Further to our announcement on July 23, 2008, Tokio Marine Holdings, Inc. ("TMHD")(President: Shuzo Sumi) is pleased to announce that it has completed its acquisition of Philadelphia Consolidated Holding Corp. ("Philadelphia Consolidated", a U.S. property & casualty Insurance group), through TMHD's wholly owned subsidiary, Tokio Marine & Nichido Fire Insurance Co., Ltd. ("TMNF").

As announced on November 21, 2008, we obtained all the necessary regulatory approvals and now we completed the merger by filing the "articles of merger" with the Pennsylvania Department of State. Philadelphia Consolidated has joined Tokio Marine group as a wholly owned subsidiary of TMNF and will be de-listed from NASDAQ.

Total consideration for the Acquisition is approximately USD 4,730 million (JPY 471billion, USD1=JPY99.70 (calculated using the exchange rate for this acquisition)). The financial results of Philadelphia Consolidated will be consolidated into the financial statements of the Tokio Marine group from and including fiscal year 2009.


Cautionary Statement Concerning Forward-Looking Information

Certain statements in this release may constitute “forward-looking statements.” Actual results could differ materially from those projected or forecast in the forward-looking statements. TMHD assumes no obligation to, and expressly disclaim any obligation, to update the information in this release, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.



<Appendix>

1. Philadelphia Consolidated

・ Founded by James J Maguire (group Chairman) in 1962.
・ Financial highlights (2007, USD 1 = JPY 106))

	（USD in millions）	（JPY in billions）
Gross written premium	1,692	179
Post-tax profit	327	34
Total assets	4,100	434
Shareholder’s equity	1,547	164
Combined ratio	74.3%
Return on equity	24.1%

・ Fiscal year: January - December
・ Credit Rating: A+ (A.M. Best), A1 (Moody's)
・ Number of Employees: approximately 1,400
・ Office network: 47 regional and field offices across the U.S.


2. Acquisition Process

- The acquisition was implemented by merging TMNF’s 100% owned Special Purpose Company called Tokio Marine Investment (Pennsylvania) Inc. (“TMIP”) and Philadelphia Consolidated Holding Corp.(*)
- The acquisition was completed by filing the "articles of merger" with the Pennsylvania Department of State on December 1, 2008, U.S. EST.
- TMNF, through its paying agent, will pay the merger consideration (USD 61.50 in cash per share) to Philadelphia Consolidated's former shareholders in accordance with the merger agreement.


(*) This transaction structure is known in the U.S. as a reverse triangular merger, and Philadelphia Consolidated Holding Corp. is the surviving entity. This is a common method used for acquisitions in the U.S.