capital Assurance Inc. and Subsidiary Consolidated Financial Statements Years Ended December 31, 2007, 2006 and 2005 (Expressed in U.S. Dollars) XL Capital Assurance Inc. and Subsidiary Contents to Consolidated Financial Statements December 31, 2007, 2006 and 2005 Page Report of Independent Registered Public Accounting Firm 1 Consolidated Financial Statements Consolidated Balance S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2008 (March 14, 2008) S

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2008 (March 14, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of

($ in millions)

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Fourth Quarter 2007 Summarized Results SECURITY CAPITAL ASSURANCE Important notice This presentation contains statements about future results, plans and events that may constitute "forward -looking" statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act o

REGULATION S GLOBAL PREFERENCE SHARE CERTIFICATE

EXHIBIT 4.3 REGULATION S GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE

AMENDMENT NO. 1

ex10-27.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 10.27.1 EXECUTION VERSION AMENDMENT NO. 1 AMENDMENT NO. 1, dated as of December 26, 2007, to the Credit Agreement referred to below, between SECURITY CAPITAL ASSURANCE LTD, a Bermuda limited liability company (“SCA”), XL CAPITAL ASSURANCE INC., a New York corporation (“XLCA”), XL FINANCIAL ASSURANCE

RULE 144A GLOBAL PREFERENCE SHARE CERTIFICATE

EXHIBIT 4.4 RULE 144A GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE ISS

SECOND AMENDED AND RESTATED FACULTATIVE MASTER CERTIFICATE

Exhibit 10.26 SECOND AMENDED AND RESTATED FACULTATIVE MASTER CERTIFICATE This Second Amended and Restated Facultative Master Certificate (hereinafter the “Master Certificate”) is issued by XL Reinsurance America Inc., a New York insurance corporation with administrative offices in Stamford, Connecticut (hereinafter the “Reinsurer”) to XL Capital Assurance Inc., a financial guaranty insurance corpo

GLOBAL PREFERENCE SHARE CERTIFICATE

Exhibit 4.7 GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (?DTC?), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE ISSUED IN EXC

EMPLOYMENT AGREEMENT

Exhibit 10.6 EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of January 1, 2008, by and between, Security Capital Assurance Ltd, a Bermuda corporation (the ?Company?), and Claude L. LeBlanc (the?Executive?). WHEREAS, the Executive has been employed by Security Capital Assurance Ltd as its Executive Vice President, Corporate Development & Strategy; NOW, THEREFORE, in consideration of the p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

3B2 EDGAR HTML - c5267710k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3

EX-10.31

Exhibit 10.31 AMENDED AND RESTATED July 21, 2006 ================================================================================ FOURTH AMENDED AND RESTATED BYE-LAWS OF XL FINANCIAL ASSURANCE LTD ================================================================================ TABLE OF CONTENTS Bye-Law Page Page 1. Interpretation.....................................................................

SECURITY CAPITAL ASSURANCE REPORTS FOURTH QUARTER AND FULL-YEAR 2007 RESULTS

Exhibit 99.1 Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda (441) 279-7450 SECURITY CAPITAL ASSURANCE REPORTS FOURTH QUARTER AND FULL-YEAR 2007 RESULTS Fourth quarter 2007 net loss of $1,197.9 million versus net income of $35.8 million in the fourth quarter of 2006. 2007 net loss of $1,224.5 million versus net income of $117.4 million in 2006;

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2008 (Marc

c527028k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2008 (March 13, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (E

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2008 (March 4, 2008) SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or other jurisdiction (Comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER CUSIP NUMBER (Check one): x Form 10-K o Form 20-F o Form 11 -K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2007 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report February 29, 2008 Date of Earliest Event Reported (February 26, 200

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report February 29, 2008 Date of Earliest Event Reported (February 26, 2008) SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specifie

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2008 (F

c524878k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2008 (February 25, 2008) ———————————— SECURITY CAPITAL ASSURANCE

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC3646.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.1) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.1) Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) June 12, 2007 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.1) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.1) Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) June 12, 2007 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2008 (Fe

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2008 (February 7, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Security Capital Assurance Ltd. (Name of Issuer) Common Shares, $0.01 par value per share (Title of Class

CUSIP NO. G8018D107 13G PAGE 1 OF 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Security Capital Assurance Ltd. (Name of Issuer) Common Shares, $0.01 par value per share (Title of Class of Securities) G8018D107 (CUSIP Number) December 31, 2007 (Date of Event Which Requires Filing of this Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2008 (Ja

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2008 (January 31, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2008 (Ja

c520948k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2008 (January 23, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 0

SECURITY CAPITAL ASSURANCE LTD PROVIDES UPDATE ON ITS CAPITAL PLAN

c52094ex99-1.htm Exhibit 99.1 NEWS RELEASE Security Capital Assurance Ltd A.S. Cooper Building FOR IMMEDIATE RELEASE 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: +1 441-279-7450 SECURITY CAPITAL ASSURANCE LTD PROVIDES UPDATE ON ITS CAPITAL PLAN Hamilton, Bermuda, January 23, 2008 – Security Capital Assurance Ltd (NYSE: SCA) (“SCA” or the “Company”) today announced that it has determined n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2008 (Ja

c521068k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2008 (January 23, 2008) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 0

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report January 11, 2008 Date of Earliest Event Reported (January 11, 2008)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 Date of Report January 11, 2008 Date of Earliest Event Reported (January 11, 2008) SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not Applicable (Jurisdiction of incorporation

Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned?s true and lawful attorney-in-fact to:

DC3350.pdf - Converted by SEC Publisher 4.2, created by BCL Technologies Inc., for SEC Filing LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Susan Comparato, James Lundy and William Rizzo signing singly, the undersigned’s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned’s ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2007 (December 27, 2

517908k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2007 (December 27, 2007) ———————————— SECURITY CAPITAL ASSURANCE L

SECURITY CAPITAL ASSURANCE ANNOUNCES RESIGNATION OF ALAN SENTER FROM ITS BOARD OF DIRECTORS

51790ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 NEWS RELEASE Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: 441-279-7450 SECURITY CAPITAL ASSURANCE ANNOUNCES RESIGNATION OF ALAN SENTER FROM ITS BOARD OF DIRECTORS Hamilton, Bermuda, December 28, 2007 – Security Capital Assurance Lt

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2007 (December 19, 2

k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 20, 2007 (December 19, 2007) ———————————— SECURITY CAPITAL ASSURANCE LTD (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2007 SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or other jurisdiction of incorporation)

SECURITY CAPITAL ASSURANCE LTD EXCHANGE OFFER EXPIRES

Exhibit 99.1 SECURITY CAPITAL ASSURANCE LTD EXCHANGE OFFER EXPIRES Hamilton, Bermuda, December 20, 2007? Security Capital Assurance Ltd (NYSE: SCA) (?SCA? or the ?Company?) announced today the completion on December 19, 2007 of its previously announced offer to exchange (the ?Exchange Offer?) up to 250,000 Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares, $0.01 par value, $1,000

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2007 (D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2007 (December 14, 2007) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 No

SECURITY CAPITAL ASSURANCE LTD PROVIDES ADDITIONAL COMMENTARY ON FITCH RATINGS ACTIONS

Exhibit 99.1 NEWS RELEASE Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: +1 441-279-7450 SECURITY CAPITAL ASSURANCE LTD PROVIDES ADDITIONAL COMMENTARY ON FITCH RATINGS ACTIONS Hamilton, Bermuda, December 13, 2007 – Security Capital Assurance Ltd (NYSE: SCA) (“SCA” or the “Company”) today elaborated on its response to the Fitch Ratings (“Fi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2007 (December 13, 2007) ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 No

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2007 (D

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2007 (December 12, 2007) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact na

SECURITY CAPITAL ASSURANCE LTD COMMENTS ON FITCH RATINGS ACTIONS SCA working with Fitch to maintain AAA ratings

- Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 NEWS RELEASE Bermuda Tel: +1 441-279-7450 SECURITY CAPITAL ASSURANCE LTD COMMENTS ON FITCH RATINGS ACTIONS SCA working with Fitch to maintain AAA ratings Hamilton, Bermuda, December 12, 2007 – Security Capital Assur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2007 (December 7, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2007 (December 7, 2007) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not

OMNIBUS AMENDMENT AGREEMENT

ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 OMNIBUS AMENDMENT AGREEMENT This Omnibus Amendment Agreement is made as of November 30, 2007 (this “Agreement”) by and among XL Asset Funding Company I LLC (“Asset Funding”), XL Capital Assurance Inc. (“XLCA”) and XL Life and Annuity Holding Company (“Holdings”). WHEREAS, one or more of the parti

COLLATERAL PLEDGE, SECURITY AND MANAGEMENT AGREEMENT

Exhibit 99.2 COLLATERAL PLEDGE, SECURITY AND MANAGEMENT AGREEMENT This COLLATERAL PLEDGE, SECURITY AND MANAGEMENT AGREEMENT (as hereafter amended, modified or supplemented, this ?Agreement?) is made as of October 13, 2006, by and among XL CAPITAL ASSURANCE INC., a New York corporation (together with its permitted successors and assigns, ?XLCA?), XL ASSET FUNDING COMPANY I LLC, a Delaware limited l

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2007 (No

k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2007 (November 30, 2007) ———————————— SECURITY CAPITAL ASSURANCE LTD (Exa

Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: 441-279-7450

Exhibit 99.1 Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: 441-279-7450 NEWS RELEASE SECURITY CAPITAL ASSURANCE DIRECTOR BRIAN O’HARA STEPS DOWN FROM BOARD Hamilton, Bermuda, November 26, 2007– Security Capital Assurance Ltd (NYSE: SCA) (“SCA”) or (the “Company”) announced that Brian M. O’Hara has resigned from SCA’s board of directors to

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2007 ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (State

SECURITY CAPITAL ASSURANCE LTD NOTICE OF GUARANTEED DELIVERY OFFER TO EXCHANGE 250,000 Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares, $0.01 par value, $1,000 Liquidation Preference Per Share

c50359ex99-4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.4 SECURITY CAPITAL ASSURANCE LTD NOTICE OF GUARANTEED DELIVERY OFFER TO EXCHANGE 250,000 Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares, $0.01 par value, $1,000 Liquidation Preference Per Share Holders of outstanding unregistered Fixed/Floating Series A Perpetual Non-Cumul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Security Capital Assurance Ltd (Exact name of registrant as specified in its charter)

c50359s4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing As filed with the Securities and Exchange Commission on November 19, 2007 Registration No. 333-146186 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Security Capital Assurance Ltd (Exact name of regi

SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON-CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED F

c50359ex99-5.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.5 SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON-CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED FIXED/FLOATING SERIES A PERPETUAL NON-CUMU

Nine Months Ended September 30,

c50085ex12-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 12.1 Security Capital Assurance Ltd Computation of Ratio of Earnings to Fixed Charges and Preference Share Dividends (U.S. Dollars in Thousands) Nine Months Ended September 30, - Fiscal Year Ended December 31,- 2007 2006 2006 2005 2004 2003 2002 Pre-tax income from continuing operations $ (22,89

SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED F

c50359ex99-6.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.6 SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED FIXED/FLOATING SERIES A PERPETUAL NON CUMU

SECURITY CAPITAL ASSURANCE LTD LETTER OF TRANSMITTAL OFFER TO EXCHANGE SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON- CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LI

c50359ex99-3.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.3 SECURITY CAPITAL ASSURANCE LTD LETTER OF TRANSMITTAL OFFER TO EXCHANGE SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON- CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF

XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Nine Month Periods Ended September 30, 2007 and 2006 (expressed in U.S. dollars)

c51076ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Nine Month Periods Ended September 30, 2007 and 2006 (expressed in U.S. dollars) XL CAPITAL ASSURANCE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, exce

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 OR £ TRANSITION REPORT PURSU

3B2 EDGAR HTML - c5107610q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num

XL Financial Assurance Ltd. (Incorporated in Bermuda) Interim Financial Statements For the Three and Nine Month Periods Ended September 30, 2007 and 2006 (expressed in U.S. dollars)

c51076ex99-2.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.2 XL Financial Assurance Ltd. (Incorporated in Bermuda) Interim Financial Statements For the Three and Nine Month Periods Ended September 30, 2007 and 2006 (expressed in U.S. dollars) XL FINANCIAL ASSURANCE LTD. INTERIM BALANCE SHEETS (U.S. dollars in thousands, except share amounts) (Unaudit

SECURITY CAPITAL ASSURANCE COMMENTS ON FITCH RATINGS ACTIONS

Exhibit 99.1 NEWS RELEASE Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: +441-279-7450 SECURITY CAPITAL ASSURANCE COMMENTS ON FITCH RATINGS ACTIONS Hamilton, Bermuda, November 13, 2007– Security Capital Assurance Ltd (NYSE: SCA) (“SCA” or the “Company”) provided an update today regarding Derivative Fitch’s (“Fitch”) recent announcement of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2007 SECURITY CAPITA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State

SECURITY CAPITAL ASSURANCE LTD CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 14.1 SECURITY CAPITAL ASSURANCE LTD CODE OF BUSINESS CONDUCT AND ETHICS TABLE OF CONTENTS Page INTRODUCTION 1 SCOPE 1 COMPLIANCE PROGRAM RESOURCES 2 REGULATORY COMPLIANCE 2 RESPONSIBILITIES 3 REPORTING 3 TRAINING 4 ACKNOWLEDGEMENT AND CERTIFICATION 4 PROCEDURES REGARDING WAIVERS 4 A. CONDUCT AND DISCIPLINE 4 B. REPORTING OF UNETHICAL BEHAVIOR AND POLICY AGAINST RETALIATION 5 C. HONEST AND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2007 SECURITY CAPITAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2007 SECURITY CAPITAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State o

SECURITY CAPITAL ASSURANCE Security Capital Assurance Ltd A.S. Cooper Builing 26 Reid Street, 4th Floor Hamilton HM11 Bermuda Tel: +1 441-295-7135 SECURITY CAPITAL ASSURANCE REPORTS RESULTS FOR THE THIRD QUARTER AND FIRST NINE MONTHS OF 2007 Adjusted

Exhibit 99.1 SECURITY CAPITAL ASSURANCE Security Capital Assurance Ltd A.S. Cooper Builing 26 Reid Street, 4th Floor Hamilton HM11 Bermuda Tel: +1 441-295-7135 SECURITY CAPITAL ASSURANCE REPORTS RESULTS FOR THE THIRD QUARTER AND FIRST NINE MONTHS OF 2007 Adjusted gross premiums increased 55% to $141.1 million Operating income increased 45% to $46.0 million ? Third quarter adjusted gross premiums o

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2007 ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (State o

Security Capital Assurance Ltd Announces Third Quarter 2007 Unrealized Mark-to-Market Loss on its Credit Derivatives Portfolio

Exhibit 99.1 NEWS RELEASE Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM 11 Bermuda Tel: +1 441-279-7450 IMMEDIATE Security Capital Assurance Ltd Announces Third Quarter 2007 Unrealized Mark-to-Market Loss on its Credit Derivatives Portfolio Hamilton, Bermuda, October 16, 2007– Security Capital Assurance Ltd (NYSE: SCA) (“SCA” or the “Company”) today anno

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party Other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party Other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Security Capital Assurance Ltd (Exact name of registrant as specified in its charter)

c50359s4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing As filed with the Securities and Exchange Commission on September 27, 2007 Registration No. 333-146186 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Security Capital Assurance Ltd (Exact name of reg

SECURITY CAPITAL ASSURANCE LTD LETTER OF TRANSMITTAL OFFER TO EXCHANGE SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON- CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LI

c50359ex99-3.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.3 SECURITY CAPITAL ASSURANCE LTD LETTER OF TRANSMITTAL OFFER TO EXCHANGE SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON- CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

c50359s4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing As filed with the Securities and Exchange Commission on September 20, 2007 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Security Capital Assurance Ltd (Exact name of registrant as specified in i

GLOBAL PREFERENCE SHARE CERTIFICATE

Exhibit 4.7 GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (?DTC?), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE ISSUED IN EXC

SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED F

c50359ex99-6.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.6 SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED FIXED/FLOATING SERIES A PERPETUAL NON CUMU

SECURITY CAPITAL ASSURANCE LTD NOTICE OF GUARANTEED DELIVERY OFFER TO EXCHANGE 250,000 Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares, $0.01 par value, $1,000 Liquidation Preference Per Share

c50359ex99-4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.4 SECURITY CAPITAL ASSURANCE LTD NOTICE OF GUARANTEED DELIVERY OFFER TO EXCHANGE 250,000 Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares, $0.01 par value, $1,000 Liquidation Preference Per Share Holders of outstanding unregistered Fixed/Floating Series A Perpetual Non-Cumul

SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON-CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED F

Exhibit 99.5 SECURITY CAPITAL ASSURANCE LTD OFFER TO EXCHANGE UP TO 250,000 OF REGISTERED SERIES FIXED/FLOATING SERIES A PERPETUAL NON-CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE FOR ALL OF ITS OUTSTANDING UNREGISTERED FIXED/FLOATING SERIES A PERPETUAL NON-CUMULATIVE PREFERENCE SHARES, $0.01 PAR VALUE, $1,000 LIQUIDATION PREFERENCE PER SHARE AND SOLD IN A

FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO

Exhibit 25.2 FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) | x | THE BANK OF NEW YORK (Exact name of trustee as specified in its charter) New York 13-5160382 (State of incorporat

Six Months Ended June 30,

c50085ex12-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 12.1 Security Capital Assurance Ltd Computation of Ratio of Earnings to Fixed Charges and Preference Dividends (U.S. Dollars in Thousands) Six Months Ended June 30, - Fiscal Year Ended December 31,- 2007 2006 2006 2005 2004 2003 2002 Pre-tax income from continuing operations $ 66,161.0 $ 59,948.

SECURITY CAPITAL ASSURANCE LTD THE BANK OF NEW YORK, as Trustee INDENTURE Dated as of Subordinated Debt Securities

c50085ex4-4.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 4.4 SECURITY CAPITAL ASSURANCE LTD to THE BANK OF NEW YORK, as Trustee INDENTURE Dated as of Subordinated Debt Securities Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of . Trust Indenture Indenture Act Section Section § 310 (a) 6.09 (b) 6.08, 6.10 (c) N.A. §

FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO

Exhibit 25.1 FORM T-1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) | x | THE BANK OF NEW YORK (Exact name of trustee as specified in its charter) New York 13-5160382 (State of incorporat

SECURITY CAPITAL ASSURANCE LTD THE BANK OF NEW YORK, as Trustee Dated as of Senior Debt Securities

Exhibit 4.2 SECURITY CAPITAL ASSURANCE LTD to THE BANK OF NEW YORK, as Trustee INDENTURE Dated as of Senior Debt Securities Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of . Trust Indenture Act Section Indenture Section ? 310 (a) 6.09 (b) 6.08, 6.10 (c) Not Applicable ? 311 (a) 6.13 (b) 6.13 (c) Not Applicable ? 312 (a) 7.01, 7.02(a) (b) 7.02(b) (c) 7.02(c) ?

As filed with the Securities and Exchange Commission on August 30, 2007

As filed with the Securities and Exchange Commission on August 30, 2007 Registration No.

XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Six Months Periods Ended June 30, 2007 and 2006 (expressed in U.S. dollars)

c49712ex99-1.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.1 XL Capital Assurance Inc. and Subsidiary Interim Consolidated Financial Statements for the Three and Six Months Periods Ended June 30, 2007 and 2006 (expressed in U.S. dollars) XL CAPITAL ASSURANCE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except sh

XL Financial Assurance Ltd. (Incorporated in Bermuda) Interim Financial Statements For the Three and Six Month Periods Ended June 30, 2007 and 2006 (expressed in U.S. dollars)

c49712ex99-2.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 99.2 XL Financial Assurance Ltd. (Incorporated in Bermuda) Interim Financial Statements For the Three and Six Month Periods Ended June 30, 2007 and 2006 (expressed in U.S. dollars) XL FINANCIAL ASSURANCE LTD. INTERIM BALANCE SHEETS (U.S. dollars in thousands, except share amounts) (unaudited) As

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 OR £ TRANSITION REPORT PURSUANT T

3B2 EDGAR HTML - c49712.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2007 —————

c496998-k.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of reg

Breakdown of SCA Portfolio by type of Collateral*

EXHIBIT 99.1 Security Capital Assurance Ltd Structured Finance Investor Call August 3, 2007 Fundamental strength in triple-A rated financial guarantee insurance and reinsurance Important Notice This presentation provides certain information regarding Security Capital Assurance Ltd (SCA). By accepting this presentation, the recipient agrees that it will use, and it will cause its directors, officer

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2007 SECURITY CAPITAL AS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State or o

SECURITY CAPITAL ASSURANCE REPORTS SECOND QUARTER AND FIRST HALF 2007 RESULTS

Exhibit 99.1 SECURITY CAPITAL ASSURANCE Security Capital Assurance Ltd A.S. Cooper Building 26 Reid Street, 4th Floor Hamilton HM11 Bermuda Tel: +1 441-295-7135 SECURITY CAPITAL ASSURANCE REPORTS SECOND QUARTER AND FIRST HALF 2007 RESULTS ? Second quarter core net premiums earned of $48.5 million, up 50% from second quarter 2006; year-to-date core net premiums earned of $93.6 million, up 37% from

9,680,022 Shares Security Capital Assurance Ltd Common Shares

Filed pursuant to Rule 424(b)(4) Registration No. 333-143013 9,680,022 Shares Security Capital Assurance Ltd Common Shares Our parent, XL Insurance (Bermuda) Ltd, as selling shareholder, is offering 9,680,022 of our common shares. We will not receive any of the proceeds from the sale of common shares by the selling shareholder. Our common shares are listed on the New York Stock Exchange under the

Registration Statement on Form S-1 of Security Capital Assurance Ltd filed on May 16, 2007 (as subsequently amended) (the ?Registration Statement?)

c48676ex8-3.htm - Converted by SEC Publisher, created by BCL Technologies Inc., for SEC Filing Exhibit 8.3 May 25, 2007 Your reference Security Capital Assurance Ltd One Bermudiana Road Our reference Hamilton HM 11, Bermuda WNCW/VZS Direct line +44 20 7090 5052 Dear Sirs Registration Statement on Form S-1 of Security Capital Assurance Ltd filed on May 16, 2007 (as subsequently amended) (the “Regis

Security Capital Assurance Ltd Common Shares Underwriting Agreement

Exhibit 1.1 Security Capital Assurance Ltd Common Shares Underwriting Agreement , 2007 Goldman, Sachs & Co. J.P. Morgan Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated As representatives of the several Underwriters named in Schedule I hereto c/o Goldman, Sachs & Co. 85 Broad Street, New York, New York 10004 Ladies and Gentlemen: XL Insurance (Bermuda) Ltd., a Bermuda limited com

As filed with the Securities and Exchange Commission on May 25, 2007

3B2 EDGAR HTML from 48676 1..62 ++ As filed with the Securities and Exchange Commission on May 25, 2007 Registration No. 333-143013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda (State or other ju

Security Capital Assurance Announces Commencement of Secondary Offering by XL Capital Ltd

Exhibit 99.1 Security Capital Assurance Announces Commencement of Secondary Offering by XL Capital Ltd Hamilton, Bermuda, May 16, 2007– Security Capital Assurance Ltd (NYSE: SCA) (“SCA”) announced today it has filed a registration statement with the SEC following SCA’s receipt from XL Capital Ltd (“XL”) of a notice of its intention to reduce its approximate 63 percent economic ownership in SCA thr

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ???????????? FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2007 ???????????? SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ???????????? Bermuda 001-32950 Not applicable (State or ot

Registration Statement on Form S-1 of Security Capital Assurance Ltd filed on May 16, 2007 (as subsequently amended) (the ?Registration Statement?)

Exhibit 8.3 , 2007 Your reference Security Capital Assurance Ltd One Bermudiana Road Hamilton HM 11, Bermuda Our reference WNCW/VZS Direct line +44 20 7090 5052 Dear Sirs Registration Statement on Form S-1 of Security Capital Assurance Ltd filed on May 16, 2007 (as subsequently amended) (the “Registration Statement”) In connection with the Registration Statement you have requested our opinion as t

As filed with the Securities and Exchange Commission on May 16, 2007

As filed with the Securities and Exchange Commission on May 16, 2007 Registration No.

EX-99.2

EXHIBIT 99.2 XL FINANCIAL ASSURANCE LTD (Incorporated in Bermuda) INTERIM FINANCIAL STATEMENTS AS OF MARCH 31, 2007 AND FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2007 AND 2006 Unaudited (expressed in U.S. dollars) XL FINANCIAL ASSURANCE LTD. INTERIM BALANCE SHEETS (U.S. DOLLARS IN THOUSANDS, EXCEPT SHARE AMOUNTS) - - (UNAUDITED) AS OF AS OF MARCH 31, DECEMBER 31, 2007 2006 - - ASSETS: Investment

EX-10.3

EXHIBIT 10.3 SECURITIES ACCOUNT CONTROL AGREEMENT This Securities Account Control Agreement, dated as of July 20, 2006, among XL ASSET FUNDING COMPANY I LLC, a Delaware limited liability company (the "Debtor"), XL CAPITAL ASSURANCE INC., a New York stock insurance company, (the "Secured Party") and MELLON BANK, N.A. (the "Securities Intermediary") is entered into pursuant to the provisions of that

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 OR £ TRANSITION REPORT PURSUANT

3B2 EDGAR HTML from 48427 1..48 ++ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num

EX-10.2

EXHIBIT 10.2 PREMIUM LETTER October 13, 2006 XL Asset Funding Company I LLC 20 N. Martingale Road, Suite 200 Schaumburg, IL 60173 Re: INSURANCE AND INDEMNITY AGREEMENT (the "Insurance Agreement"), dated as of October 13, 2006, among XL CAPITAL ASSURANCE INC., a New York stock insurance company (together with its successors and assigns, "XLCA"), XL ASSET FUNDING COMPANY I LLC, a Delaware limited li

EX-10.4

EXHIBIT 10.4 May 3, 2007 Security Capital Assurance Ltd One Bermudiana Road Hamilton HM11, Bermuda Attention: Paul S. Giordano, President and Chief Executive Officer Re: TRANSITION AGREEMENT, DATED AUGUST 4, 2006 Ladies and Gentlemen: Reference is made to the Transition Agreement dated August 4, 2006 among XL Capital Ltd, a Cayman Islands company ("XL CAPITAL"), XL Insurance (Bermuda) Ltd, a Bermu

EX-99.1

EXHIBIT 99.1 XL CAPITAL ASSURANCE INC. AND SUBSIDIARY INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) FOR THE THREE MONTHS PERIODS ENDED MARCH 31, 2007 AND 2006 (EXPRESSED IN U.S. DOLLARS) XL CAPITAL ASSURANCE INC. AND SUBSIDIARY INTERIM CONSOLIDATED BALANCE SHEETS (U.S. DOLLARS IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS) - - (UNAUDITED) AS OF AS OF MARCH 31, DECEMBER 31, 2007 2006 - -

EX-10.1

EXHIBIT 10.1 EXECUTION INSURANCE AND INDEMNITY AGREEMENT among XL CAPITAL ASSURANCE INC., XL ASSET FUNDING COMPANY I LLC, and XL LIFE AND ANNUITY HOLDING COMPANY Dated as of October 13, 2006 TABLE OF CONTENTS APPENDIX I - Definitions APPENDIX II - Qualified Investment Agreement Criteria APPENDIX III - Investment Guidelines APPENDIX IV - Approved Investment Managers APPENDIX V - Form of Monthly Rep

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) (CU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) August 1, 2006 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) (CU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Security Capital Assurance Ltd (Name of Issuer) Common Shares, par value $0.01 per share (Title of Class of Securities) G8018D107 (CUSIP Number) August 1, 2006 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

SECURITY CAPITAL ASSURANCE LTD AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN

Exhibit 10.1 Adopted May 4, 2007 SECURITY CAPITAL ASSURANCE LTD AMENDED AND RESTATED ANNUAL INCENTIVE COMPENSATION PLAN SECTION 1. Purpose. Security Capital Assurance Ltd (the “Company”) has established this Annual Incentive Compensation Plan (the “Plan”) in order to provide the Company with an additional means to attract and retain executive officers by providing them with an opportunity to earn

SECURITY CAPITAL ASSURANCE LTD AMENDED AND RESTATED 2006 LONG TERM INCENTIVE AND SHARE AWARD PLAN

Exhibit 10.2 Adopted May 4, 2007 SECURITY CAPITAL ASSURANCE LTD AMENDED AND RESTATED 2006 LONG TERM INCENTIVE AND SHARE AWARD PLAN 1. Purposes. The purposes of the Amended and Restated 2006 Long Term Incentive and Share Award Plan are to advance the interests of Security Capital Assurance Ltd and its shareholders by providing a means to attract, retain, and motivate employees, consultants and dire

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2007 SECURITY CAPITAL ASSU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State or oth

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2007 SECURITY CAPITAL A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State or

SECURITY CAPITAL ASSURANCE REPORTS FIRST QUARTER 2007 RESULTS

Exhibit 99.1 SECURITY CAPITAL ASSURANCE LTD Security Capital Assurance Ltd One Bermudiana Road Hamilton HM 11 Bermuda Tel: +1 441-294-7448 SECURITY CAPITAL ASSURANCE REPORTS FIRST QUARTER 2007 RESULTS · First quarter new business production, or adjusted gross premiums, rose 26% to $138.9 million compared to the 2006 first quarter · First quarter core net premiums earned increased 26% to $45.1 mill

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2007 SECURITY CAPITAL AS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ———————————— FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2007 ———————————— SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) ———————————— Bermuda 001-32950 Not applicable (State or o

REPLACEMENT CAPITAL COVENANT

EXHIBIT 4.5 REPLACEMENT CAPITAL COVENANT Replacement Capital Covenant, dated as of April 5, 2007 (this “Replacement Capital Covenant”), by Security Capital Assurance Ltd, a Bermuda exempted company (together with its successors and assigns, the “Company”), in favor of and for the benefit of each Covered Debtholder (as defined below). RECITALS A. On the date hereof the Company is issuing 250,000 Se

SECURITY CAPITAL ASSURANCE LTD Certificate of Claude LeBlanc pursuant to authority vested by the Subcommittee of the Finance and Risk Oversight Committee; which Subcommittee has been established pursuant to meetings of the Board of Directors held on

EXHIBIT 4.2 SECURITY CAPITAL ASSURANCE LTD Certificate of Claude LeBlanc pursuant to authority vested by the Subcommittee of the Finance and Risk Oversight Committee; which Subcommittee has been established pursuant to meetings of the Board of Directors held on February 27, 2007 and the meetings of the Finance and Risk Oversight Committee held on March 23, 2007 WHEREAS, at a meeting held on Februa

Security Capital Assurance Ltd Extract of the Minutes of a Meeting of a Subcommittee of the Finance and Risk Oversight Committee held on March 29, 2007; which Subcommittee has been established pursuant to meetings of the Board of Directors held on Fe

EXHIBIT 4.1 Security Capital Assurance Ltd Extract of the Minutes of a Meeting of a Subcommittee of the Finance and Risk Oversight Committee held on March 29, 2007; which Subcommittee has been established pursuant to meetings of the Board of Directors held on February 27, 2007 and the meetings of the Finance and Risk Oversight Committee held on March 23, 2007. 1. Background WHEREAS, at a meeting h

REGISTRATION RIGHTS AGREEMENT Dated as of April 5, 2007 by and among Security Capital Assurance Ltd, as Issuer, Lehman Brothers Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated Wachovia Capital Markets, LLC, as Initial Purchasers

EXHIBIT 4.6 Execution Copy REGISTRATION RIGHTS AGREEMENT Dated as of April 5, 2007 by and among Security Capital Assurance Ltd, as Issuer, and Lehman Brothers Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wachovia Capital Markets, LLC, as Initial Purchasers This Registration Rights Agreement (this “Agreement”) is dated as of April 5, 2007 by and among Security Capital Assurance Ltd,

REGULATION S GLOBAL PREFERENCE SHARE CERTIFICATE

EXHIBIT 4.3 REGULATION S GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE

RULE 144A GLOBAL PREFERENCE SHARE CERTIFICATE

EXHIBIT 4.4 RULE 144A GLOBAL PREFERENCE SHARE CERTIFICATE UNLESS THIS GLOBAL PREFERENCE SHARE CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY OR THE BANK OF NEW YORK, AS TRANSFER AGENT AND REGISTRAR, OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY GLOBAL PREFERENCE SHARE CERTIFICATE ISS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P

SECURITY CAPITAL ASSURANCE LTD Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares PURCHASE AGREEMENT

Exhibit 10.01 SECURITY CAPITAL ASSURANCE LTD Fixed/Floating Series A Perpetual Non-Cumulative Preference Shares PURCHASE AGREEMENT March 29, 2007 LEHMAN BROTHERS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WACHOVIA CAPITAL MARKETS, LLC As Representatives of the several Initial Purchasers named in Schedule I attached hereto, c/o Lehman Brothers Inc. 745 Seventh Avenue New York, New York

Security Capital Assurance Announces Pricing of its $250 Million Non-Cumulative Preference Share Offering

Exhibit 99.1 SECURITY CAPITAL ASSURANCE LTD Security Capital Assurance Ltd One Bermudiana Road Hamilton HM 11 Bermuda Tel: +1 441-294-7448 Security Capital Assurance Announces Pricing of its $250 Million Non-Cumulative Preference Share Offering Hamilton, Bermuda, March 29, 2007 – Security Capital Assurance Ltd (NYSE: SCA) (“SCA” or the “Company”) today announced the pricing of its $250 million pri

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 c477538-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2007 SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or other jurisdiction

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2007 SECURITY CAPITAL ASSURANCE LTD (Exact name of registrant as specified in its charter) Bermuda 001-32950 Not applicable (State or other jurisdiction (Commission File Num

Security Capital Assurance Ltd Announces Plans to Offer Preference Shares

Exhibit 99.1 SECURITY CAPITAL ASSURANCE LTD Security Capital Assurance Ltd One Bermudiana Road Hamilton HM 11 Bermuda Tel: +1 441-294-7448 Security Capital Assurance Ltd Announces Plans to Offer Preference Shares Hamilton, Bermuda, March 26, 2007 ? Security Capital Assurance Ltd (NYSE: SCA) (?SCA? or the ?Company?) today announced that it intends to launch an offering of Fixed/Floating Series A Pe

See accompanying Notes to Financial Statements.

XL Financial Assurance Ltd. (Incorporated in Bermuda) Financial Statements For the years ended December 31, 2006, 2005 and 2004 (expressed in U.S. dollars) XL Financial Assurance Ltd Contents to Financial Statements December 31, 2006, 2005 and 2004 Report of Independent Registered Public Accounting Firm 2 Financial Statements Balance Sheets at December 31, 2006 and 2005 3 Statements of Income and

AMENDMENT TO SECURITY CAPITAL ASSURANCE LTD 2006 LONG TERM INCENTIVE AND SHARE AWARD PLAN

Exhibit 10.9 AMENDMENT TO SECURITY CAPITAL ASSURANCE LTD 2006 LONG TERM INCENTIVE AND SHARE AWARD PLAN The Security Capital Assurance Ltd 2006 Long Term Incentive and Share Award Plan is amended, effective December 29, 2006, by adding the following Section 5(i) thereto: “(i) Directors’ Deferral. (A) Each Director may make a written irrevocable election before the beginning of a calendar year to de

Report of Independent Registered Public Accounting Firm

XL Capital Assurance Inc. and Subsidiary Consolidated Financial Statements Years Ended December 31, 2006, 2005 and 2004 (Expressed in U.S. Dollars) 1 XL Capital Assurance Inc. and Subsidiary Contents to Consolidated Financial Statements December 31, 2006, 2005 and 2004 Page Report of Independent Registered Public Accounting Firm 1 Consolidated Financial Statements Consolidated Balance Sheets at De

EMPLOYMENT AGREEMENT

Exhibit 10.4 EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 23rd day of January, 2007, by and between, Security Capital Assurance Ltd, a Bermuda corporation (the “Company”), and David P. Shea (the “Executive”). WHEREAS, the Executive has been employed by XL Capital Ltd as an Executive Vice President, Chief Financial Officer of the Financial Products & Services operations, which h

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 o TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32950 SECURITY CAPITAL ASSURANCE

November 8, 2006

Exhibit 10.6 November 8, 2006 Private & Confidential Mr. Claude L. LeBlanc XL Capital Ltd Dear Claude, We are pleased to confirm effective on or about November 1, 2006 (but not later than November 16) your transfer to the position of Executive Vice President, Corporate Development & Strategy, Security Capital Assurance Ltd (SCA or the “Company”) reporting to Paul Giordano, CEO of SCA. Accordingly:

EMPLOYMENT AGREEMENT

Exhibit 10.5 EMPLOYMENT AGREEMENT AGREEMENT, made and entered into as of this 21st day of December, 2006, by and between, Security Capital Assurance Ltd, a Bermuda corporation (the “Company”), and Edward B. Hubbard (the “Executive”). WHEREAS, the Executive has been employed by XL Capital Assurance, Inc (“XLCA”) as President & Chief Operating Officer, which has included the business of the Company;