relationships with the broker community are being forged. With respect to the property lines, Aspen Specialty is not immune from downward pressure on rates, but because of its positioning at the small to medium end of the market, we believe that it is experiencing less rate volatility than the higher value end of the market. In casualty lines, we are beginning to see some evidence of renewed competition.

Application of Critical Accounting Estimates

Our condensed consolidated financial statements are based on the selection of accounting policies and the application of significant accounting estimates, which require management to make significant estimates and assumptions. We believe that some of the more critical judgments in the areas of accounting estimates and assumptions that affect our financial condition and results of operations are related to the recognition of premiums written and ceded and reserves for losses and loss adjustment expenses. For a detailed discussion of our critical accounting estimates please refer to our 2003 Annual Report on Form 10-K filed with the Securities and Exchange Commission. There were no material changes in the application of our critical accounting estimates subsequent to that report. We have discussed the application of these critical accounting estimates with our Board of Directors and Audit Committee.

Results of Operations for the three months ended June 30, 2004 compared to the three months ended June 30, 2003

The following is a discussion and analysis of the Company's consolidated results of operations for the three months ended June 30, 2004 and 2003.

Gross Premiums Written.    For the three months ended June 30, 2004, gross premiums written were $380.4 million, a 50.8% increase over the $252.3 million written for the three months ended June 30, 2003. The main contributions to the increase were the risk excess and catastrophe classes of our property reinsurance business, and our U.K. insurance business.

Reinsurance ceded.    Reinsurance premiums ceded for the three months ended June 30, 2004 were $16.8 million compared to a reduction in premiums ceded of $4.6 million for the three months ended June 30, 2003. The low level of expenditure in the second quarter of 2004 is due to the majority of our reinsurance having an inception date of January 1 and hence being recognised in the first quarter of 2004. The premiums which were ceded in the three months ended June 30, 2004 represented quota share premiums payable on our risk excess reinsurance and liability insurance business classes. The reduction in reinsurance ceded in 2003 was due to a change in the estimated premium due on reinsurance contracts protecting the facultative property business in our reinsurance segment.

Net premiums written.    Net premiums written for the three months ended June 30, 2004 were $363.6 million. This represents a 41.5% increase over the equivalent period in 2003 and is broadly in line with the increase in gross premiums.

Net premiums earned.    Net premiums earned for the three months ended June 30, 2004 were $327.0 million representing an increase of 55.2% over the comparable period in 2003. The increase was due to the effect of premiums written in the second half of 2003 earning through in 2004 being more material than premiums written in 2002 earning through in 2003. The impact of 2002 business is less material as we only commenced operating half way through 2002 and written premiums were therefore significantly lower than in subsequent years.

Insurance losses and loss adjustment expenses.    Insurance losses and loss adjustment expenses for the three months ended June 30, 2004 were $139.4 million, an overall increase of $44.2 million compared to the three months ended June 30, 2003 reflecting the increase in earned premiums. As a percentage of net earned premiums, insurance losses and loss adjustment expenses were reduced from 45.2% for the three months ended June 30, 2003 to 42.6% for the three months ended June 30, 2004. The reduction reflected the relatively low level of catastrophe claims environment in 2004 so far and a $7.9 million prior year reserves release following favourable development on estimated losses for property/specialty reinsurance and property insurance classes.

15

Policy acquisition expenses.    Policy acquisition expenses for the three months ended June 30, 2004 were $65.2 million, representing 19.9% of net premiums earned, compared to $44.8 million for the three months ended June 30, 2003 which represented 21.3 % of net premiums earned for that period. This increase was due to an increase in business written. We expect this percentage to decrease during the year as the effect on earnings of our outwards reinsurance program reduces as more inwards premium is earned.

Operating and administrative expenses.    Operating and administrative expenses for the three months ended June 30, 2004 were $26.1 million, which was an increase of $19.0 million compared to the three months ended June 30, 2003. The significant increase over the $7.1million charged in 2003 was due to a number of factors the most significant of which was, the growth in the infrastructure of the group reflecting the overall expansion both in terms of premium volumes and operating locations resulting in increased staff costs, increased accommodation and IT costs.

Net investment income.    Net investment income of $14.9 million for the three months ended June 30, 2004 represented an increase of 257% over the net investment income of $5.8 million for the three months ended June 30, 2003. The increase was due to favourable movements in interest rates but more significantly a 207% increase in the value of cash and investments as at June 30, 2004 compared to June 30, 2003.

Income before tax.     Income before tax for the three months ended June 30, 2004 was $107.2 million, compared to $69.2 million for the three months to June 30, 2003. The 54.9% increase is consistent with the increase in business earned in the period and improvement in loss ratios.

Income tax expense.    Income tax expense for the three months ended June 30, 2004 was $26.3 million. Our consolidated tax rate for the three months ended June 30, 2004 was 24.5%, compared to the tax rate of 27.9% for the three months ended June 30, 2003. The higher rate for the three months ended June 30, 2003 reflected the fact that the Bermudian operations, which are not subject to tax, were in their set up phase and were not making a significant contribution at that time. We consider that the tax rate reported for the three months ended June 30, 2004 is more representative of future performance.

Net income.    Net income for the three months ended June 30, 2004 was $80.9 million, equivalent to $1.17 earnings per basic share and $1.13 fully diluted earnings per share on the basis of the weighted average number of shares in issue during the three months ended June 30, 2004. Net income for the three months ended June 30, 2003 was $49.9 million.

Underwriting Results by Operating Segments

Our business segments are based on how we monitor the performance of our underwriting operations. Management measures segment results on the basis of the combined ratio, which is obtained by dividing the sum of the losses and loss expenses, acquisition expenses and general and administrative expenses by net premiums earned. As a newly formed company, our historical combined ratio may not be indicative of future underwriting performance. We do not manage our assets by segment, accordingly, investment income and total assets are not allocated to the individual segments. General and administrative expenses are allocated to segments based on each segment's proportional share of gross premiums written.

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The following table summarizes gross and net written premium, underwriting results, and combined ratios and reserves for each of our two business segments for the three months ended June 30, 2004 and June 30, 2003.

				Three Months Ended June 30, 2004												Three Months Ended June 30, 2003
				($ in millions)
				Reinsurance				Insurance				Total				Reinsurance				Insurance				Total
Gross premiums written				$	292.5			$	87.9			$	380.4			$	194.1			$	58.2			$	252.3
Net premiums written					281.8				81.8				363.6				200.4				56.5				256.9
Gross premiums earned					287.1				87.0				374.1				188.6				56.4				245.0
Net premiums earned					250.2				76.8				327.0				158.1				52.6				210.7
Expenses:
Losses and loss expenses					(97.4	)			(42.0	)			(139.4	)			(62.8	)			(32.4	)			(95.2	)
Policy acquisition, operating and administrative expenses					(72.3	)			(19.0	)			(91.3	)			(43.2	)			(8.7	)			(51.9	)
Underwriting profit before investment income					80.5				15.8				96.3				52.1				11.5				63.6
Investment income													14.9												5.8
Other net income/(expense)													—												(0.2	)
Net realized gains/(losses)													(4.0	)											—
Income before income tax													107.2												69.2
Net reserves for loss and loss adjustment expenses				$	461.4			$	231.4			$	692.8			$	167.2			$	67.3			$	234.5
Ratios
Loss ratio					39	%			54	%			43	%			40	%			62	%			45	%
Expense ratio					29	%			25	%			28	%			27	%			16	%			25	%
Combined ratio					68	%			79	%			71	%			67	%			78	%			70	%

Reinsurance

We write reinsurance for both property and casualty risks. In 2004 our property reinsurance line of business is all written on a treaty basis and includes catastrophe, risk excess and pro rata, including retrocession. In 2003 we also wrote a limited amount of property facultative reinsurance.

In 2004 our casualty reinsurance line of business is written mainly on a treaty basis with a small proportion of facultative risks. The casualty treaty reinsurance is primarily on an excess of loss basis and includes coverage for claims arising from automobile accidents, employers' liability, professional indemnity and other third party liabilities. It is written in respect of cedents located mainly in the United States, the United Kingdom, Europe and Australia. The casualty facultative business covers United States umbrella, workers compensation and general liability business.

Our specialty reinsurance line of business includes aviation and marine reinsurance. In 2003 we also included under this heading our quota share reinsurances of Syndicates 2020 and 3030 in respect of the lines of business that we do not write under our own name, including marine, energy, accident and health and aviation risks. Our quota share reinsurance of Syndicates 2020 did not continue into 2004 and the quota share of Syndicate 3030 was discontinued after 2002.

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The following table summarizes gross and net written premiums and underwriting results for each of the lines of business within our reinsurance segment for the three months ended June 30, 2004 and 2003:

				Three Months Ended June 30, 2004																Three Months Ended June 30, 2003
				($ in millions)
				Property				Casualty				Specialty				Total				Property				Casualty				Specialty				Total
Gross premiums written				$	195.2			$	74.1			$	23.2			$	292.5			$	77.3			$	59.9			$	56.9			$	194.1
Net premiums written					183.7				74.3				23.8				281.8				93.5				59.3				47.6				200.4
Gross premiums earned					167.4				87.9				31.8				287.1				111.9				41.6				35.1				188.6
Net premiums earned					132.7				86.2				31.3				250.2				88.1				39.0				31.0				158.1
Losses and loss expenses					(26.1	)			(59.8	)			(11.5	)			(97.4	)			(17.6	)			(26.1	)			(19.1	)			(62.8	)
Policy acquisition, operating and administration expenses					(46.4	)			(19.0	)			(6.9	)			(72.3	)			(26.8	)			(7.8	)			(8.6	)			(43.2	)
Underwriting profit before investment income				$	60.2			$	7.4			$	12.9			$	80.5			$	43.7			$	5.1			$	3.3			$	52.1
Ratios
Loss ratio					20	%			69	%			37	%			39	%			20	%			67	%			62	%			40	%
Expense ratio					34	%			22	%			22	%			29	%			30	%			20	%			27	%			27	%
Combined ratio					54	%			91	%			59	%			68	%			50	%			87	%			89	%			67	%

For the three months ended June 30, 2004 versus the three months ended June 30, 2003

Gross Written Premiums.    Gross premiums written for the three months ended June 30, 2004 were $292.5 million, an increase of 50.7% over the equivalent period in 2003. This increase in gross premiums written was driven by a $117.9 million increase in property reinsurance premiums. This increase was derived from a number of different factors:

	•	new business lines written through Aspen Re America, Inc. in 2004;

	•	an increase in the business written in Bermuda;

	•	the growth in premiums incepting in the period under our pro-rata contracts; and

	•	timing differences due to some clients bringing forward their renewal dates compared to 2003.

Losses and loss adjustment expenses.    Losses and loss adjustment expenses were $97.4 million for the three months ended June 30, 2004, representing 38.9% of net earned premiums for the three months ended June 30, 2004. The improvement in loss ratio from the 39.7% for the three months ended June 30, 2003 was due to the absence of any major catastrophe losses in the period and a $5.6 million prior year release in the three months ended June 30, 2004. During the three months ended June 30, 2003 there was a series of tornadoes in the mid-west of the United States that resulted in reported incurred property reinsurance claims of $9.8 million.

Policy acquisition, operating and administration expenses.    Total expenses were $72.3 million for the three months ended June 30, 2004, an increase of 67.4% as compared to the three months ended June 30, 2003. This increase reflected the growth in premiums in the period and the subsequent increase in the operational resources of the Company to service this growth.

Insurance

We write both commercial property and commercial liability insurance. Our commercial property line of business is primarily composed of U.K. commercial property insurance. Commercial property also includes our U.S. excess and surplus lines property business written through Aspen Specialty.

The commercial liability line of business consists of U.K. employers' and public liability insurance. Commercial liability also includes our U.S. excess and casualty business written through Aspen Specialty.

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The following table summarizes gross and net written premiums and underwriting results for each of the lines of business within our insurance segment for the three months ended June 30, 2004 and 2003:

				Three months ended June 30, 2004												Three months ended June 30, 2003
				($ in millions)
				Property				Liability				Total				Property				Liability				Total
Gross premiums written				$	31.8			$	56.1			$	87.9			$	21.3			$	36.9			$	58.2
Net premiums written					31.0				50.8				81.8				22.7				33.8				56.5
Gross premiums earned					24.5				62.5				87.0				11.2				45.2				56.4
Net premiums earned					20.6				56.2				76.8				10.5				42.1				52.6
Losses and loss expenses					(8.2	)			(33.8	)			(42.0	)			(4.9	)			(27.5	)			(32.4	)
Policy acquisition, operating and administration expenses					(6.2	)			(12.8	)			(19.0	)			(2.3	)			(6.4	)			(8.7	)
Underwriting profit before investment income				$	6.2			$	9.6			$	15.8			$	3.3			$	8.2			$	11.5
Ratios
Loss ratio					40	%			60	%			54	%			47	%			65	%			62	%
Expense ratio					30	%			23	%			25	%			22	%			16	%			16	%
Combined ratio					70	%			83	%			79	%			69	%			81	%			78	%

For the three months ended June 30, 2004 versus the three months ended June 30, 2003

Gross Premiums Written.    Gross premiums written for the three months ended June 30, 2004 were $87.9 million, a 51.0% increase from the three months ended June 30, 2003. The growth in the property segment reflected the contribution from our worldwide property insurance team which commenced underwriting at the end of 2003 as well as a contribution from Aspen Specialty. Premiums in our UK commercial property account remained stable. The increase in the liability segment reflected a contribution from Aspen Specialty which commenced operations late in 2003 together with an increase in the UK liability account.

Losses and loss adjustment expenses.    Total loss and loss adjustment expenses were $42.0 million and are predominately incurred but not reported ("IBNR") provisions. The reduction in the commercial property loss ratio is due to a $2.3 million favourable development on prior year reserves.

Policy acquisition, operating and administration expenses.    Total expenses were $19 million for the three months ended June 30, 2004. The increase over the comparative period is due to the set up costs associated with the establishment of our U.S. insurance operations, Aspen Specialty, and the relatively low contribution to earned premiums from these operations during this early stage of development. Additionally, the worldwide property team's costs are recorded in the quarter to June 30, 2004. Neither of these divisions had costs in the comparative figures.

Results of Operations for the six months ended June 30, 2004 compared to the six months ended June 30, 2003

The following is a discussion and analysis of the Company's consolidated results of operations for the six months ended June 30, 2004 and 2003.

Gross Premiums Written.     For the six months ended June 30, 2004, gross premiums written were $1,020.6 million, a 23.0% increase over the $830.0 million written for the six months ended June 30, 2003. This was due to our increase in the casualty reinsurance book, which has expanded by 50% from $206.8 million for the six months ended June 30, 2003 to $309.6 million for the six months ended June 30, 2004, and the development of our U.K. insurance division which has increased by 64% over the corresponding period in 2003. In the quarter ended June 30, 2004 property reinsurance premiums, which increased by 152% over the quarter ended June 30, 2003, have enhanced our gross premium written.

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Reinsurance ceded.     Reinsurance premiums ceded for the six months ended June 30, 2004 were $147.6 million compared to $164.0 million for the six months ended June 30, 2003 as a result of a reduction in quota share arrangements. In addition the retention on our 2004 program is higher than 2003 thereby reducing the premiums payable.

Net premiums written.    Net premiums written for the six months ended June 30, 2004 were $873.0 million. This represents a 31% increase over the equivalent period in 2003 and is a consequence of the increase in gross premiums and reduced reinsurance spend.

Net premiums earned.    Net premiums earned for the six months ended June 30, 2004 were $632.8 million, an increase of 90.4% over the comparative period. The increase is due to the earn-out of 2003 premiums in 2004 whereas in 2003 the level of premiums earned from 2002 policies was significantly lower because the Company wrote a significantly lower amount of business in 2002.

Insurance losses and loss adjustment expenses.    Insurance losses and loss adjustment expenses for the six months ended June 30, 2004 were $263.5 million, which was an increase of $97.6 million compared to the six months ended June 30, 2003. This increase was due to the requirement to reserve for the new business written which was offset by the cumulative effect of a $23.1 million release from prior year reserves.

Policy acquisition and administrative expenses.    Policy acquisition expenses for the six months ended June 30, 2004 were $168.4 million representing 26.6% of net premiums earned. This is relatively consistent with acquisition expenses for the six months ended June 30, 2003 which were $85.6 million representing 25.8% of net premiums earned.

Net investment income.    Net investment income of $26.9 million for the six months ended June 30, 2004 represents an increase of 251% over the $10.7million earned in the six months ended June 30, 2003. The increase was due to favourable movements in interest rates, but more significantly a 207% increase in the value of cash and investments held by the group.

Income before tax.    Income before tax for the six months ended June 30, 2004 was $222.3 million, compared to $91.5 million for the six months to June 30, 2003. The $130.8 million increase is consistent with the increase in business written in the period.

Income tax expense.     Income tax expense for the six months ended June 30, 2004 was $56.4 million. Our consolidated tax rate for the six months ended June 30, 2004 was 25.3%, compared to 28.9% for the six months ended June 30, 2003. The higher rate for the six months ended June 30, 2003 reflected the fact that the Bermudian operations, which are not subject to tax, were not contributing materially to the overall results.

Net income.    Net income for the six months ended June 30, 2004 was $165.9 million, equivalent to $2.40 earnings per basic share and $2.31 fully diluted earnings per share on the basis of the weighted average number of shares in issue during the six months ended June 30, 2004.

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Underwriting Results by Operating Segments

The following table summarizes gross and net written premium, underwriting results, and combined ratios and reserves for each of our two business segments for the six months to June 30, 2004 and June 30, 2003:

				Six Months Ended June 30, 2004												Six Months Ended June 30, 2003
				($ in millions, except percentages)
				Reinsurance				Insurance				Total				Reinsurance				Insurance				Total
Gross premiums written				$	851.4			$	169.2			$	1,020.6			$	727.0			$	103.0			$	830.0
Net premiums written					736.7				136.3				873.0				576.1				89.9				666.0
Gross premiums earned					554.1				178.0				732.1				320.3				86.1				406.4
Net premiums earned					479.6				153.2				632.8				251.8				80.5				332.3
Expenses:
Losses and loss expenses					(179.0	)			(84.5	)			(263.5	)			(116.6	)			(49.3	)			(165.9	)
Policy acquisition, operating and administrative expenses					(130.1	)			(38.3	)			(168.4	)			(72.4	)			(13.2	)			(85.6	)
Underwriting profit before investment income					170.5				30.4				200.9				62.8				18.0				80.8
Investment income													26.9												10.7
Other net income/(expense)													(0.5	)											0.0
Net realized gains / (losses)													(5.0	)											0.0
Income before income tax													222.3												91.5
Net reserves for loss and loss adjustment expenses				$	461.4			$	231.4			$	692.8			$	167.2			$	67.3			$	234.5
Ratios
Loss ratio					37	%			55	%			42	%			46	%			61	%			50	%
Expense ratio					27	%			25	%			26	%			29	%			17	%			26	%
Combined ratio					64	%			80	%			68	%			75	%			78	%			76	%

Reinsurance

The following table summarizes gross and net written premiums and underwriting results for each of the lines of business within our reinsurance segment for the six months ended June 30, 2004:

				Six Months Ended June 30, 2004																Six Months Ended June 30, 2003
				($ in millions)
				Property				Casualty				Specialty				Total				Property				Casualty				Specialty				Total
Gross premiums written				$	479.3			$	309.6			$	62.5			$	851.4			$	388.1			$	206.8			$	132.1			$	727.0
Net premiums written					373.9				301.3				61.5				736.7				263.9				196.2				116.0				576.1
Gross premiums earned					324.4				163.3				66.4				554.1				183.2				63.8				73.3				320.3
Net premiums earned					255.3				160.4				63.9				479.6				126.6				59.2				66.0				251.8
Losses and loss expenses					(43.3	)			(109.7	)			(26.0	)			(179.0	)			(36.8	)			(41.0	)			(38.8	)			(116.6	)
Policy acquisition, operating and administration expenses					(82.9	)			(35.1	)			(12.1	)			(130.1	)			(43.3	)			(12.9	)			(16.2	)			(72.4	)
Underwriting profit before investment income				$	129.1			$	15.6			$	25.8			$	170.5			$	46.5			$	5.3			$	11.0			$	62.8
Ratios
Loss ratio					17	%			68	%			41	%			37	%			29	%			69	%			59	%			46	%
Expense ratio					32	%			22	%			19	%			27	%			34	%			22	%			24	%			29	%
Combined ratio					49	%			90	%			60	%			64	%			63	%			91	%			83	%			75	%

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For the six months ended June 30, 2004 versus the six months ended June 30, 2003

Gross Written Premiums.    Gross premiums written for the six months ended June 30, 2004 were $851.4 million, an increase of 17.1% over the equivalent period in 2003. In accordance with our strategy, gross premiums written for our casualty reinsurance line of business increased by 49.7% compared to the six months ended June 30, 2003. The decrease in premiums from the specialty class is due to the non renewal of the 2003 quota share contract with Syndicate 2020.

Losses and loss adjustment expenses.    Losses and loss adjustment expenses were $179.0 million for the six months ended June 30, 2004, representing 37.3% of net earned premiums. The reduction in a 46.3% loss ratio for the six months ended June 30, 2003 to a loss ratio of 37.3% for the six months ended June 30, 2004 is a result of the relatively low level of claims experienced in 2004 and the release of $14.6 million of prior year reserves in relation to the reinsurance classes.

Policy acquisition, operating and administration expenses.    Total expenses were $130.1 million for the six months ended June 30, 2004, equivalent to 27.1% of net earned premiums. The increase from $72.4 million for the six months ended June 30, 2003 was due to the additional operational resources required by the Company to service the growth in premiums.

Insurance

The following table summarizes gross and net written premiums and underwriting results for each of the lines of business within our insurance segment for the six months ended June 30, 2004:

				Six Months Ended June 30, 2004												Six Months Ended June 30, 2003
				($ in millions)
				Property				Liability				Total				Property				Liability				Total
Gross premiums written				$	55.7			$	113.5			$	169.2			$	36.7			$	66.3			$	103.0
Net premiums written					37.0				99.3				136.3				34.7				55.2				89.9
Gross premiums earned					45.6				132.4				178.0				17.5				68.6				86.1
Net premiums earned					34.9				118.3				153.2				16.1				64.4				80.5
Losses and loss expenses					(17.4	)			(67.1	)			(84.5	)			(8.8	)			(40.5	)			(49.3	)
Policy acquisition, operating and administration expenses					(10.3	)			(28.0	)			(38.3	)			(3.6	)			(9.6	)			(13.2	)
Underwriting profit before investment income				$	7.2			$	23.2			$	30.4			$	3.7			$	14.3			$	18.0
Ratios
Loss ratio					50	%			57	%			55	%			55	%			63	%			61	%
Expense ratio					29	%			23	%			25	%			22	%			15	%			17	%
Combined ratio					79	%			80	%			80	%			77	%			78	%			78	%

For the six months ended June 30, 2004 versus the six months ended June 30, 2003

Gross Premiums Written.    Gross premiums written for the six months ended June 30, 2004 were $169.2 million, a 64.3% increase from the six months ended June 30, 2003. This increase was due to the commencement of underwriting in Aspen Specialty and increases in our worldwide property account in the property segment and to the acceleration of business written in the UK liability account whilst rates remain very strong.

Losses and loss adjustment expenses.    Total loss and loss adjustment expenses were $84.5 million and are predominately IBNR provisions. The reduction in selected loss ratios for 2004 business is a result of the relatively low level of claims experienced in 2004 and the release of $8.5 million of prior year reserves, which are attributed almost equally to property and liability insurance.

Policy acquisition, operating and administration expenses.    Total expenses were $38.3 million for the six months ended June 30, 2004, equivalent to 25.0% of net earned premiums. This increase from

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$13.2 million for the six months ended June 30 2003 was due to the additional operational resources required by the company to service the growth in premiums, the costs of establishing the infrastructure of Aspen Specialty, and a levy raised in 2004 on all United Kingdom insurance operations which, for the Company, has been assessed at $1.2 million.

Reserves for losses and loss expenses

As of June 30, 2004, the Company had accrued losses and loss adjustment expense reserves of $755.9 million. This amount represented the Company's best estimate of the ultimate liability for payment of losses and loss adjustment expenses. Of the total gross reserves for unpaid losses of $755.9 million at the balance sheet date of June 30, 2004 a total of $493.6 million or 65.3% represented IBNR claims.

				As at June 30, 2004
				($ in millions)
				Gross				Reinsurance Recoverable				Net
Property Reinsurance				$	146.3			$	(12.6	)		$	133.7
Casualty Reinsurance					250.3				(13.4	)			236.9
Specialty Reinsurance					97.8				(7.0	)			90.8
Total Reinsurance				$	494.4			$	(33.0	)		$	461.4
Commercial Property					54.7				(8.6	)			46.1
Commercial Liability					206.8				(21.5	)			185.3
Total Insurance				$	261.5			$	(30.1	)		$	231.4
Total Losses and loss expense reserve				$	755.9			$	(63.1	)		$	692.8

For the three months ended June 30, 2004, there was a reduction of our estimate of the ultimate claims to be paid in respect of the 2002 accident year of $3.7 million and $4.2 million in respect of the 2003 accident year. An analysis of this reduction by line of business is as follows:

				Three Months Ended June 30, 2004				Six Months Ended June 30, 2004
				($ in millions)
Property Reinsurance					2.1				8.8
Casualty Reinsurance					0.0				(0.2	)
Specialty Reinsurance					3.5				6.0
Total Reinsurance					5.6				14.6
Commercial Property					2.3				2.6
Commercial Liability					0.0				5.9
Total Insurance					2.3				8.5
Total reduction in prior year loss reserves					7.9				23.1

The key elements which gave rise to the favorable development during the three months ended June 30, 2004 were as follows:

Property Reinsurance: The release was due to specific reductions in reserves for losses associated with the Californian brush fires. The reserves established for the Philips factory loss in Normandy, France were reduced by $10.0 million in the quarter to March 31, 2004. No further changes have been made.

Specialty Reinsurance: Favourable incurred claims development and reassessment of loss ratios on Syndicates 2020 and 3030 quota shares as additional information is received from cedents have reduced the projected ultimate loss.

Commercial Property: Better than expected settlement patterns have caused us to adjust our estimate of ultimate claims.

Other than the matters described above, the Company did not make any significant changes in assumptions used in our reserving process. However, because the period of time we have been in

23

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operation is short, our loss experience is limited and reliable evidence of changes in trends of numbers of claims incurred, average settlement amounts, numbers of claims outstanding and average losses per claim will necessarily take years to develop.

For a more detailed description see "Management's Discussion and Analysis — Critical Accounting Policies — Reserves for Losses and Loss Expenses," included in our 2003 Annual Report on Form 10-K for the year ended December 31, 2003 filed with the Securities and Exchange Commission.

Liquidity and capital resources

Aspen is a holding company that does not have any significant operations or assets other than its ownership of the shares of its direct and indirect subsidiaries, including Aspen Re, Aspen Bermuda and Aspen Specialty. Aspen relies primarily on dividends and other permitted distributions from these insurance subsidiaries to pay its operating expenses, interest on debt finance and dividends, if any, on its ordinary shares. There are restrictions on the payment of dividends by Aspen Re, Aspen Bermuda and Aspen Specialty to Aspen, which are described in more detail in the Regulatory Matters section of the 2003 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

The ability of Aspen Bermuda to pay dividends is dependent on its ability to meet the requirements of applicable Bermuda law and regulations. Under Bermuda law, Aspen Bermuda may not declare or pay a dividend if there are reasonable grounds for believing that Aspen Bermuda is, or would after the payment be, unable to pay its liabilities as they become due, or the realizable value of Aspen Bermuda's assets would thereby be less than the aggregate of its liabilities and its issued share capital and share premium accounts. Further, Aspen Bermuda, as a regulated insurance company in Bermuda, is subject to additional regulatory restrictions on the payment of dividends or distributions. As of June 30, 2004, Aspen Bermuda could pay a dividend or return additional paid-in capital totalling approximately $50 million without prior regulatory approval based upon the Bermuda Insurance Act and the Bermuda Companies Act regulations.

Aspen Re and Aspen Specialty are also subject to regulatory restrictions limiting their ability to pay dividends. As of June 30, 2004, Aspen Re could pay a dividend totalling approximately $36 million without prior regulatory approval based upon the Financial Services Authority ("FSA") and the Companies Act regulations. For the six months to June 30, 2004 a dividend of $15 million has been proposed. Aspen Specialty could pay a dividend without regulatory approval of approximately $3 million.

Our aggregate invested assets as of June 30, 2004 totalled $2.05 billion compared to aggregate invested assets of $1.62 billion as of December 31, 2003. The increase in invested assets since December 31, 2003 resulted from collections of premiums on insurance policies and reinsurance contracts and investment income, offset by policy acquisition expenses paid, reinsurance premiums paid, operating and administrative expenses paid. Total net cash flow from operations from December 31, 2003 through June 30, 2004 was $437 million.

Under our three-year credit facility, $40 million is due and payable by August 29, 2006. The interest rate is three-month LIBOR plus 42.5 basis points. A facility fee, currently calculated at a rate of 17.5 basis points on the average daily amount of the commitment of each lender, is paid to each lender quarterly in arrears.

Our contractual obligations other than our obligations to our policyholders and employees consist mainly of amounts outstanding under our credit facilities, as discussed above, and operating leases.

The following table summarizes amounts outstanding under operating leases as of June 30, 2004:

Due In

Less than 1 year

1-2 years

3-4 years

4 years

5 years

($ in millions)

Operating Lease Obligations

5.5

1.4

0.6

0.6

0.6

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Currency

The functional currencies of the Company's operations are U.S. Dollars and British Pounds. Other foreign currency amounts are remeasured to the appropriate functional currency and the resulting foreign exchange gains or losses are recorded in the statement of operations. Functional currency amounts of assets and liabilities are then translated into U.S. Dollars. The unrealized gain or loss from this translation, net of tax, is recorded as part of shareholders' equity. The change in unrealized foreign currency translation gain or loss during the period, net of tax, is a component of comprehensive income. Both the remeasurement and translation are calculated using current exchange rates for the balance sheets and average exchange rates for the statement of operations.

Effects of inflation

The effects of inflation could cause the severity of claims from catastrophes or other events to rise in the future. Our calculation of reserves for losses and loss expenses includes assumptions about future payments for settlement of claims and claims-handling expenses, such as medical treatments and litigation costs. We write liability business in the United States, the United Kingdom and Australia, where claims inflation has grown particularly strong in recent years. To the extent inflation causes these costs to increase above reserves established for these claims, we will be required to increase our loss reserves with a corresponding reduction in retained earnings.

Cautionary statement regarding forward-looking statements

This Form 10-Q contains, and the Company may from time to time make other verbal or written, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act") that involve risks and uncertainties, including statements regarding our capital needs, business strategy, expectations and intentions. Statements that use the terms "believe," "do not believe," "anticipate," "expect," "plan," "estimate," "intend" and similar expressions are intended to identify forward-looking statements. These statements reflect our current views with respect to future events and because our business is subject to numerous risks, uncertainties and other factors, our actual results could differ materially from those anticipated in the forward-looking statements, including those set forth below under Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this report and the differences could be substantial. The risks, uncertainties and other factors set forth in the Company's 2003 Annual Report on Form 10-K filed with the Securities and Exchange Commission and other cautionary statements made in this report should be read and understood as being applicable to all related forward-looking statements wherever they appear in this report.

All forward-looking statements address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, those set forth under Item 1, "Business-Risk Factors" of the Company's 2003 Annual Report on Form 10-K filed with the Securities and Exchange Commission, and the following:

	•	our short operating history;

	•	the impact of acts of terrorism and acts of war;

	•	greater frequency or severity of claims and loss activity, including as a result of natural or man-made catastrophic events, than our underwriting, reserving or investment practices have anticipated;

	•	the effectiveness of our loss limitation methods;

	•	changes in the availability, cost or quality of reinsurance or retrocessional coverage;

	•	loss of key personnel;

	•	the inability to maintain financial strength or claims-paying ratings by one or more of our subsidiaries;

	•	changes in general economic conditions, including inflation, foreign currency exchange rates, interest rates and other factors that could affect our investment portfolio;

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	•	increased competition on the basis of pricing, capacity, coverage terms or other factors;

	•	the effects of terrorist-related insurance legislation and laws;

	•	decreased demand for our insurance or reinsurance products and cyclical downturn of the industry;

	•	changes in regulations or tax laws applicable to us, our subsidiaries, brokers or customers; and

	•	Aspen Holdings or Aspen Bermuda becomes subject to income taxes in the United States or the United Kingdom.

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise or disclose any difference between our actual results and those reflected in such statements.

If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may vary materially from what we projected. Any forward-looking statements you read in this report reflect our current views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. All subsequent written and oral forward-looking statements attributable to us or individuals acting on our behalf are expressly qualified in their entirety by the points made above. You should specifically consider the factors identified in this report which could cause actual results to differ before making an investment decision.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

There have been no material changes in market risk from the information provided in our 2003 Annual Report on Form 10-K. For further information, please see "Management's Discussion and Analysis of Financial Condition and Results of Operations -- Quantitative and Qualitative Information about Market Risk" included in our 2003 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

Item 4.    Controls and Procedures

The Company, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Office and Chief Financial Officer, has evaluated the design and operation of the Company's disclosure controls and procedures as of the end of the period of this report. Our management does not expect that our disclosure controls or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. As a result of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons or by collusion of two or more people. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. As a result of the inherent limitations in a cost-effective control system, misstatement due to error or fraud may occur and not be detected. Accordingly, our disclosure controls and procedures are designed to provide reasonable, not absolute, assurance that the disclosure controls and procedures are met. Based on the evaluation of the disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures were effective in ensuring that information required to be disclosed by the Company in this report is recorded, processed, summarized and reported in a timely fashion.

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PART II
OTHER INFORMATION

Item 1.    Legal Proceedings

Similar to the rest of the insurance and reinsurance industry, we are subject to litigation and arbitration in the ordinary course of business. We are not currently involved in any material pending litigation or arbitration proceedings.

Item 2.    Changes in Securities, Use of Proceeds and Issuer Purchase of Equity Securities

None.

Item 3.    Defaults Upon Senior Securities

None.

Item 4.    Submissions of Matters to a Vote of Security Holders

(a) Our 2004 annual general meeting of shareholders was held on June 17, 2004.

(b) Proxies were solicited by our management in connection with our 2004 annual general meeting of shareholders; there were no directors of the Company up for election at this Annual General Meeting.

(c) The following matters were voted upon at the annual general meeting with the voting results indicated. Paragraphs (2) through (6) below relate to matters concerning the Company's subsidiaries. The Company's Bye-law 84 provides that if the Company is required or entitled to vote at a general meeting of any of its subsidiaries organized under the laws of a jurisdiction outside the United States of America (each, a "Non-U.S. Subsidiary") the Board will refer the subject matter of the vote to the Shareholders of the Company in a general meeting of the Company.

(1) Proposal Regarding Appointment of an Independent Auditor

Our shareholders voted to approve the appointment of KPMG Audit Plc ("KPMG") as our independent auditors for the 2004 fiscal year, and have authorized the Company's Board of Directors to set their remuneration.

Votes For				Votes Against				Votes Abstained
48,372,263					8,564				377

(2) Proposals Regarding Various Matters Concerning Aspen Re, a wholly owned insurance company organized under the laws of England and Wales

At the 2004 annual general meeting, the shareholders elected 10 nominees as designated company directors who will serve as Aspen Re directors.

Nominee				Votes For				Votes Against				Votes Abstained
Paul Myners					48,369,960				11,243				0
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0
David May					48,369,960				11,243				0
Ian Cormack					48,369,960				11,243				0
Marek Gumienny					48,369,960				11,243				0
Richard Keeling					48,369,960				11,243				0
Ian Campbell					48,369,960				11,243				0
Sarah Davies					48,369,960				11,243				0
Heidi Hutter					48,369,960				11,243				0

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At the 2004 annual general meeting, the Shareholders voted to authorize the increase in the authorized share capital of Aspen Re from £500 million to £1.0 billion by the creation of an additional 500,000,000 ordinary shares at £1 per share.

Votes For				Votes Against				Votes Abstained
48,355,855					22,282				3,066

At the 2004 annual general meeting, the shareholders voted to authorize the directors of Aspen Re to allot shares pursuant to Section 80 of the United Kingdom's Companies Act.

Votes For				Votes Against				Votes Abstained
48,356,781					17,268				7,155

At the 2004 annual general meeting, the shareholders voted to approved the re-appointment of KPMG as the auditor of Aspen Re for the 2004 fiscal year, and have authorized to the board of directors of Aspen Re to set their remuneration.

Votes For				Votes Against				Votes Abstained
48,367,314					13,513				377

(3) Proposals Regarding Various Matters Concerning Aspen Insurance UK Services Limited ("Aspen Services"), a wholly owned insurance company organized under the laws of England and Wales

At the 2004 annual general meeting, the shareholders elected four nominees as designated company directors who will serve as Aspen Services directors.

Nominee				Votes For				Votes Against				Votes Abstained
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0
David May					48,369,960				11,243				0
Sarah Davies					48,369,960				11,243				0

At the 2004 annual general meeting, the shareholders voted to authorize the increase in the authorized share capital of Aspen Services from £100 to £10 million by the creation of an additional 9,999,900 ordinary shares at £1 per share.

Votes For				Votes Against				Votes Abstained
48,355,618					22,174				3,412

At the 2004 annual general meeting, the shareholders voted to authorize the directors of Aspen Services to allot shares pursuant to Section 80 of the United Kingdom's Companies Act.

Votes For				Votes Against				Votes Abstained
48,356,435					18,451				6,317

At the 2004 annual general meeting, the shareholders voted to approve the re-appointment of KPMG as the auditor of Aspen Services for the 2004 fiscal year, and have authorized to the board of directors of Aspen Services to set their remuneration.

Votes For				Votes Against				Votes Abstained
48,366,883					13,944				377

(4) Proposals Regarding Various Matters Concerning Aspen (UK) Holdings Limited ("Aspen (UK) Holdings"), a wholly owned intermediary holding company organized under the laws of England and Wales

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At the 2004 annual general meeting, the shareholders elected two nominees as designated company directors who will serve as Aspen (UK) Holdings directors.

Nominee				Votes For				Votes Against				Votes Abstained
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0

At the 2004 annual general meeting, the shareholders voted to authorize the increase in the authorized share capital of Aspen (UK) Holdings from £100 to £1.3 billion by the creation of an additional 1,299,999,900 ordinary shares at £1 per share.

Votes For				Votes Against				Votes Abstained
48,356,693					21,206				3,304

At the 2004 annual general meeting, the shareholders voted to authorize the directors of Aspen (UK) Holdings to allot shares pursuant to Section 80 of the United Kingdom's Companies Act.

Votes For				Votes Against				Votes Abstained
48,358,587					17,376				5,241

At the 2004 annual general meeting, the shareholders voted to approve the re-appointment of KPMG as the auditor of Aspen (UK) Holdings for the 2004 fiscal year, and have authorized to the board of directors of Aspen (UK) Holdings to set their remuneration.

Votes For				Votes Against				Votes Abstained
48,364,731					15,019				1,452

(5) Proposals Regarding Various Matters Concerning Aspen Bermuda, a wholly owned insurance company organized under the laws of Bermuda

At the 2004 annual general meeting, the shareholders elected 11 nominees as designated company directors who will serve as Aspen Bermuda directors for 2003 and voted to authorize the board of directors of Aspen Bermuda to appoint any individual as an alternate director or as a director to fill any casual vacancy created from time to time of Aspen Bermuda for 2003.

Nominee				Votes For				Votes Against				Votes Abstained
Paul Myners					48,369,960				11,243				0
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0
Julian Avery					48,369,960				11,243				0
Marek Gumienny					48,369,960				11,243				0
Prakash Melwani					48,369,960				11,243				0
Bret Pearlman(1)					48,369,960				11,243				0
Norman Rosenthal					48,369,960				11,243				0
Kamil Salame					48,369,960				11,243				0
Anthony Taylor					48,369,960				11,243				0
Heidi Hutter					48,369,960				11,243				0

	(1) Bret Pearlman has since resigned from the Company's and Aspen Bermuda's board of directors on July 29, 2004 because he has accepted a position with Elevation Partners.

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At the 2004 annual general meeting, the shareholders elected 10 nominees as designated company directors who will serve as Aspen Bermuda directors for 2004 and voted to authorize the board of directors of Aspen Bermuda to appoint any individual as an alternate director or as a director to fill any casual vacancy created from time to time of Aspen Bermuda for 2004.

Nominee				Votes For				Votes Against				Votes Abstained
Paul Myners					48,369,960				11,243				0
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0
Julian Avery					48,369,960				11,243				0
Ian Cormack					48,369,960				11,243				0
Prakash Melwani					48,369,960				11,243				0
Bret Pearlman (1)					48,369,960				11,243				0
Norman Rosenthal					48,369,960				11,243				0
Kamil Salame					48,369,960				11,243				0
Heidi Hutter					48,369,960				11,243				0

	(1) Bret Pearlman has since resigned from the Company's and Aspen Bermuda's board of directors on July 29, 2004 because he has accepted a position with Elevation Partners.

At the 2004 Annual General Meeting, the Shareholders voted to approve the appointment of KPMG as the auditor of Aspen Bermuda for the 2003 and 2004 fiscal years, and have authorized the board of directors of Aspen Bermuda to set their remuneration.

Votes For				Votes Against				Votes Abstained
48,365,807					15,019				377

(6) Proposals Regarding Election of Designated Company Directors for any New Non-U.S Subsidiaries

At the 2004 Annual General Meeting, the Shareholders elected two nominees as designated company directors who will serve as directors of any new Non-U.S. Subsidiary.

Nominee				Votes For				Votes Against				Votes Abstained
Christopher O'Kane					48,369,960				11,243				0
Julian Cusack					48,369,960				11,243				0

Item 5.    Other Information

None.

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Item 6.    Exhibits and Reports on Form 8-K

(a)    The following sets forth those exhibits filed pursuant to Item 601 of Regulation S-K:

Exhibit Number				Description
	3.1			Certificate of Incorporation and Memorandum of Association (incorporated herein by reference to Exhibit 3.1 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	3.2			Amended and Restated Bye-laws (incorporated herein by reference to Exhibit 3.2 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	4.1			Specimen Ordinary Share Certificate (incorporated herein by reference to Exhibit 4.1 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	4.2			Amended and Restated Instrument Constituting Options to Subscribe for Shares in Aspen Insurance Holdings Limited (incorporated herein by reference to Exhibit 4.2 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.1			Amended and Restated Shareholders' Agreement, dated as of September 30, 2003 among the Company and each of the persons listed on Schedule A thereto (incorporated herein by reference to Exhibit 10.1 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.2			Third Amended and Restated Registration Rights Agreement dated as of November 14, 2003 among the Company and each of the persons listed on Schedule 1 thereto (incorporated herein by reference to Exhibit 10.2 to the Company's Registration Statement on Form F-1 (Registration No. 333- 110435)).
	10.3			Service Agreement dated June 21, 2002 between Christopher O'Kane and Aspen Insurance U.K. Services Limited (incorporated herein by reference to Exhibit 10.3 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.4			Service Agreement dated June 21, 2002 between Julian Cusack and the Company Limited (incorporated herein by reference to Exhibit 10.4 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.5			Service Agreement dated June 21, 2002 between Sarah Davies and Aspen Insurance UK Services Limited (incorporated herein by reference to Exhibit 10.5 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.6			Service Agreement dated June 21, 2002 between David May and Aspen Insurance UK Services Limited (incorporated herein by reference to Exhibit 10.6 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.7			Aspen Insurance Holdings Limited 2003 Share Incentive Plan (incorporated herein by reference to Exhibit 10.7 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.8			Three-Year Credit Agreement dated as of August 26, 2003 among the Company, Barclays Bank plc and the Lenders named therein (incorporated herein by reference to Exhibit 10.8 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)), as amended by the First Amendment dated January 22, 2004, the Second Amendment dated May 17, 2004 and the Third Amendment dated August 2, 2004, filed with this report.
	10.9			364-Day Credit Agreement dated as of August 26, 2003 among the Company, Barclays Bank plc and the Lenders named therein (incorporated herein by reference to Exhibit 10.9 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)), as amended by the First Amendment dated January 22, 2004, the Second Amendment dated May 17, 2004 and the Third Amendment dated August 2, 2004, filed with this report.

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Exhibit Number				Description
	10.10			Quota Share Agreement between Syndicate 3030 and Aspen Insurance UK Limited, dated October 21, 2003 reflecting the slip agreement entered into on June 12, 2002 therein (incorporated herein by reference to Exhibit 10.10 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.11			Slip agreement for quota share entered into June 6, 2002 between National Indemnity Company and Aspen Insurance UK Limited (incorporated herein by reference to Exhibit 10.11 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.12			Qualifying Quota Share Agreement between Wellington Underwriting, Syndicate 2020 and Aspen Insurance UK Limited dated April 15, 2003 (incorporated herein by reference to Exhibit 10.12 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.13			Slip Agreement for Property Risk Excess of Loss Reinsurance Quota Share Treaty between Aspen Insurance UK Limited and Montpelier Reinsurance Ltd., dated June 20, 2002 (incorporated herein by reference to Exhibit 10.13 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.14			Slip Agreement for Quota Share Treaty of Wellington Underwriting Inc. Property Business between Aspen Insurance UK Limited and Montpelier Reinsurance Ltd., dated June 20, 2002 (incorporated herein by reference to Exhibit 10.14 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.15			Slip Agreement for Quota Share Treaty of Wellington Underwriting Inc. Auto Liability Business between Aspen Insurance UK Limited and Montpelier Reinsurance Ltd., dated June 20, 2002 (incorporated herein by reference to Exhibit 10.15 to the Company's Registration Statement on Form F-1 (Registration No. 333-110435)).
	10.16			Service Agreement dated June 21, 2003 between Peter Coghlan and Aspen Insurance U.S. Services Inc. (incorporated herein by reference to Exhibit 10.15 to the Company's Annual Report on Form 10-K for the year ended December 31, 2003).
	31.1			Officer Certification of Christopher O'Kane, Chief Executive Officer of Aspen Insurance Holdings Limited, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed with this report.
	31.2			Officer Certification of Julian Cusack, Chief Financial Officer of Aspen Insurance Holdings Limited, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed with this report.
	32.1			Officer Certification of Christopher O'Kane, Chief Executive Officer of Aspen Insurance Holdings Limited, and Julian Cusack, Chief Financial Officer of Aspen Insurance Holdings Limited, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, submitted with this report.

(b)    Reports on Form 8-K

(1)	Current Report on Form 8-K filed on May 6, 2004, under Items 7, 9 and 12 thereof, announcing the Company's results for the first quarter ended March 31, 2004.

(2)	Current Report on Form 8-K filed on May 7, 2004 under Item 9 furnishing the Company's proxy statements to its shareholders for the Annual General Meeting held on June 17, 2004.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:  August 9, 2004				By:  /s/ Christopher O'Kane           Christopher O'Kane         Chief Executive Officer
Date:  August 9, 2004				By:  /s/ Julian Cusack           Julian Cusack         Chief Financial Officer

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