0001104659-04-039838 Sample Contracts

AXIS CAPITAL HOLDINGS LIMITED LONG-TERM EQUITY COMPENSATION PLAN Restricted Stock Agreement
Restricted Stock Agreement • December 15th, 2004 • Axis Capital Holdings LTD • Fire, marine & casualty insurance

You (the “Participant”) have been granted a restricted stock award (the “Award”) of ordinary shares, par value $0.0125 per share (“Share”), of AXIS Capital Holdings Limited, a Bermuda company (the “Company”), pursuant to the AXIS Capital Holdings Limited 2003 Long-Term Equity Compensation Plan (the “Plan”). The date of grant of the Award (the “Award Date”) and the number of Shares subject to the Award (the “Award Shares”) are as set forth in your restricted stock account maintained on the Smith Barney Benefit Access website or such other website as may be designated by the Committee (“Benefit Access”).

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