0000909567-06-001864 Sample Contracts

9,000,000 Shares ODYSSEY RE HOLDINGS CORP. Common Stock Underwriting Agreement dated [ ], 2006
Underwriting Agreement • November 24th, 2006 • Odyssey Re Holdings Corp • Fire, marine & casualty insurance • New York

The shareholders of Odyssey Re Holdings Corp., a Delaware corporation (the “Company”), named in Schedule II hereto (collectively, the “Selling Shareholders”) propose to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) the number of shares of common stock (“Common Stock”), par value $.01 per share, of the Company (the “Firm Shares”), set forth in Schedule I hereto (the “Offering”).

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